PROSPECTUS NOTICE AND ACCESS TERMS
By accessing this site you agree to and acknowledge that you have read and accept these terms and conditions of access.
Merino & Co. Limited ACN 162 863 121 (Company) has lodged a prospectus (Prospectus) with the Australian Securities and Investments Commission (ASIC) in relation to, an initial public offer for a minimum of 30,000,000 fully paid ordinary shares (Shares) and a maximum of 37,500,000 Shares, to be issued at a price of $0.20 per Share, to raise a minimum of $6,000,000 and a maximum of $7,500,000 (before costs) (Offer).
The documents and other media available on this website, including the electronic copy of the Prospectus and the application form that accompanies the Prospectus (Application Form) do not constitute an offer of, or an invitation to subscribe for, any securities. You may print out a hard copy of the Prospectus from this website or copy the electronic Prospectus on this website into an electronic file for your personal use only. You must not alter the contents of this electronic file in any way.
The Prospectus is an important document that should be read by prospective investors in its entirety before deciding whether to participate.
If after reading the Prospectus you have questions, you should contact a suitably qualified professional adviser.
By clicking "I Accept" below and accessing the Prospectus you acknowledge that you have read, understood, and accepted the terms set out in this notice.
IMPORTANT NOTICE
Neither ASIC nor ASX Limited, nor any of their respective officers, take any responsibility for the contents of the Prospectus or the merits of the investment to which the Prospectus relates.
Anyone who wants to acquire securities in the Company will need to carefully consider the Prospectus and complete the Application Form. If you request a copy of the Prospectus, you are not obliged to apply for securities. Paper copies of the Prospectus are available free of charge during the period of the Offer by contacting the Company.
The Company is not liable for any loss incurred from relying on this site, including from data corruption on download.
The information on this page is not part of the Prospectus.
Applications
Applicants for securities will be required to complete the Application Form. The Corporations Act 2001 (Cth) (Corporations Act) prohibits any person from passing on to another person an application form unless it is attached to, or accompanied by, a complete and unaltered version of a prospectus.
The Company will not accept a completed Application Form if it has reason to believe that the Applicant has not received a complete and unaltered copy of the Prospectus.
Applications must be made using the Application Form attached to, or accompanying, the Prospectus. If the Application Form is not completed correctly it may still be treated as valid. The Directors’ decision as to whether to treat the acceptance as valid and how to construe, amend or complete the Application Form, is final.
Exposure Period
The Prospectus will be circulated during a period of seven days after the date of lodgement of the Prospectus with ASIC, which period may be extended by the ASIC by not more than seven days pursuant to section 727(3) of the Corporations Act (Exposure Period). The purpose of the Exposure Period is to enable the Prospectus to be examined by market participants prior to the raising of funds. You should be aware that this examination may result in the identification of deficiencies in the Prospectus. In such circumstances, any application under the Prospectus that has been received may need to be dealt with in accordance with section 724 of the Corporations Act. Applications under the Prospectus will not be processed by the Company until after the Exposure Period. No preference will be conferred on applications received during the Exposure Period.
Persons to whom offer is available
The Prospectus does not constitute an offer or an invitation in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer or invitation. The distribution of the Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of the Prospectus outside Australia should seek advice on and observe any of these restrictions. Failure to comply with these restrictions may violate applicable securities laws.
No action has been taken to register or qualify the Offer in any jurisdiction outside Australia or otherwise to permit a public offering of the Shares in any jurisdiction outside Australia. Applicants who are resident in countries other than Australia should consult their professional advisers as to whether any governmental or other consents are required or whether any other formalities need to be considered and followed.
The return of a duly completed Application Form will be taken by the Company to constitute a representation and warranty that there has been no breach of such law and that all necessary approvals and consents have been obtained.
Notice to Chinese investors
Neither the Prospectus nor any other document relating to Shares may be distributed to the public in the People’s Republic of China (PRC) (excluding, for purposes of this notice, Hong Kong Special Administrative Region, Macau Special Administrative Region and Taiwan). The Prospectus has not been approved by, nor registered with, any competent regulatory authority of the PRC. Accordingly, any Shares may not be offered or sold, nor may any invitation, advertisement or solicitation for Shares be made from, within the PRC unless permitted under the laws of the PRC.
Shares may not be offered or sold to legal or natural persons in the PRC other than to:
• “qualified domestic institutional investors” as approved by a relevant PRC regulatory authority to invest in overseas capital markets;
• sovereign wealth funds or quasi-government investment funds that have the authorisation to make overseas investments; or
• other types of qualified investors that have obtained all necessary PRC governmental approvals, registrations and/or filings (whether statutorily or otherwise).
No advice included
Nothing contained on this website or in the Prospectus constitutes financial, investment, legal, business, tax or other advice. In particular, the information on this website and in the Prospectus does not take into account your investment objectives, financial situation or particular needs. In making an investment decision, you must rely on your own examination of the Prospectus, including the merits and risks involved. You should consult your professional adviser for financial, legal, business or tax advice before deciding whether to participate.
By clicking I Accept below you acknowledge that:
• You have read, understood and accepted the terms set out in this notice; and
• You are an Australian resident and you are requesting a copy of the Prospectus from within Australia; or
• If you are a non-Australian resident, you have consulted your professional adviser as to whether any governmental or other consents are required or whether any other formalities need to be considered and followed before accessing the Prospectus; and
• You will not pass on to any other person the Application Form unless it is attached to or accompanied by the complete and unaltered electronic Prospectus.