Prospectus

Important Information

You must read this statement before attempting to download a copy of the prospectus of TEK-Ocean Group Limited ACN 637 599 181 (Company) dated 16 July 2021 (Prospectus). The initial public offer includes an offer of shares in the Company to the general public (Public Offer) and an offer of shares in the Company to eligible employees of the Company (Employee Gift Offer).

The Company has lodged the Prospectus with the Australian Securities and Investments Commission (ASIC). The Prospectus is only available online to residents of Australia located in Australia. Neither ASIC or the Australian Securities Exchange takes any responsibility for the contents of the Prospectus or for the merits of the investment to which it relates.

An application for shares by a member of the public under the Public Offer can be made by completing the relevant Public Offer application form attached to or accompanied by the Prospectus (Application Form) and then lodging the Application From and the application monies in accordance with the details set out in the Prospectus and the Application Form.

The Company will only accept applications for Shares from applicants under the Employee Gift Offer in accordance with the procedures set out in the Prospectus given to those eligible employees.

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. No Shares will be offered on the basis of the Prospectus later than 13 months after the date of the Prospectus.

Exposure Period

The Corporations Act 2001 (Cth) (Corporations Act) prohibits the Company from processing applications for securities under the Prospectus in the 7 day period after the date it was lodged with ASIC, which may be extended by ASIC for a further period of up to 7 days (Exposure Period). The purpose of the Exposure Period is to enable the Prospectus to be examined by ASIC and market participants prior to the raising of funds under the Offer. The examination may result in the identification of deficiencies in the Prospectus, in which case any application submitted may need to be dealt with in accordance with section 724 of the Corporations Act.

Applications received during the Exposure Period will not be processed until after the expiry of the Exposure Period. No preference will be conferred on any applications received during the Exposure Period.

Warning

This Offer is being extended to retail investors in Australia as well as institutional investors in Australia, New Zealand, Hong Kong, Singapore, the People’s Republic of China, the United Kingdom and Germany (Institutional Investors). . This Prospectus does not constitute an offer in any place in which, or to any person to whom, it would not be lawful to make such an offer. As at the date of this Prospectus, no action has been taken to register or qualify the Shares or the Offer or to otherwise permit a public offering of Shares outside Australia. Persons who obtain this Prospectus in jurisdictions outside of Australia may be restricted by the laws of the relevant jurisdiction from making an application for Shares and should seek advice on and observe such restrictions. Any failure to comply with these restrictions may constitute a violation of applicable securities laws.

The return of a duly completed application form and payment of the application monies for the shares applied for will be taken by the Company to constitute a representation and a warranty made by the applicant to the Company that there has been no breach of such laws and that all necessary approvals and consents shave been obtained.

In particular, the Shares have not been, and will not be, registered under the US Securities Act or any US state securities laws and may not be offered or sold in the United States except in transactions exempt from, or not subject to, the registration requirements of the US Securities Act and applicable US state securities laws.

The Prospectus accessible on this website is available to persons accessing the site from in Australia only, unless you are an Institutional Investor. If you are accessing this site from anywhere outside Australia and you are not an Institutional Investor, do not download, print or view the Prospectus. By accessing the Prospectus, you represent, warrant and agree that:

  • you are an Australian resident and are accessing the site from within Australia;
  • you are not a “U.S. person” (as defined in Regulation S under the United States Securities Act of 1933) nor are you acting for the account or benefit of a U.S. person; and
  • you will not make a copy of the Prospectus available to, or distribute a copy of the Prospectus to, any such “U.S. person”.

By downloading the Prospectus you represent that you have read and understood the above information. You should ensure that any copy of the Prospectus you view or print is complete. To the extent permitted by law, the Company is not liable for any loss incurred from accessing or downloading the Prospectus from this website, including, but not limited to, data corruption on download.

In order to proceed to download the Prospectus, please click on the “I AGREE” button to begin downloading the relevant documents as a PDF file.

If you do not agree to, or comply with, all of the above terms and conditions, please close this window without viewing the Prospectus.

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