Prospectus

IMPORTANT NOTICE

The information on this page relates to an offer of securities by Axxis Technology Group Ltd (ACN 009 805 298) (to be renamed ECS Botanics Holdings Ltd) (Company). Before downloading, printing or viewing any of the documents on this section of the website, you must carefully read the terms set out in this notice.

PROSPECTUS

The Prospectus is dated 10 May 2019 and was lodged with ASIC on that date (Prospectus). The Prospectus is an important document that should be read in its entirety before deciding whether to invest in the Company. If after reading the Prospectus you have questions about the offer under this Prospectus, you should contact your stockbroker, accountant or other professional adviser.

THE OFFER

The Company entered into a binding term sheet for the acquisition of 100% of the issued capital of ECS Botanics Pty Ltd (Acquisition). The Acquisition will involve a significant change in the nature and scale of the Company’s activities which requires approval of Shareholders under Chapter 11 of the Listing Rules.  The Prospectus is a recompliance prospectus for the purpose of meeting the requirements of Chapters 1 and 2 of the Listing Rules.

The Prospectus contains details of a public offer by the Company of between 112,500,000 and 162,500,000 Shares at an issue price of $0.04 per Share to raise a minimum of $4,500,000, up to a maximum of $6,500,000 (Public Offer). The Prospectus also contains a Vendor Offer (under which no funds will be raised) of 287,500,000 Shares and 131,250,000 Performance Rights.  

No securities will be issued or transferred on the basis of the Prospectus after the expiry date, being 13 months after the date of the Prospectus. The Company will apply to ASX Limited for official quotation of the Shares on ASX within 7 days of the date of this Prospectus.

IMPORTANT INFORMATION

The Prospectus is available electronically through this website. A free paper copy of the Prospectus is available from the Company upon request by an investor.

Neither ASIC nor ASX take any responsibility for the contents of the Prospectus or the investment to which it relates.

The information contained in the Prospectus is not financial product advice and does not take into account your investment objectives, financial situation or particular needs. The Prospectus should not be construed as financial, taxation, legal or other advice. The Company is not licensed to provide financial product advice in respect of its securities or any other financial products.

The Prospectus is important and should be read in its entirety prior to deciding whether to invest in the Company. There are risks associated with an investment in the Company and some of the key risks are set out in Section 5 of the Prospectus. You should carefully consider these risks in light of your personal circumstances (including financial and tax issues) and seek professional guidance from your stockbroker, solicitor, accountant, financial adviser or other independent professional adviser before deciding whether to invest in the Company. There may also be risks in addition to these that should be considered in light of your personal circumstances.

If you do not fully understand the Prospectus or are in doubt as to how to deal with it, you should seek professional guidance from your stockbroker, solicitor, accountant, financial adviser or other independent professional adviser before deciding whether to invest in the Company.

No person named in the Prospectus warrants or guarantees the Company’s performance, the repayment of capital by the Company or any return on investment made pursuant to the Prospectus.

FOREIGN JURISDICTIONS

This Prospectus does not constitute an offer or invitation in any place in which, or to any person to whom it would not be lawful to make such an offer or invitation. This distribution of this Prospectus (in electronic or hard copy form) in jurisdictions outside Australia may be restricted by law and persons who come into possession of this Prospectus should seek advice on and observe any such restrictions.

The information and electronic Prospectus provided by this website is 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. See Section 3.15 of the Prospectus for more information in this regard.

Any failure to comply with such restrictions may constitute a violation of applicable securities laws.

EXPOSURE PERIOD

In accordance with the Corporations Act, the Prospectus is subject to an exposure period of 7 days from the date of lodgement with ASIC. This period may be extended by ASIC for a further period of up to 7 days. 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 and, in those circumstances, any application that has been received may need to be dealt with in accordance with section 724 of the Corporations Act. Applications for securities under the Prospectus will not be processed by the Company until after the expiry of the Exposure Period. No preference will be conferred on applications lodged prior to the expiry of the Exposure Period.

ACKNOWLEDGEMENT

The information on this website is provided for information purposes only and is subject to change without notice. Nothing contained on this website or in the Prospectus constitutes investment, legal, business, taxation or other advice. The information on this website and in the Prospectus does not take into account your investment objectives, financial situation or particular needs.

By accessing the Prospectus via this website, you agree to all of the above.

Click here to download the Prospectus