Replacement Prospectus

Important Notices

This document is important and should be read in its entirety. If after reading this Prospectus you have any questions about the New Shares being offered in accordance with this Prospectus or any other matter, then you should consult your stockbroker, accountant or other professional adviser.

This Prospectus (being a replacement prospectus) is dated 29 July 2021 and was lodged with ASIC on that date. It replaces the original prospectus issued by the Company dated 21 July 2021 and lodged with ASIC on that date. ASIC and ASX and each of its officers take no responsibility for the contents of this Prospectus or the merits of the investment provided for in this Prospectus.

No person is authorised to give information or to make any representation in connection with this Prospectus, which is not contained in the Prospectus. Any information or representation not contained in this Prospectus may not be relied on as having been authorised by Li-S Energy Limited ACN 634 839 857 (Li-S Energy or Company).

It is important that investors read this Prospectus in its entirety and seek professional advice where necessary.

An application will be made to ASX for admission to ASX’s official list and Quotation of the New Shares offered pursuant to this Prospectus within 7 days of the date of this Prospectus. If ASX does not grant Quotation of the New Shares offered pursuant to this Prospectus within three months after the date of this Prospectus (or such period as varied by ASIC), Li-S Energy will not issue any New Shares and will repay all Application Money received for New Shares within the time prescribed pursuant to the Corporations Act, without interest.

No New Shares will be issued pursuant to this Prospectus after the date that is 13 months after the date of this Prospectus.

Exposure period

Li-S Energy is prohibited from processing Applications received during the Exposure Period. Application Forms received prior to the expiration of the Exposure Period will, therefore, not be processed until after the Exposure Period. No preference will be conferred on any Application Forms received during the Exposure Period and all Application Forms received during the Exposure Period will be treated as if they were simultaneously received on the Opening Date. The purpose of the Exposure Period is to enable this Prospectus to be examined by market participants prior to the raising of proceeds. That examination may result in the identification of deficiencies in this Prospectus, in which case any Application may need to be dealt with in accordance with Section 724 of the Corporations Act.

Electronic Prospectus

This Prospectus may be viewed online at Li-S Energy’s website (www.lis.energy). The information on Li-S Energy’s website does not form part of this Prospectus.

The Offer made pursuant to this Prospectus is only available to persons receiving this Prospectus in Australia and Institutional Investors located in Australia, Hong Kong and New Zealand. Li-S Energy is entitled to refuse any Application for New Shares if it believes that the Applicant did not receive the Prospectus in Australia and is not an Institutional Investor located Hong Kong or New Zealand.

New Shares will only be issued on receipt of an Application Form issued together with the Prospectus, whether it be a printed or an unaltered electronic copy of the Prospectus.

If you are unsure about the completeness of the Prospectus received electronically, or a print out of it, you should contact Li-S Energy.

During the Offer Period, any person located in Australia or an Institutional Investor located in Hong Kong or New Zealand may obtain a paper copy of this Prospectus free of charge by contacting the Share Registrar on 1300 288 664  (from within Australia) or +61 2 9698 5414 (from outside Australia) between 8:30am and 5:30pm (AEST) Monday to Friday.

Any references to documents included on Li-S Energy’s website are provided for convenience only and none of the documents or other information located on Li-S Energy’s website is incorporated by reference into, or forms part of, the terms and conditions for the Offer contained in this Prospectus.

Selling restrictions

The Offer is not being extended to any investor outside Australia other than to certain Institutional Investors located in Hong Kong or New Zealand and 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. No action has been taken to register or qualify the New Shares or the Offer, or to otherwise permit a public offering of Shares, in any jurisdiction outside Australia. The distribution of this Prospectus outside Australia (including in electronic form) may be restricted by law and persons who come into possession of this Prospectus outside Australia should seek advice on and observe any such restrictions.

This Prospectus may not be distributed to, or relied on by, any person in the United States of America. In particular, the New Shares have not been, and will not be, registered under the US Securities Act of 1933 or the securities laws of any state or other jurisdiction of the United States of America and may not be offered or sold, directly or indirectly, in the United States of America.

See Section 14.10 for more detail on selling restrictions that apply to the offer and sale of New Shares in jurisdictions outside of Australia.

Financial information

Unless otherwise specified, all information contained in this Prospectus is believed to be current as at the date of this Prospectus.

This Prospectus presents financial information in Section 9 which, except as otherwise noted, has been prepared in accordance with the recognition and measurement principles prescribed in the Australian Accounting Standards (AAS), although it is presented in an abbreviated form insofar as it does not include all of the disclosures, statements and comparative information required by the AAS applicable to annual financial reports prepared in accordance with the Corporations Act. The Pro Forma Historical Financial Information has been prepared to illustrate the financial position of Li-S Energy as at 31 December 2020 as if the Offer had occurred as at that date, including the expenditure of proceeds associated with the Offer.

Forward looking statements

This Prospectus contains certain forward looking statements. Potential investors should note that forward looking statements are only predictions and are subject to inherent uncertainties in that they may be affected by a variety of known and unknown risks, variables and other factors which could cause actual values or results, performance or achievements to differ materially from the anticipated results, performance or achievements expressed or implied in those forward looking statements.  Such risks, variables and other factors include matters specific to Li-S Energy, as well as economic and financial market conditions, legislative, fiscal or regulatory developments and risks associated with the business and the operation of Li-S Energy.

None of Li-S Energy, any of its officers, any person named in this Prospectus with his or her consent or any person involved in the preparation of this Prospectus makes any representation or warranty (either express or implied) or gives any assurance that the implied values, anticipated results, performance, achievements, or any other matter expressed or implied in forward looking statements contained in this Prospectus will be achieved, and you are cautioned not to place undue reliance on these statements. The forward looking statements contained in this Prospectus only reflect views held as at the date of this Prospectus.

Privacy Act

If you complete an Application Form, you will be providing personal information to Li-S Energy (directly or indirectly via the Share Registrar and/or the Lead Manager). Li-S Energy and the Share Registrar collects, holds and will use that information to assess your Application, service your needs as a holder of Shares and facilitate the distribution of payments and corporate communications to you as a Shareholder. The Company’s privacy policy sets out how you may access, correct and update the personal information that the Company holds about you, how you can complain about privacy related matters and how the Company responds to complaints.

The information may also be used and disclosed to persons inspecting Li-S Energy’s register, bidders for your Shares in the context of takeovers, regulatory bodies, including the Australian Taxation Office, authorised securities brokers, print service providers, mail houses and the Share Registrar.

If you do not provide the information requested in the Application Form, your Application Form may not be accepted.

You can access, correct and update the personal information held by or on behalf of Li-S Energy or the Share Registrar by telephoning or writing to the Share Registrar as follows:

  • +61 2 9698 5414; or
  • GPO Box 5193, Sydney NSW 2001

No cooling off rights

Cooling off rights do not apply to an investment in New Shares offered pursuant to this Prospectus. This means that, unless you are notified by Li-S Energy to the contrary, you cannot withdraw your Application.

Miscellaneous

Photographs and diagrams used in this Prospectus that do not have descriptions are for illustration only and should not be interpreted to mean that any person in them endorses this Prospectus or its contents or that the assets shown in them are owned by Li-S Energy. References in this Prospectus to currency are to Australian dollars unless otherwise indicated.

All data contained in charts, graphs and tables within this Prospectus is based on information available as at the date of this Prospectus unless otherwise stated.

Capitalised terms

Capitalised terms used in this Prospectus have the same meaning ascribed to them in the Glossary contained in Section 15 of this Prospectus.

Governing law

This Prospectus and any contract arising from Li-S Energy’s acceptance of Applications lodged in accordance with its terms are governed by the laws applicable in the State of Queensland, Australia and each Applicant submits to the exclusive jurisdiction of the Courts of Queensland, Australia.

To proceed, please verify your country of residence

Country