Important Notice:

This website contains a link to the prospectus issued by Security Matters Limited (ACN 626 192 998) ('Prospectus').

The Offer

The Prospectus is dated 24 July 2018 and was lodged by Security Matters Limited (Company) with ASIC on that date.

The Prospectus is for an initial public offer of 25,000,000 fully paid ordinary shares in the capital of the Company (Shares) (and up to 32,500,000 Shares) at an issue price of $0.20 each to raise up to $5,000,000 with the capacity to raise up to $6,500,000 (Offer).

The Company will apply to ASX Limited (ASX) for admission to the official list of the ASX and quotation of its shares on ASX within 7 days of the date of the Prospectus.

The paper form of the Prospectus is available electronically through this website. A free paper copy of the Prospectus is available from the Company on request by an investor.

Important Information

The Prospectus is an important document that should be read in its entirety before deciding whether to participate in the Offer.

By accessing the Prospectus (by clicking on the link below) you acknowledge that you have read and accept the terms set out in this notice.

Neither the Australian Securities and Investments Commission (ASIC), ASX nor any of their respective officers take any responsibility for the contents of the Prospectus or the merits of the investment to which this Prospectus relates.

No securities will be issued on the basis of this Prospectus later than 13 months after the date of this Prospectus.

Application Form

Applications for Shares can only be made pursuant to the Application Form attached to and forming part of the Prospectus. The Corporations Act 2001 (Cth) (Corporations Act) prohibits any person from passing the Application Form to any other person unless it is attached to, or accompanied by, a complete and unaltered version of the Prospectus.

The Application Form contained in the Prospectus contains a declaration that the Applicant has personally received the complete and unaltered Prospectus prior to completing the Application Form.

Exposure Period

In accordance with Chapter 6D of the Corporations Act, the Prospectus is subject to an exposure period of seven days from the date of lodgement (Exposure Period), and the Company is prohibited from processing applications for Shares under this Prospectus during the Exposure Period.

The Exposure Period may be extended by ASIC for a further period of up to seven days.

If ASIC or other market participants identify deficiencies in the Prospectus during the Exposure Period, any application for Shares may need to be dealt with in accordance with section 724 of the Corporations Act.

Applications received prior to the expiry of the Exposure Period will not be processed until after the Exposure Period, and all applications received during such period will be treated as if they were received on the date on which the Offer opened. No preference will be conferred on applications received during the Exposure Period.

Investment Advice

This Prospectus does not take into account your financial circumstances, financial objectives or particular needs (including your financial or taxation issues). Therefore, this Prospectus does not constitute investment advice. You should obtain professional investment advice before subscribing for Shares under this Prospectus.

Foreign jurisdictions

This Prospectus does not, and is not intended to, constitute an offer in any place or jurisdiction in which, or to any person to whom, it would not be lawful to make such an offer or to issue the Prospectus. The distribution of the Prospectus in jurisdictions outside Australia may be restricted by law and persons who come into possession of the Prospectus should seek advice on and observe any such restrictions. Any failure to comply with such restrictions may constitute a violation of applicable securities laws.

No action has been taken to register or qualify the Shares, or otherwise to permit a public offering of the Shares, in any jurisdiction outside Australia and the Offer is not an offer or invitation in any jurisdiction where, or to any person whom, such an offer or invitation would be unlawful.

In particular, this Prospectus does not constitute an offer to sell, or a solicitation of an offer to buy, securities in the United States or to any US person (as defined in regulations under the US Securities Act of 1933, as amended (US Securities Act), and is not available to persons in the United States or to US persons. The Shares have not been and will not be registered under the US Securities Act or the securities laws of any state of the United States. The Shares may not be offered or sold in the United States or to US persons, except under an exemption from, or in a transaction not subject to, the registration requirements of the US Securities Act and applicable state securities laws.

The Prospectus accessible on this website is available to persons accessing the site from within Australia only. If you are accessing this site from a location outside Australia, do not download, print or view the Prospectus.

By accessing the Prospectus, you acknowledge and confirm, among other things, that you are an Australian resident and are accessing the site from within Australia.

Forward looking statements

Various statements in this Prospectus constitute statements relating to intentions, future acts and events. Such statements are generally classified as forward looking statements and involve known and unknown risks, uncertainties and other important factors that could cause those future acts, events and circumstances to differ from the way implicitly portrayed within the Prospectus. These risks, uncertainties and other factors include, but are not limited to, the matters described in Section 5 ('Risk Factors') of the Prospectus.

The Company gives no assurance that the anticipated results, performance or achievements expressed or implied in those forward looking statements will be achieved. Except to the extent required by law, the Company has no intention to update or review 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.


If you have any questions please contact Boardroom Pty Ltd on 1300 737 760 (within Australia) or +61 3 9290 9600 (outside Australia), the Company Secretary on +61 3 8689 9997 or the Lead Manager, RM Corporate Finance Pty Ltd on +61 8 6380 9200, between 9.00am and 5.00pm (AEST time) Monday to Friday until the Closing Date.

Alternatively, consult your broker or other professional advisor.


By clicking the “CONFIRM” button below and accessing the Prospectus on this website, you acknowledge that you have read and accept the terms set out in this notice and represent, warrant and agree that:

  • you are 18 years of age or over;
  • you are a resident of Australia accessing this website from within Australia;
  • you are not a resident of the United States, nor currently located in the United States;
  • you are not acting upon the account or benefit of a person in the United States or any other foreign person;
  • you will not make a copy of the Prospectus available to, or release or distribute a copy of the Prospectus to, or for the account or benefit of, any person in the United States or in any other place in which, or to any other person to whom, it would be unlawful to do so (Excluded Persons); and
  • you are not acting as a nominee for, or otherwise for the account or benefit of, any Excluded Persons.

If you do not agree to comply with all of the above terms and conditions, please click 'Cancel'.