HOT CHILI LIMITED ACN 130 955 725
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Important information
This is an important document that should be read in its entirety. If you do not understand it or are in doubt as to the course you should follow, you should consult your stockbroker, accountant or professional adviser.
Hot Chili Limited ACN 130 955 725 (Company) has lodged a Replacement Prospectus dated 23 March 2010 (Prospectus) with the Australian Securities and Investments Commission (ASIC) for an offer of 30,000,000 shares at an issue price of 20 cents each to raise $6,000,000 with provisions to accept over-subscription for up to a further 10,000,000 shares to raise up to a further $2,000,000, to raise a maximum of $8,000,000 (Offer).
Lodgement of Prospectus with ASIC
The paper form of the Prospectus has been lodged with ASIC.
Application pursuant to Application Form only
An Application for Shares (as defined in the Prospectus) offered under the Prospectus can only be made by completing the Application Form attached to or accompanying the Prospectus and then lodging the Application Form and the Application Monies in accordance with the instructions set out in the Prospectus and the Application Form.
Warnings
The Corporations Act prohibits any person from passing onto another person an Application Form unless it is attached to a hard copy of the Prospectus or it accompanies the complete and unaltered version of the Prospectus (whether in paper or electronic form). The Company will not accept a completed Application Form if it has reason to believe that you have not received a complete and unaltered copy of the Prospectus or if it has reason to believe that Application Form has been altered or tampered with in any way. If you are accessing an electronic copy of the Prospectus, please ensure that you have received the entire Prospectus accompanied by the Application Form. If not, please contact the Company.
For legal reasons, the information and electronic Prospectus provided by this website is only available to persons accessing this website from within AUSTRALIA ONLY. If you are accessing this website from anywhere outside Australia, please DO NOT download the electronic Prospectus accessible through this website.
This Prospectus does not constitute an offer of securities in any jurisdiction where, or to any person to whom, it would not be lawful to issue the Prospectus or make the offer. It is the responsibility of any applicant outside Australia to ensure compliance with all laws of any country relevant to their applications, and any such applicant should consult their professional advisers as to whether any government or other consents are required, or whether any formalities need to be observed to enable them to apply for and be allotted any securities.
No action has been taken to register, qualify or otherwise permit the offer in any jurisdiction outside Australia.
No person is authorised to give information or to make any representation in relation to the Offer which is not contained in the Prospectus and such information may not be relied upon as having been authorised by the directors of the Company. D.J. Carmichael Pty Limited and Carmichael Corporate Pty Ltd (jointly referred to as DJ Carmichael) are the joint lead managers, sponsoring brokers and corporate advisers to the Company. Neither DJ Carmichael nor any of its officers accept any liability or responsibility in respect of the Prospectus or the Offer.
Acknowledgements
By accessing the Prospectus (by clicking on the link below) you acknowledge that you:
- have read, understood and agreed to the terms and conditions set out above; and
- are an Australian resident and that you are downloading the Prospectus in Australia.
You have read, understood and agreed to the above terms and conditions, and acknowledge that you are an Australian resident downloading the Prospectus in Australia?
Text supplied here is automatically extracted form the PDF and is not to be relied on for accuracy.
HOT CHILI LIMITED PROSPECTUS
KEY DATES:
DATE OF PROSPECTUS
OPENING DATE
CLOSING DATE
SHARES EXPECTED TO BE ALLOTTED
HOLDING STATEMENTS EXPECTED TO BE DISPATCHED
TRADING OF SHARES ON ASX EXPECTED TO COMMENCE
23 MARCH 2010
24 MARCH 2010
23 APRIL 2010
28 APRIL 2010
28 APRIL 2010
5 MAY 2010
THESE DATES ARE INDICATIVE ONLY AND SUBJECT TO CHANGE. THE COMPANY, IN CONSULTATION WITH DJ CARMICHAEL, HAS THE RIGHT TO VARY THESE DATES WITHOUT NOTICE, INCLUDING WHETHER TO CLOSE THE OFFER EARLY OR ACCEPT LATE APPLICATIONS, EITHER GENERALLY OR IN PARTICULAR CASES, WITHOUT NOTIFYING ANY RECIPIENT OF THIS PROSPECTUS OR ANY APPLICANTS. INVESTORS WHO WISH TO SUBMIT AN APPLICATION ARE ENCOURAGED TO DO SO AS SOON AS PRACTICABLE AFTER THE OFFER OPENS.
KEY OFFER STATISTICS:
OFFER PRICE PER SHARE
MINIMUM NUMBER OF SHARES TO BE ISSUED BY THE COMPANY UNDER THE OFFER
MAXIMUM NUMBER OF SHARES TO BE ISSUED BY THE COMPANY UNDER THE OFFER
MINIMUM CASH PROCEEDS OF THE OFFER
MAXIMUM CASH PROCEEDS OF THE OFFER
TOTAL NUMBER OF SHARES ON ISSUE FOLLOWING THE OFFER ON MINIMUM SUBSCRIPTION
TOTAL NUMBER OF SHARES ON ISSUE FOLLOWING THE OFFER ON MAXIMUM SUBSCRIPTION
MARKET CAPITALISATION AT THE OFFER PRICE PER SHARE ON MINIMUM SUBSCRIPTION
MARKET CAPITALISATION AT THE OFFER PRICE PER SHARE ON MAXIMUM SUBSCRIPTION
$0.20
30,000,000
40,000,000
$6,000,000
$8,000,000
113,684,211
124,210,527
$22,736,842
$24,842,105
IMPORTANT NOTICES
THIS PROSPECTUS IS DATED 23 MARCH 2010 (PROSPECTUS DATE) AND WAS LODGED WITH THE AUSTRALIAN SECURITIES AND INVESTMENTS COMMISSION (ASIC) ON THAT DATE. THIS DOCUMENT IS A REPLACEMENT PROSPECTUS AND REPLACES THE COMPANY’S PROSPECTUS DATED 8 MARCH 2010. ASIC AND ASX LIMITED (ASX) TAKE NO RESPONSIBILITY FOR THE CONTENTS OF THIS PROSPECTUS OR THE MERITS OF THE INVESTMENT TO WHICH THIS PROSPECTUS RELATES. THE COMPANY WILL APPLY FOR THE SHARES OFFERED BY THIS PROSPECTUS TO BE LISTED FOR QUOTATION BY ASX WITHIN 7 DAYS FOLLOWING THE DATE OF THIS PROSPECTUS. NO SHARES WILL BE ISSUED ON THE BASIS OF THIS PROSPECTUS LATER THAN 13 MONTHS AFTER THE PROSPECTUS DATE.
ELECTRONIC PROSPECTUS
THIS PROSPECTUS (EXCLUDING THE APPLICATION FORM DURING THE EXPOSURE PERIOD) MAY BE VIEWED IN ELECTRONIC FORM AT WWW.HOTCHILI.NET.AU BY AUSTRALIAN INVESTORS ONLY. PERSONS WHO RECEIVE THE ELECTRONIC FORM OF THE PROSPECTUS SHOULD ENSURE THAT THEY DOWNLOAD AND READ THE ENTIRE PROSPECTUS. THE OFFER CONSTITUTED BY THIS PROSPECTUS IN ELECTRONIC OR PAPER FORM IS NOT AVAILABLE TO INVESTORS IN ANY OTHER JURISDICTION. A PAPER COPY OF THE PROSPECTUS MAY BE OBTAINED FREE OF CHARGE ON REQUEST DURING THE OFFER PERIOD AS SET OUT AT SECTION 1.9. THE INFORMATION ON WWW.HOTCHILI.NET.AU DOES NOT FORM PART OF THIS PROSPECTUS.
APPLICATIONS
APPLICATIONS MAY ONLY BE MADE BY COMPLETING A PAPER OR ELECTRONIC APPLICATION FORM ATTACHED TO OR ACCOMPANYING THE PROSPECTUS. THE CORPORATIONS ACT PROHIBITS ANY PERSON FROM PASSING AN APPLICATION FORM TO ANY OTHER PERSON UNLESS IT IS ATTACHED TO, OR ACCOMPANIED BY, A PAPER COPY OF THE PROSPECTUS OR A COMPLETE AND UNALTERED ELECTRONIC COPY OF THE PROSPECTUS.
THE APPLICATION FORM INCLUDED IN THIS PROSPECTUS MAY ONLY BE DISTRIBUTED IF IT IS INCLUDED IN, OR ACCOMPANIED BY, A COMPLETE AND UNALTERED COPY OF THIS PROSPECTUS. THE APPLICATION FORM CONTAINS A DECLARATION THAT THE INVESTOR HAS PERSONALLY RECEIVED THE COMPLETE AND UNALTERED PROSPECTUS PRIOR TO COMPLETING THE APPLICATION FORM. 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 THIS PROSPECTUS OR IF IT HAS REASON TO BELIEVE THAT THE APPLICATION FORM HAS BEEN ALTERED OR TAMPERED WITH IN ANY WAY.
EXPOSURE PERIOD
UNDER THE CORPORATIONS ACT, THE COMPANY IS NOT PERMITTED TO PROCESS APPLICATIONS IN THE PERIOD OF 7 DAYS AFTER THE DATE OF LODGEMENT OF THIS PROSPECTUS WITH ASIC. ASIC MAY EXTEND THIS PERIOD FOR UP TO A FURTHER 7 DAYS. THE EXPOSURE PERIOD ENABLES THE PROSPECTUS TO BE EXAMINED BY MARKET PARTICIPANTS PRIOR TO THE RAISING OF FUNDS, WHICH MAY RESULT IN THE IDENTIFICATION OF DEFICIENCIES IN WHICH CASE ANY APPLICATIONS RECEIVED MAY NEED TO BE DEALT WITH IN ACCORDANCE WITH SECTION 724 OF THE CORPORATIONS ACT. NO PREFERENCE WILL BE CONFERRED ON APPLICATIONS RECEIVED DURING THE EXPOSURE PERIOD.
DISCLAIMER
NO PERSON IS AUTHORISED TO GIVE ANY INFORMATION OR MAKE ANY REPRESENTATION IN CONNECTION WITH THE OFFER WHICH IS NOT CONTAINED IN THIS PROSPECTUS. ANY INFORMATION OR REPRESENTATION NOT CONTAINED IN THIS PROSPECTUS MAY NOT BE RELIED ON AS HAVING BEEN AUTHORISED BY THE COMPANY OR THE DIRECTORS.
PRIVACY
IF YOU APPLY FOR SHARES, YOU WILL PROVIDE PERSONAL INFORMATION TO THE COMPANY AND THE SHARE REGISTRY. THE COMPANY AND THE SHARE REGISTRY COLLECT, HOLD AND USE YOUR PERSONAL INFORMATION IN ORDER TO ASSESS YOUR APPLICATION, SERVICE YOUR NEEDS AS AN INVESTOR, PROVIDE FACILITIES AND SERVICES THAT YOU REQUEST AND CARRY OUT APPROPRIATE ADMINISTRATION.
CORPORATE AND TAX LAWS REQUIRE SOME PERSONAL INFORMATION TO BE COLLECTED. IF YOU DO NOT PROVIDE THE INFORMATION REQUESTED, YOUR APPLICATION MAY NOT BE ABLE TO BE PROCESSED EFFICIENTLY, OR AT ALL.
OFFER RESTRICTIONS
THE OFFER CONTAINED IN THIS PROSPECTUS IS AVAILABLE TO AUSTRALIAN RESIDENTS. THE DISTRIBUTION OF THIS PROSPECTUS (INCLUDING IN ELECTRONIC FORM) IN JURISDICTIONS OUTSIDE AUSTRALIA MAY BE RESTRICTED BY LAW AND THEREFORE PERSONS WHO OBTAIN THIS PROSPECTUS SHOULD SEEK ADVICE ON, AND OBSERVE, ANY SUCH RESTRICTIONS. ANY FAILURE TO COMPLY WITH THESE RESTRICTIONS MAY CONSTITUTE A VIOLATION OF APPLICABLE SECURITIES LAWS. THIS PROSPECTUS DOES NOT CONSTITUTE AN OFFER OR INVITATION IN ANY JURISDICTION IN WHICH, OR TO ANY PERSON WHOM, IT WOULD BE UNLAWFUL TO MAKE SUCH AN OFFER OR INVITATION.
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HOT CHILI LIMITED PROSPECTUS
