TIVAN LIMITED — Capital/Financing Update 2020

Oct 6, 2020

Proposed issue of securities

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Update Summary

Entity name

TNG LIMITED

Announcement Type

Update to previous announcement

Date of this announcement

Wednesday October 7, 2020

Reason for update to a previous announcement

Update to timetable and funds application details

Refer to next page for full details of the announcement

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Proposed issue of securities

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Part 1 - Entity and announcement details

1.1 Name of +Entity

TNG LIMITED

We (the entity named above) give ASX the following information about a proposed issue of +securities and, if ASX agrees to +quote any of the +securities (including any rights) on a +deferred settlement basis, we agree to the matters set out in Appendix 3B of the ASX Listing Rules.

1.2 Registered Number Type

Registration Number

ABN 12000817023

1.3 ASX issuer code

TNG

1.4 The announcement is

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Update/amendment to previous announcement

1.4a Reason for update to a previous announcement

Update to timetable and funds application details

1.4b Date of previous announcement(s) to this update

Friday October 2, 2020

1.5 Date of this announcement

Wednesday October 7, 2020

1.6 The Proposed issue is:

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A standard +pro rata issue (non-renounceable or renounceable)

1.6a The proposed standard +pro rata issue is:

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• Non-renounceable

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Proposed issue of securities

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Part 3 - Details of proposed entitlement offer issue

Part 3A - Conditions

3A.1 - Are any of the following approvals required for the entitlement offer to be unconditional? +Security holder approval Court approval Lodgement of court order with +ASIC ACCC approval FIRB approval Another approval/condition external to the entity

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No

Part 3B - Offer details

Class or classes of +securities that will participate in the proposed issue and class or classes of +securities proposed to be issued

ASX +security code and description

TNG : ORDINARY FULLY PAID

Is the proposed security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional securities in a class that is already quoted or recorded by ASX)? Existing class

Will the proposed issue of this If the entity has quoted company +security include an offer of options, do the terms entitle option attaching +securities? holders to participate on exercise? Yes No

Details of +securities proposed to be issued

ASX +security code and description

TNG : ORDINARY FULLY PAID

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs)

Offer ratio (ratio to existing holdings at which the proposed +securities will be issued)

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Proposed issue of securities

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Proposed issue of securities
The quantity of additional +securities	For a given quantity of +securities
to be issued	held
1	9
What will be done with fractional	Maximum number of +securities
entitlements?	proposed to be issued (subject to
	rounding)
Fractions rounded up to the next	124,949,458
whole number
Reason for the update of 'Maximum Number of +securities proposed to be issued' Offer price details for retail security holders
In what currency will the offer be	What is the offer price per +security
made?	for the retail offer?
AUD - Australian Dollar	AUD 0.10000
Oversubscription & Scale back details
Will individual +security holders be permitted to apply for more than their
entitlement (i.e. to over-subscribe)?
Yes
Describe the limits on over-subscription

The Company reserves the right to issue an eligible shareholder a lesser number of shortfall shares than applied for or no shortfall shares at all Will a scale back be applied if the offer is over-subscribed? Yes Describe the scale back arrangements If the number of shortfall shares applied for by eligible shareholders exceeds the total shortfall, the shortfall shares will be allocated among applying eligible shareholders proportionate to their existing holdings

Will these +securities rank equally in all respects from their issue date with the existing issued +securities in that class? Yes

Attaching +Security

Is the proposed attaching security a 'New class' (+securities in a class that is not yet quoted or recorded by ASX) or an 'Existing class' (additional +securities in a class that is already quoted or recorded by ASX)? New class

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Proposed issue of securities

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Attaching +Security - New class (+securities in a class that is not yet quoted or recorded by ASX)

Details of attaching +securities proposed to be issued

ISIN Code (if Issuer is a foreign company and +securities are non CDIs)

ISIN Code for the entitlement or right to participate in a non-renounceable issue (if Issuer is foreign company and +securities are non CDIs)

Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Options over ordinary shares Yes No	Have you received confirmation from ASX that the terms of the proposed +securities are appropriate and equitable under listing rule 6.1? Will the entity be seeking quotation of the 'new' class of +securities on ASX? ASX +security code New class-code to be confirmed +Security description Options over ordinary shares Yes No
New class-code to be confirmed	Options over ordinary shares

+Security type

+Security type
Options
Offer ratio (ratio of attaching securities at which the new +securities will be issued)
The quantity of attaching +securities to be issued	For a given quantity of the new +securities issued
1	1
What will be done with fractional entitlements?	Maximum number of +securities proposed to be issued
Fractions rounded up to the next whole number	(subject to rounding)
	124,949,458

Reason for the update of 'Maximum Number of +securities proposed to be issued'

Offer price details for retail security holders

In what currency will the offer be made? What is the offer price per +security for the retail offer? AUD 0.00000 AUD - Australian Dollar

Oversubscription & Scale back details

Will individual +security holders be permitted to apply for more than their entitlement (i.e. to over-subscribe)? Yes

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Describe the limits on over-subscription

The Company reserves the right to issue an eligible shareholder a lesser number of shortfall shares than applied for or no shortfall shares at all

Will a scale back be applied if the offer is over-subscribed? Yes

Describe the scale back arrangements

If the number of shortfall shares applied for by eligible shareholders exceeds the total shortfall, the shortfall shares will be allocated among applying eligible shareholders proportionate to their existing holdings

Will all the +securities issued in this class rank equally in all respects from their issue date? Yes

Options details

+Security currency

AUD - Australian Dollar

Exercise price

Expiry date

AUD 0.1800 Tuesday November 30, 2021

Details of the type of +security that will be issued if the option is exercised

TNG : ORDINARY FULLY PAID

Number of securities that will be issued if the option is exercised

One

Please provide a URL link for a document lodged with ASX setting out the material terms of the +securities proposed to be issued or provide the information by separate announcement.

Part 3C - Timetable

3C.1 +Record date

Tuesday October 13, 2020

3C.2 Ex date

Monday October 12, 2020

3C.4 Record date

Tuesday October 13, 2020

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3C.5 Date on which offer documents will be sent to +security holders entitled to participate in the +pro rata issue Friday October 16, 2020

3C.6 Offer closing date

Wednesday November 4, 2020

3C.7 Last day to extend the offer closing date

Friday October 30, 2020

3C.9 Trading in new +securities commences on a deferred settlement basis Thursday November 5, 2020

3C.10 Last day for entity to announce the results of the offer to ASX, including the number and percentage of +securities taken up by existing +security holders and any shortfall taken up by underwriters or other investors

Monday November 9, 2020

3C.11 +Issue date

Wednesday November 11, 2020

3C.12 Date trading starts on a normal T+2 basis

Thursday November 12, 2020

3C.13 First settlement date of trades conducted on a +deferred settlement basis and on a normal T+2 basis

Monday November 16, 2020

Part 3E - Fees and expenses

3E.1 Will there be a lead manager or broker to the proposed offer? No

3E.2 Is the proposed offer to be underwritten? No

3E.3 Will brokers who lodge acceptances or renunciations on behalf of eligible +security holders be paid a handling fee or commission? No

3E.4 Details of any other material fees or costs to be incurred by the entity in connection with the proposed offer

If the offer is not fully subscribed, the Company may engage with corporate and other advisors to place the shortfall shares on standard fees of up 5% of the funds raised from the shortfall shares placed

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Part 3F - Further Information

3F.1 The purpose(s) for which the entity intends to use the cash raised by the proposed issue

Intended to be used for completion of design, engineering and approvals, and pre-development planning for the Mount Peake Project, Offer expenses, project corporate and administration costs, and general corporate/working capital purposes

3F.2 Will holdings on different registers or subregisters be aggregated for the purposes of determining entitlements to the issue?

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No

3F.3 Will the entity be changing its dividend/distribution policy if the proposed issue is successful? No

3F.4 Countries in which the entity has +security holders who will not be eligible to participate in the proposed issue

To be made to all shareholders at the record date whose registered address is in Australia, New Zealand, China (only certain institutional shareholders), Singapore or the European Union excluding France (to less than 150 persons in each EU member state).

3F.5 Will the offer be made to eligible beneficiaries on whose behalf eligible nominees or custodians hold existing +securities Yes

3F.5a Please provide further details of the offer to eligible beneficiaries

The offer will be made on the same terms and notice to be provided when the offer is final

3F.6 URL on the entity's website where investors can download information about the proposed issue

3F.7 Any other information the entity wishes to provide about the proposed issue

3F.8 Will the offer of rights under the rights issue be made under a disclosure document or product disclosure statement under Chapter 6D or Part 7.9 of the Corporations Act (as applicable)? Yes

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