GROWTH INITIATIVES AND CAPITAL RAISING 20 AUGUST 2018 NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
IMPORTANT NOTICE AND DISCLAIMER The following notice and disclaimer applies to this investor presentation ( Presentation ) and you are therefore advised to read this carefully before reading or making any other use of this Presentation or any information contained in this Presentation. By accepting this presentation you represent and warrant that you are entitled to receive the Presentation in accordance with the below restrictions and agree to be bound by the limitations contained herein. This Presentation has been prepared by Primary Health Care Limited (ACN 064 530 516) ( Primary ). This Presentation has been prepared in relation to: » Primary's strategic growth initiatives; and » the fully underwritten pro-rata accelerated non-renounceable entitlement offer of new Primary fully-paid ordinary shares ( New Shares ) to be made under section 708AA of the Corporations Act 2001 (Cth) (Corporations Act) as modified by ASIC Corporations (Non-Traditional Rights Issues) Instrument 2016/84 and ASIC Corporations (Disregarding Technical Relief) Instrument 2016/73 (the Offer ). The Offer will be made to eligible institutional shareholders of Primary in certain permitted jurisdictions ( Institutional Entitlement Offer ) and eligible retail shareholders of Primary in Australia and New Zealand ( Retail Entitlement Offer ). Summary information This Presentation contains summary information about Primary and its activities which is current only as at the date of this Presentation. The information in this Presentation is of a general nature and does not purport to be complete nor does it contain all the information which a prospective investor may require in evaluating a possible investment in Primary or that would be required to be included in a prospectus or product disclosure statement prepared in accordance with the requirements of the Corporations Act. Primary's historical information in this Presentation is, or is based upon, information that has been released to the Australian Securities Exchange ( ASX ). This Presentation should be read in conjunction with Primary's other periodic and continuous disclosure announcements lodged with the ASX, including Primary’s results for the year ended 30 June 2018 lodged with the ASX on 20 August 2018, which are available at www.asx.com.au. While steps have been taken to review that information, no representation or warranty, expressed or implied, is made as to its fairness, accuracy, correctness, completeness or adequacy. Certain market and industry data used in connection with this Presentation may have been obtained from research, surveys or studies conducted by third parties, including industry or general publications. Neither Primary nor its representatives have independently verified any such market or industry data provided by third parties or industry or general publications. Not an offer This Presentation is not a prospectus, product disclosure statement or other offering document under Australian law (and will not be lodged with the Australian Securities and Investments Commission ( ASIC )) or any other law. This Presentation is for information purposes only and is not an invitation or offer of securities for subscription, purchase or sale in any jurisdiction. The Retail Information Booklet for the Retail Entitlement Offer ( Retail Information Booklet ) will be available following its lodgement with ASX. Any eligible retail shareholder who wishes to participate in the Retail Entitlement Offer should consider the Retail Information Booklet in deciding whether to apply under that offer. Anyone who wishes to apply for New Shares under the Retail Entitlement Offer will need to apply in accordance with the instructions contained in the Retail Information Booklet and the entitlement and acceptance form that will accompany it. The release, publication or distribution of this Presentation (including an electronic copy) outside Australia may be restricted by law. If you come into possession of this Presentation, you should observe such restrictions and should seek your own advice on such restrictions. Any non-compliance with these restrictions may contravene applicable securities laws. Refer to the ‘ Foreign selling restrictions' section in the Additional Information section of this Presentation for more information. Not for release or distribution in the United States of America This Presentation may not be released or distributed in the United States. This Presentation does not constitute an offer to sell, or a solicitation of an offer to buy, any securities in the United States or to any person who is acting for the account or benefit of any person in the United States (to the extent such person is acting for the account or benefit of a person in the Unites States), or in any other jurisdiction in which, or to any person to whom, such an offer would be illegal. Neither the New Shares nor the entitlements have been, or will be, registered under the U.S. Securities Act of 1933, as amended ( the U.S. Securities Act ) or the securities laws of any state or other jurisdiction of the United States. Accordingly, neither the New Shares nor the entitlements may be offered or sold, directly or indirectly, in the United States or to persons acting for the account or benefit of a person in the United States (to the extent such persons hold Primary shares and are acting for the account or benefit of a person in the Unites States), except in transactions exempt from, or not subject to, the registration requirements of the U.S. Securities Act and any other applicable securities laws of any state or other jurisdiction of the United States. 2 GROWTH INITIATIVES AND CAPITAL RAISING NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
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