Prospectus
OVERVIEW
The Prospectus is issued by Wind Hydrogen Limited (‘the Company’) for the Offer of 60 million new Shares at an issue price of 20 cents each to raise a minimum of $12 million payable in full on Application. Oversubscriptions up to a maximum of $3 million (making a total of $15 million) may be accepted at the discretion of the Board.
The Company is an Australian based company focused on developing and commercializing renewable energy assets and in particular, wind energy and hydrogen balancing technologies.
WHL have amassed a portfolio of wind farm projects at various stages of development in both Australia and the UK. The Company is issuing the prospectus to raise capital for ongoing funding of pre-development activities, funding of project acquisition payments and the ongoing growth of the Company’s portfolio. Development of operating wind farm assets in the future will require the Company to seek additional capital subsequent to listing on the ASX.
An investment in the shares offered by the Prospectus may be considered speculative in nature. The offer is not underwritten. Full details of the Offer are contained in the Prospectus which may be downloaded from this website.
Investors are entitled to receive a copy of the Prospectus and a copy of any documents that are required to accompany the Prospectus under Australian law and a copy of any document or part of any document lodged with the Australian Securities and Investments Commission (‘ASIC’) that is incorporated by reference into the Prospectus. This material will be sent to investors, free of charge, within five working days of the Company receiving a request for the Prospectus.
If you have any questions about the Offer you should consult your stockbroker, accountant, financial adviser or other professional advisor before taking any action.
IMPORTANT DATES
| Lodgement Date | 8th June 2007 |
| Exposure Period Ends | 18th June 2007 |
| Applications Open | 19th June 2007 |
| Applications Close | 25th July 2007 |
| Intended Allotment Date | 1st August 2007 |
| Intended Date of ASX Listing |
10th August 2007 |
These dates are indicative only and subject to change. The Company reserves the right to vary all or any dates without prior notice.
It is the responsibility of Applicants to determine their allocation of Shares prior to trading in Shares. Applicants trading Shares prior to receiving a security holding statement will do so at their own risk.
HOW TO APPLY
An Application for Shares can only be made on the Application Form contained at the back of the Prospectus. The Application must be completed in accordance with the instructions set out on the Application Form. All Applications for Shares must be for a minimum of 10,000 Shares ($2,000) and after that in multiples of 1,000 Shares ($200). Applications for Shares must be accompanied by a cheque in Australian currency and made payable to ‘Wind Hydrogen Limited – Share Issue Account’ and crossed ‘Not Negotiable’. Applicants should not forward cash. Receipts for payment will not be issued.
The completed Application Form, together with the cheque(s) for the Application monies should be mailed or delivered to Computershare Investor Services Pty Limited, GPO Box 7115
SYDNEY NSW 2001
Application Forms must be received no later than 5.00pm Australian Eastern Standard Time on 25 July 2007, unless the Closing Date is varied. Successful Applicants will be advised of their holding following allotment of the Shares. To the extent permitted by law, the offer by an applicant is irrevocable.
The Directors reserve the right to reject any Application or to allocate to any Applicant a lesser
number of Shares than that applied for.
PROSPECTUS
Please read the following terms and conditions prior to viewing the Prospectus:
Terms and Conditions
IMPORTANT NOTICE
The Company has lodged the Prospectus dated 6th June 2007 was lodged with ASIC, a copy of which is available on this website.
Neither ASIC nor ASX takes any responsibility for the contents of the Prospectus or the merits of the investment to which the Prospectus relates. No Shares will be allotted or issued on the basis of the Prospectus later than 13 months after the date of the Prospectus.
Applicants should read the Prospectus in its entirety in order to make an informed assessment of the assets and liabilities, financial position and prospects of the Company and the rights attaching to the Shares offered by the Prospectus before deciding to apply for Shares. If you do not understand the Prospectus, you should consult your sharebroker, accountant or other professional advisor without delay in order to satisfy yourself as to the contents of the Prospectus.
Applications for Shares can only be made by completing the Application Form in full, in accordance with the instructions in the Prospectus. The Company will not accept Application Forms electronically or by facsimile.
The Application Form may only be distributed attached to a complete and unaltered copy of the Prospectus. The Application Form included with the Prospectus contains a representation that the investor had 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 paper copy or electronic copy of the Prospectus or if it has reason to believe that the Application Form or electronic copy of the Prospectus has been altered or tampered with in any way.
The Corporations Act prohibits the processing of applications in the seven day period after the date of lodgement known as the Exposure Period (which may be extended by ASIC by a further seven days). Applications received during the Exposure Period will not be processed, and no preference will be given to persons who lodge their Application Forms during the Exposure Period.
A person must not pass on the Application Form to another person unless it is attached to a hard copy or a complete, unaltered electronic version of the Prospectus.
Copies of the Prospectus will be available on request to members of the public by contacting Computershare Investor Services Pty Limited on 1300 729 418 or +61 3 9415 4619.
By accessing the Prospectus, you acknowledge and confirm that you are an eligible applicant accessing this website from within Australia. The distribution of the Prospectus outside Australia may be restricted by law. If you come into possession of the Prospectus, you should observe any such restrictions and should seek your own advice on such restrictions. Any non-compliance with such restrictions may contravene applicable securities laws.
The 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. No action has been taken to register the Company or otherwise permit an offering of Shares in any jurisdiction outside of Australia.
In particular, the Company has not been and will not be registered under the U.S. Securities Act of 1933, as amended (U.S. Securities Act) or the securities laws of any state of the United States and may not be offered or sold in the United States or to, or for the benefit of, any "U.S. Person" (as defined in Regulation S under that Act).
Subject to the terms contained in this notice, an electronic copy of the Prospectus may be viewed or downloaded by following the instructions set out below.
You should ensure that any copy of the Prospectus you view or print is complete. Wind Hydrogen Limited is not liable for any loss incurred from accessing or relying on the Prospectus including but not limited to data corruption on download.
ACKNOWLEDGEMENT
The information on this website is provided for informational purposes only and is subject to change without notice. Nothing contained on this website or in the Prospectus constitutes investment, legal, accounting, business, tax or other advice, nor is it to be relied on in making an investment in the Wind Hydrogen Limited. The information on this website and in the Prospectus does not take into account your investment objectives, financial situation or particular needs.
DISCLAIMER
Wind Hydrogen limited ACN 113 326 524 (collectively with its related bodies corporate, ‘WHL’) provides the material on its website for informational purposes only. By using this website, you agree to the following terms and conditions and acknowledge reading them.
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