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Offer Opens for Crown Subordinated Notes Ii

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Offer Opens for Crown Subordinated Notes Ii ASX / MEDIA RELEASE FOR IMMEDIATE RELEASE 25 March 2015 OFFER OPENS FOR CROWN SUBORDINATED NOTES II MELBOURNE: Crown Resorts Limited (ASX: CWN) announced today it has lodged a replacement prospectus with the Australian Securities and Investments Commission in relation to its offer of Crown Subordinated Notes II ("Notes II"). The Offer opens today and follows the announcement made by Crown on 20 March 2015 regarding the completion of the bookbuild and the Margin being set at 4.00% per annum. Further information is available in the replacement prospectus attached to this announcement. ENDS Enquiries – Ken Barton, Chief Financial Officer, 03 9292 8824. COPIES OF RELEASES Copies of previous media and ASX announcements issued by Crown are available at Crown’s website at www.crownresorts.com.au Not for distribution in the United States This release does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States (as defined in Regulation S of the U.S. Securities Act of 1933, as amended ("U.S. Securities Act")). Notes II have not been, and will not be, registered under the U.S. Securities Act and may not be offered or sold within the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the U.S. Securities Act and any other applicable laws. Crown Resorts Limited ABN 39 125 709 953 PROSPECTUS PROSPECTUS Crown Subordinated Notes II Prospectus for the issue of Crown Subordinated Notes II to be listed on ASX Crown Subordinated Notes II are subordinated notes due for repayment in April 2075, subject to Crown’s right to redeem the notes at any time from July 2021 (or earlier in certain circumstances). Holders will be entitled to receive quarterly interest payments at a rate equal to the Bank Bill Rate plus a margin (subject to payments being deferred in certain circumstances). JOINT STRUCTURING JOINT LEAD MANAGERS CO-MANAGERS ADVISERS AND JOINT ANZ Securities JBWere LEAD MANAGERS Commonwealth Bank Wilson HTM UBS National Australia Bank Deutsche Bank Westpac Institutional Bank 6a Important notices This Prospectus transaction not subject to, the registration requirements of the U.S. Securities This Prospectus is issued by Crown Resorts Limited (ABN 39 125 709 953) Act. Notes II are being offered and sold outside the United States only in (“Crown”). reliance on Regulation S of the U.S. Securities Act (“Regulation S”). This Prospectus is dated and was lodged with the Australian Securities and Exposure Period Investments Commission (“ASIC”) and with the New Zealand Companies In accordance with the Corporations Act, the Original Prospectus was Office (“NZCO”) on 25 March 2015. This is a replacement prospectus that subject to an exposure period of seven days from the date of lodgement replaces the prospectus dated and lodged with ASIC and NZCO on 17 March of the Original Prospectus with ASIC (“Exposure Period”). The purpose of 2015 (“Original Prospectus”). This Prospectus expires on the date which is the Exposure Period is to enable the original Prospectus to be examined by 13 months after 17 March 2015 (“Expiry Date”) and no Crown Subordinated market participants prior to the raising of funds. Pursuant to ASIC Class Order Notes II (or “Notes II”) will be issued on the basis of this Prospectus after the 00/169, this Prospectus is not subject to any additional exposure period. If Expiry Date. there are deficiencies any application received may need to be dealt with None of ASIC, NZCO or ASX takes any responsibility for the contents of this in accordance with the Corporations Act. Applications received during the Prospectus or the merits of the investment to which this Prospectus relates. Exposure Period will not be processed until after the expiry of that period. No This Prospectus is only available to investors and Eligible Securityholders preference will be conferred on applications received during the Exposure within Australia and New Zealand in electronic form at www.crownresorts. Period. com.au/notes. The Offer constituted by this Prospectus in electronic form is available only to persons accessing and downloading or printing the electronic Financial information and forward looking statements copy of the Prospectus within Australia or Eligible Securityholders within Section 4 sets out in detail the financial information referred to in this Australia and New Zealand and is not: Prospectus. The basis of preparation of that information is also set out in • available to persons in New Zealand other than under the Institutional Section 4. Offer until after the expiry of the Exposure Period; and All financial amounts contained in this Prospectus are expressed in Australian • available to persons in any other jurisdictions (including the United States) dollars and are rounded to the nearest million unless otherwise stated. Any without the prior approval of Crown and the Joint Lead Managers. discrepancies between totals and the sum of components in tables contained Persons in Australia or Eligible Securityholders within Australia and New in this Prospectus are due to rounding. Zealand having received a copy of this Prospectus in its electronic form This Prospectus contains forward looking statements which are identified by may, during the Offer Period, obtain a paper copy of this Prospectus (free words such as “may”, “could”, “believes”, “estimates”, “expects”, “intends” and of charge) by telephoning the Crown Notes II Offer Information Line on other similar words that involve risks and uncertainties. 1300 659 795 or +61 3 9415 4000 (Monday to Friday—8:30am to 5:30pm Any forward looking statements are subject to various risk factors that could (Sydney time)). cause Crown’s actual results to differ materially from the results expressed or Applications for Notes II may only be made on an Application Form that is anticipated in these statements. Forward looking statements should be read attached to or accompanying this Prospectus following the opening of the in conjunction with the other information in this Prospectus, in particular the Offer. A printable version of this Prospectus may be downloaded in its entirety risk factors as set out in Section 5. from www.crownresorts.com.au/notes. If you access an electronic copy of this Prospectus, then you should read “Electronic access to this Prospectus” Defined terms in Section 6.1 for further information. Certain terms and abbreviations used in this Prospectus have defined meanings which are explained in the Glossary in Appendix B of this Important Information for New Zealand investors Prospectus and in Clause 17.2 of the Terms in Appendix A. If there is any This Offer to New Zealand investors is a regulated offer made under Australian inconsistency in definitions between the Prospectus and the Terms, the and New Zealand law. definitions in the Terms prevail. In Australia, this is Chapter 8 of the Corporations Act 2001 and Regulations. In New Zealand, this is Part 5 of the Securities Act 1978 and the Securities Time (Mutual Recognition of Securities Offerings – Australia) Regulations 2008. Unless otherwise stated or implied, references to times in this Prospectus are This Offer and the content of the Offer document are principally governed to Sydney time. by Australian rather than New Zealand law. In the main, the Corporations Disclaimer Act 2001 and Regulations (Australia) set out how the Offer must be made. No person is authorised to give any information or to make any representation There are differences in how securities are regulated under Australian law. in connection with the Offer described in this Prospectus which is not For example, the disclosure of fees for collective investment schemes is contained in this Prospectus. You should rely only on information in this different under the Australian regime. The rights, remedies, and compensation Prospectus. arrangements available to New Zealand investors in Australian securities may Except as required by law, and only to the extent so required, neither Crown differ from the rights, remedies, and compensation arrangements for New nor any other person warrants or guarantees the future performance of Zealand securities. Both the Australian and New Zealand securities regulators Crown, or any return on any investment made pursuant to this Prospectus. have enforcement responsibilities in relation to this Offer. If you need to make a complaint about this Offer, please contact the Financial Markets Authority, Website Wellington, New Zealand. The Australian and New Zealand regulators will Crown maintains a website at www.crownresorts.com.au. Information work together to settle your complaint. The taxation treatment of Australian contained in, or otherwise accessible through, this or a related website is not securities is not the same as for New Zealand securities. If you are uncertain a part of this Prospectus. about whether this investment is appropriate for you, you should seek the advice of an appropriately qualified financial adviser. Further queries If you are considering applying for Notes II under the Offer, this Prospectus is The Offer may involve a currency exchange risk. The currency for the important and should be read in its entirety. securities is not New Zealand dollars. The value of the securities will go up or If you have any questions in relation to the Offer, please call the Crown Notes down according to changes in the exchange rate between that currency and II Offer Information Line on 1300 659 795 or +61 3 9415 4000 (Monday to New Zealand dollars. These changes may be significant. If you expect the Friday—8:30am to 5:30pm (Sydney time)). securities to pay any amounts in a currency that is not New Zealand dollars, ASIC has published guidance for retail investors who are considering investing you may incur significant fees in having the funds credited to a bank account in hybrid securities (such as Notes II).
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