CORPORATE TRAVEL MANAGEMENT LIMITED – NOTICE TO PROSPECTIVE INVESTORS
1. Important Notice The information on this page is not part of the Prospectus. You must read this important notice before you attempt to access the electronic version of the Prospectus on this website, and indicate your agreement or otherwise at the bottom of this notice. If you agree to these conditions, you will be given access to the electronic Prospectus.
2. Date and Duration of Offer Corporate Travel Management Limited ACN 131 207 611 (CTM) lodged a Prospectus inviting investors to subscribe for 21.78 million shares in CTM with the Australian Securities & Investments Commission on 3 November 2010. The Prospectus details the terms of the offer. The offer is expected to close at 5.00pm (AEST) on 7 December 2010. CTM reserves the right to change this date without notice.
3. Exposure Period 3.1 Application for CTM’s shares under the Prospectus will not be accepted by CTM during the period of seven days after the date of the Prospectus, or such other period (not exceeding fourteen days), as ASIC may require (Exposure Period). 3.2 Applications may only be made on the Application Form attached to or accompanying the Prospectus (including the electronic copy of the Prospectus). Applications will not be processed until after the expiry of the Exposure Period. No preference will be conferred on Applications received during the Exposure Period.
4. Jurisdiction 4.1 Access to the Prospectus is only available to persons resident in Australia with a registered address in Australia, from within Australia. The distribution of this Prospectus in jurisdictions outside of Australia may be restricted by law and persons in such jurisdictions who come into possession of the Prospectus should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws. The Prospectus does not constitute an offer or an invitation in any jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer or invitation. The Offer is being made only to persons receiving this Prospectus in Australia. No action has been taken to register the Prospectus or otherwise permit a public offering of CTM’s Shares in any jurisdiction outside Australia. 4.2 The Prospectus provided on the CTM website is available to persons accessing this website from within Australia only. If you are accessing this site from anywhere outside Australia do not download, print or view the Prospectus accessible through this web page. By accessing the Prospectus, you acknowledge and confirm that you are accessing this website from within Australia. 4.3 There is an Employee Priority Offer being made to employees in Australia and New Zealand who are eligible employees pursuant to the terms of the Prospectus (Eligible Employees). The offer to Eligible Employees in New Zealand is subject to, and in accordance with, the New Zealand Securities Act (Overseas Employee Share Purchase Schemes) Exemption Notice 2002. Eligible Employees who access the Prospectus from New Zealand and are resident in New Zealand are the only exception to clauses 4.1 and 4.2. 4.4 The Prospectus does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or to any US person (as defined in Regulation S under the US Securities Act of 1933, as amended (US Securities Act), and is not available to persons in the United States or to US persons. The securities in the offering have not been and will not be registered under the US 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 US persons, except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and applicable state securities laws.
5. Acceptance Forms 5.1 Following the Exposure Period CTM will accept paper copies of the application form made using a print-out of the electronic application form or from the paper copy of the Prospectus. CTM will not accept an application form submitted electronically. To obtain a paper copy of the Prospectus free of charge during the Offer Period, please contact CTM on (07) 3210 3307. 5.2 CTM will not accept a completed application form if it is has reason to believe that: (a) the applicant has not received a complete paper copy or the electronic copy of the Prospectus; or (b) the application form or electronic copy of the Prospectus has been altered or tampered with in any way. 5.3 The full Prospectus has 95 pages. The electronic copy of the full Prospectus is in Adobe Portable Document format (PDF). The size of the full Prospectus is approximately 3 Mb. You should ensure that any copy you view or print is complete.
6. Investors Should Seek Advice Nothing contained on this website or in the Prospectus constitutes investment, legal, business, tax or other advice. In particular, the information on this website and in the Prospectus is not tailored to your investment objectives, financial situation or particular needs. In making an investment decision, you must rely on your own examination of CTM, the securities and the terms of the offering, including the merits and risks involved. You should consult your professional adviser for legal, business or tax advice.
7. Acceptance of Conditions By proceeding, I agree to the above statements, and confirm that I am a resident of Australia accessing this website from Australia (or an Eligible Employee from Australia or New Zealand). In addition, I represent, warrant and agree that I am not a resident of the United States or currently located in the United States, nor am I acting for the account or benefit of any person in the United States, a US person or any other foreign person, and that I will not make a copy of the Prospectus available to, or distribute a copy of the Prospectus to, any such non-Australian resident person