Peppermint Innovation : Placement Prospectus

For personal use only

PEPPERMINT INNOVATION LIMITED

ACN 125 931 964

PROSPECTUS

For the offer of 250,000,000 Shares at an issue price of $0.02 per Share to raise up to $5,000,000 (before expenses), together with one (1) free-attaching Option for every three

1. Shares subscribed for by eligible participants under the Placement (Placement Offer). This Prospectus also contains an offer for up to 30,000,000 Broker Options (Broker Offer). The Placement Offer and the Broker Offer are together considered the Offers.

IMPORTANT NOTICE

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

The Shares offered under this Prospectus should be considered speculative.

For personal use only

TABLE OF CONTENTS
1.	CORPORATE DIRECTORY............................................................................................	1
2.	TIMETABLE AND IMPORTANT NOTES .........................................................................	2
3.	DETAILS OF THE OFFER..............................................................................................	5
4.	PURPOSE AND EFFECT OF THE OFFER.........................................................................	8
5.	RIGHTS AND LIABILITIES ATTACHING TO SECURITIES ................................................	12
6.	RISK FACTORS .........................................................................................................	17
7.	ADDITIONAL INFORMATION ....................................................................................	25
8.	DIRECTORS' AUTHORISATION ..................................................................................	32
9.	DEFINITIONS ...........................................................................................................	33

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1.	CORPORATE DIRECTORY
	Directors	Registered Office
	Christopher Kain	Level 2 East
	Managing Director	The Wentworth Building
		300 Murray Street
	Anthony Kain	PERTH WA 6000
	Executive Director	Telephone: + 61 8 6255 5504
	Matthew Cahill
	Non-executive Director	Email: [e-mail]
	Chief Financial Officer	Website: www.pepltd.com.au
	Michael van Uffelen	ASX Code
	Company Secretary	PIL
	Anthony Kain	Lawyers
	Share Registry*	Steinepreis Paganin
		Lawyers and Consultants
	Computershare Investor Services Pty	Level 4, The Read Buildings
	Ltd	16 Milligan Street
	Level 11	PERTH WA 6000
	172 St Georges Terrace	Auditors*
	PERTH WA 6000
	Telephone: [phone]	RSM Australia Partners
	Facsimile: [phone]	Level 32
		2 The Esplanade

PERTH WA 6000

• These entities have not been involved in the preparation of this Prospectus and have not consented to being named in this Prospectus. Their names are included for information purposes only.

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2. TIMETABLE AND IMPORTANT NOTES

2.1	Timetable
		Action	Date
		Lodgement of Prospectus with the ASIC and ASX	22 November 2021
		Opening Date	22 November 2021
		Closing Date*	5:00pm WST on 24
			November 2021
		Expected date of Official Quotation of the Shares	26 November 2021

1. • The Directors reserve the right to bring forward or extend the Closing Date at any time after the Opening Date without notice. As such, the date the Shares are expected to commence trading on ASX may vary with any change in the Closing Date.
2. Important Notes
   This Prospectus is dated 22 November 2021 and was lodged with the ASIC on that date. The ASIC and its officers take no responsibility for the contents of this Prospectus or the merits of the investment to which this Prospectus relates.
   No Shares may be issued on the basis of this Prospectus later than 13 months after the date of this Prospectus.
   The Offer is only available to those who are personally invited to accept the Offer. Applications for Shares offered pursuant to this Prospectus can only be submitted on an original Application Form which accompanies this Prospectus.
   This Prospectus is a transaction specific prospectus for an offer of continuously quoted securities (as defined in the Corporations Act) and has been prepared in accordance with section 713 of the Corporations Act. It does not contain the same level of disclosure as an initial public offering prospectus. In making representations in this Prospectus regard has been had to the fact that the Company is a disclosing entity for the purposes of the Corporations Act and certain matters may reasonably be expected to be known to investors and professional advisers whom potential investors may consult.
3. Web Site - Electronic Prospectus
   A copy of this Prospectus can be downloaded from the website of the Company at www.pepltd.com.au. If you are accessing the electronic version of this Prospectus for the purpose of making an investment in the Company, you must be an Australian resident and must only access this Prospectus from within Australia.
   The Corporations Act prohibits any person passing onto another person an Application Form unless it is attached to a hard copy of this Prospectus or it accompanies the complete and unaltered version of this Prospectus. Any person may obtain a hard copy of this Prospectus free of charge by contacting the Company.
   The Company reserves the right not to accept an Application Form from a person if it has reason to believe that when that person was given access to the electronic Application Form, it was not provided together with the electronic Prospectus and any relevant supplementary or replacement prospectus or any of those documents were incomplete or altered.

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1. Website
   No document or information included on our website is incorporated by reference into this Prospectus.
2. Risk Factors
   Potential investors should be aware that subscribing for Shares in the Company involves a number of risks. The key risk factors of which investors should be aware are set out in Section 6 of this Prospectus. These risks together with other general risks applicable to all investments in listed securities not specifically referred to, may affect the value of the Shares in the future. Accordingly, an investment in the Company should be considered highly speculative. Investors should consider consulting their professional advisers before deciding whether to apply for Shares pursuant to this Prospectus.
3. Overseas Investors
   The distribution of this Prospectus in jurisdictions outside Australia may be restricted by law and therefore persons into whose possession this document comes should seek advice on and observe any such restrictions. Any failure to comply with these restrictions constitutes a violation of those laws. This Prospectus does not constitute an offer of Shares in any jurisdiction where, or to any person to whom, it would be unlawful to issue in this Prospectus.
4. Forward-lookingstatements
   This Prospectus contains forward-looking statements which are identified by words such as 'may', 'could', 'believes', 'estimates', 'targets', 'expects', or 'intends' and other similar words that involve risks and uncertainties.
   These statements are based on an assessment of present economic and operating conditions, and on a number of assumptions regarding future events and actions that, as at the date of this Prospectus, are expected to take place.
   Such forward-looking statements are not guarantees of future performance and involve known and unknown risks, uncertainties, assumptions and other important factors, many of which are beyond the control of our Company, the Directors and our management.
   We cannot and do not give any assurance that the results, performance or achievements expressed or implied by the forward-looking statements contained in this prospectus will actually occur and investors are cautioned not to place undue reliance on these forward-looking statements.
   We have no intention to update or revise forward-looking statements, or to publish prospective financial information in the future, regardless of whether new information, future events or any other factors affect the information contained in this prospectus, except where required by law.
   These forward looking statements are subject to various risk factors that could cause our actual results to differ materially from the results expressed or anticipated in these statements. These risk factors are set out in Section 6 of this Prospectus.

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