Retail Entitlement Offer Booklet and Covering Letter - AJ Lucas

120602_Funnelweb_Retail Entitlement Offer v1.doc
Letter from the Chairman
Monday, 24 June 2013
Dear Shareholder,
On behalf of AJ Lucas Group Limited (AJL), I am pleased to invite you to participate in a 1 for 1.25 pro rata
accelerated non-renounceable entitlement offer of new AJL ordinary shares (New Shares) at an offer price of
A$1.20 per New Share (Offer Price), to raise gross proceeds of approximately A$33.9 million.
As announced on 13 June 2013, AJL is proposing to raise approximately $148.8 million via an institutional equity
placement (Placement) and a pro rata non-renounceable entitlement offer (Entitlement Offer). The Entitlement
Offer comprises an institutional component (Institutional Entitlement Offer) and a retail component (Retail
Entitlement Offer).
Under the Retail Entitlement Offer, eligible shareholders are being offered the opportunity to subscribe for 1 New
Share for every 1.25 existing AJL ordinary shares (Shares) held at 7.00pm (Sydney time) Wednesday, 19 June 2013
(Entitlement). The Offer Price of A$1.20 per New Share represents a discount of 25% to the closing market price
of Shares on ASX on Thursday, 13 June 2013, the business day the Entitlement Offer was announced, and a 15.6%
discount to the theoretical ex-rights price (TERP) 1 . New Shares will rank equally with existing Shares in all respects
from allotment, including entitlements to dividends/distributions.
As announced to ASX on 17 June 2013, AJL has successfully completed:
the Placement, raising gross proceeds of approximately $11.1 million; and
the underwritten Institutional Entitlement Offer (excluding institutional shareholders who committed prior
to the announcement of the Offer to take up their Entitlements), raising gross proceeds of approximately
A$103.8 million.
The Retail Entitlement Offer is expected to raise approximately A$33.9 million. This offer booklet (Retail Offer
Booklet) relates to the Retail Entitlement Offer and Entitlements allotted under it (Retail Entitlements). This Retail
Offer Booklet contains important information about the Retail Entitlement Offer and AJL’s business under the
following headings:
− Key dates;
− Summary of options available to you;
− Actions required by you;
− Australian taxation considerations;
− ASX announcements (including the AJL Investor Presentation); and
− Important information.
Accompanying this Retail Offer Booklet is your personalised Entitlement and Acceptance Form which contains
details of your Retail Entitlement. Your Retail Entitlement may have value and it is important that you determine
whether to take up or do nothing in respect of your Retail Entitlement (see Section 2).
The Retail Entitlement Offer closes at 5.00pm (Sydney time) on Wednesday, 3 July 2013. To participate, you need
to ensure that you have completed your application by paying the Offer Price multiplied by the number of New
Shares you are applying for (Application Monies) by BPAY®, or by lodging your personalised Entitlement and
1 TERP is the theoretical price at which AJL shares trade immediately after the ex-date for the Entitlement Offer and
assuming 100% take-up of the Entitlement Offer. TERP is a theoretical calculation only and the actual price at
which AJL Shares will trade immediately after the ex-date for the Entitlement Offer will depend on many factors
and may not be equal to TERP. TERP is calculated by reference to AJL’s closing price on Thursday, 13 June 2013.
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
5