Australia
The materials contained in this webpage and the pages that follow are not, and under no circumstances are to be construed as a prospectus or a product disclosure document under Part 6D.2 of the Corporations Act 2001 of the Commonwealth of Australia (the “Corporations Act”). Accordingly, this document does not purport to include the information required of a prospectus under Part 6D.2 of the Corporations Act or a product disclosure statement under Part 7.9 of the Corporations Act and has not been, nor will it be, lodged as a disclosure document with the Australian Securities and Investments Commission (“ASIC”), the Australian Securities Exchange operated by ASX Limited or any other regulatory body or agency in Australia; and may not be provided in Australia other than to select investors (“Exempt Investors”) who are able to demonstrate that they: (i) fall within one or more of the categories of investors under Section 708 of the Corporations Act to whom an offer may be made without disclosure under Part 6D.2 of the Corporations Act; and (ii) are “wholesale clients” for the purpose of Section 761G of the Corporations Act.
Accordingly, shares may not be directly or indirectly offered for subscription or purchased or sold, and no invitations to subscribe for, or buy, shares may be issued, and no draft or definitive offering memorandum, advertisement or other offering material relating to any securities may be distributed directly or indirectly in or into Australia, except in circumstances where disclosure to investors is not required under Chapters 6D and 7 of the Corporations Act or is otherwise in compliance with all applicable Australian laws and regulations. By submitting an application for the shares, each subscriber or purchaser of shares represents and warrants to the Company, the Underwriters (as defined below) and their affiliates that such subscriber or purchaser is an Exempt Investor.
As any offer of shares in this webpage and the pages that follow, any supplement or the accompanying prospectus or any other document will be made without disclosure in Australia under Parts 6D.2 and 7.9 of the Corporations Act, the offer of those shares for resale in Australia within 12 months may, under the Corporations Act, require disclosure to investors if none of the exemptions in the Corporations Act applies to that resale. By applying for the shares, each subscriber or purchaser of shares undertakes to the Company and the Underwriters that such subscriber or purchaser will not, for a period of 12 months from the date of issue or purchase of the shares, offer, transfer, assign or otherwise alienate those shares to investors in Australia except in circumstances where disclosure to investors is not required under the Corporations Act or where a compliant disclosure document is prepared and lodged with ASIC.
By clicking on the “I AGREE” button, persons in Australia seeking access to this webpage and the pages that follow represent and warrant to the Company that they are entitled under the Corporations Act to lawfully receive and accept this offer without disclosure under Chapter 6D of the Corporations Act.