MG Unit Trust Product Disclosure Statement
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MG Unit Trust Product Disclosure Statement Issued by MG Responsible Entity Limited ACN 601 538 970 AFSL 472856 THIS IS AN IMPORTANT DOCUMENT AND REQUIRES YOUR IMMEDIATE ATTENTION. IF YOU ARE IN ANY DOUBT ABOUT HOW TO DEAL WITH THIS DOCUMENT, YOU SHOULD For personal use only CONTACT YOUR BROKER, FINANCIAL ADVISER OR LEGAL ADVISER IMMEDIATELY. Sole Lead Manager Important Notes Offer Important Information for New Zealand investors The Offer contained in this Product Disclosure Statement (PDS) This offer to New Zealand investors is a regulated offer is an invitation to acquire fully paid units in the MG Unit Trust made under Australian and New Zealand law. In Australia, (ARSN 606 103 637) (MG Unit Trust) (Units). This PDS is this is Chapter 8 of the Corporations Act 2001 (Cth) and issued by MG Responsible Entity Limited (ACN 601 538 970, Regulations. In New Zealand, this is Part 5 of the Securities AFSL 472856) as responsible entity of the MG Unit Trust Act 1978 and the Securities (Mutual Recognition of Securities (Responsible Entity). The Responsible Entity is a wholly-owned Offerings – Australia) Regulations 2008. subsidiary of Murray Goulburn Co-operative Co. Limited (ACN This offer and the content of the offer document are principally 004 277 089) (Murray Goulburn). governed by Australian rather than New Zealand law. In the main, This PDS does not contain an offer of shares or other the Corporations Act 2001 (Cth) and Regulations (Australia) set securities in Murray Goulburn. While the performance of the out how the offer must be made. MG Unit Trust is linked to the performance of Murray Goulburn, There are differences in how securities are regulated under Murray Goulburn is not the issuer of the PDS nor of the Units. Australian law. For example, the disclosure of fees for collective Lodgement and listing investment schemes is different under the Australian regime. This PDS is dated 29 May 2015 and was lodged with the Australian The rights, remedies, and compensation arrangements available Securities and Investments Commission (ASIC) on that date. to New Zealand investors in Australian securities may differ None of ASIC, the Australian Securities Exchange (ASX) or their from the rights, remedies, and compensation arrangements respective officers take any responsibility for the contents of this for New Zealand securities. PDS or the merits of the investment to which this PDS relates. Both the Australian and New Zealand securities regulators have The Responsible Entity will apply within seven days after the date enforcement responsibilities in relation to this offer. If you need of this PDS to ASX for Listing and quotation of the Units on ASX. to make a complaint about this offer, please contact the Financial No securities will be issued or sold on the basis of this PDS later Markets Authority, Wellington, New Zealand. The Australian than 13 months after the date of this PDS. and New Zealand regulators will work together to settle your complaint. Note to Applicants The information contained in this PDS is general financial The taxation treatment of Australian securities is not the same product advice and does not take into account the investment as for New Zealand securities. objectives, financial situation or particular needs of any If you are uncertain about whether this investment is appropriate prospective investor. for you, you should seek the advice of an appropriately qualified It is important that you read this PDS carefully and in full before financial adviser. deciding whether to invest in the MG Unit Trust. Given the The offer may involve a currency exchange risk. The currency MG Unit Trust’s Economic Exposure to the performance of for the securities is not New Zealand dollars. The value of the Murray Goulburn, in considering the prospects of the MG Unit securities will go up or down according to changes in the Trust, you should consider the risk factors that could affect the exchange rate between that currency and New Zealand dollars. financial performance of Murray Goulburn as well as the These changes may be significant. performance of the MG Unit Trust. You should carefully consider If you expect the securities to pay any amounts in a currency these factors in light of your investment objectives, financial that is not New Zealand dollars, you may incur significant fees situation and particular needs (including financial and taxation in having the funds credited to a bank account in New Zealand issues) and seek professional advice from your accountant, in New Zealand dollars. financial adviser, stockbroker, lawyer or other professional adviser before deciding whether to invest. Some of the risk factors that If the securities are able to be traded on a securities market should be considered by prospective investors are set out in and you wish to trade the securities through that market, you Section 8. There may be risk factors in addition to these that will have to make arrangements for a participant in that market should be considered in light of your personal circumstances. to sell the securities on your behalf. If the securities market does not operate in New Zealand, the way in which the market No person named in this PDS, nor any other person, guarantees operates, the regulation of participants in that market, and the the performance of the MG Unit Trust, the repayment of capital information available to you about the securities and trading by the MG Unit Trust or the payment of a return on the Units. may differ from securities markets that operate in New Zealand. No person is authorised to give any information or make Obtaining a copy of this PDS any representation in connection with the Offer which is not This PDS is available to Australian and New Zealand investors contained in this PDS. Any information or representation not in electronic form at http://www.MGUnitOffers.com.au. The Offer so contained may not be relied on as having been authorised constituted by this PDS is available only to persons within by the Responsible Entity or its Directors. You should rely only Australia and New Zealand. It is not available to persons in on information in this PDS. other jurisdictions (including in the United States). Persons Exposure Period having received a copy of this PDS in its electronic form may, The Corporations Act 2001 (Cth) (Corporations Act) prohibits before the Closing Date, obtain a paper copy of this PDS (free the Responsible Entity from processing applications to subscribe of charge) by telephoning the Murray Goulburn Offer Information for Units under this PDS (Applications) in the seven day period Line on 1300 477 596 (toll free within Australia) or +61 3 9415 4293 after the date of lodgement of this PDS (Exposure Period). (outside Australia) during the Offer Period. Applications for Units may only be made on an Application Form attached to or For personal use only This period may be extended by ASIC by up to a further seven days. The Exposure Period is to enable this PDS to be examined accompanying this PDS, or on an electronic form accessible by potential investors prior to the raising of funds. The examination via http://www.MGUnitOffers.com.au. Refer to Section 9 for may result in the identification of deficiencies in this PDS, in which further information. case any Application may need to be dealt with in accordance Statements of past performance with the Corporations Act. Applications received during the This PDS includes information regarding the past performance Exposure Period will not be processed until after the expiry of Murray Goulburn. Investors should be aware that past of that period. No preference will be conferred on Applications performance is not indicative of future performance. received during the Exposure Period. No offer is being made to New Zealand investors during the Exposure Period. Financial performance This PDS, including the industry overview in Section 2 and the Section 7 sets out in detail the financial information referred to overview of Murray Goulburn in Section 3, uses market data, in this PDS. The basis of preparation of the financial information industry forecasts and projections. Some of this information is set out in Section 7.2. has been based on market research and reports prepared by third parties. There is no assurance that any of the forecasts All references to FY12, FY13, FY14, FY15 and FY16 appearing contained in the reports, surveys and any research of third in this PDS are to the financial years ended or ending 30 June parties which are referred to in this PDS, will be achieved. (as relevant), unless otherwise indicated. All references to The Responsible Entity has not independently verified this 1H FY14 and 1H FY15 appearing in this PDS are to the half information. Estimates involve risks and uncertainties and financial years ended or ending 31 December unless are subject to change based on various factors, including otherwise indicated. those discussed in the risk factors set out in Section 8. The Financial Information has been prepared and presented Selling restrictions in accordance with the recognition and measurement principles prescribed by the Australian Accounting Standards issued by This PDS does not constitute an offer or invitation in any place the Australian Accounting Standards Board, which are consistent in which, or to any person to whom, it would not be lawful to with International Financial Reporting Standards (IFRS) make such an offer or invitation. No action has been taken to and interpretations issued by the International Accounting register or qualify the Units or the Offer, or to otherwise permit Standards Board (IASB). a public offering of Units, in any jurisdiction outside Australia and New Zealand. The distribution of this PDS (including in electronic The Financial Information is presented in an abbreviated form.