Strategic rationale for the acquisitions
Important Notices
The share purchase plan booklet for the SPP will be available following its lodgement with the ASX. Any eligible shareholders located outside the United States (including eligible retail shareholders in Australia
and New Zealand) who wish to participate in the SPP should consider the share purchase plan booklet before deciding whether to apply under the SPP.
The distribution of this Presentation in jurisdictions outside Australia may be restricted by law and you should observe any such restrictions. Any failure to comply with such restrictions may constitute a
violation of applicable securities laws. In particular, this Presentation may not be distributed or released in the United States. The New Shares have not been, and will not be, registered under the U.S. Securities
Act of 1933, as amended (U.S. Securities Act), or the securities laws of any state or other jurisdiction of the United States, and may not be offered or sold, directly or indirectly, in the United States or to any
person acting for the account or benefit of a person in the United States, unless they have been registered under the U.S. Securities Act (which Metcash has no obligation to do or procure) or are offered or
sold in a transaction exempt from, or not subject to, the registration requirements of the U.S. Securities Act and any other applicable U.S. state securities laws. Refer to Appendix E of this Presentation for
further details about international offer restrictions.
Investment risk
An investment in Metcash shares is subject to known and unknown risks, some of which are beyond the control of Metcash and its directors. Metcash does not guarantee any particular rate of return or the
performance of Metcash nor does it guarantee any particular tax treatment. You should have regard to the risk factors outlined in Appendix C of this Presentation when making your investment decision.
Cooling off rights do not apply to the acquisition of New Shares.
Financial information
All financial information in this Presentation is in Australian dollars ($ or AUD) unless otherwise stated. This Presentation includes certain pro forma financial information. Any such pro forma historical financial
information provided in this Presentation is for illustrative purposes only and is not represented as being indicative of Metcash's views on its, nor anyone else's, future financial position and/or performance.
Any pro forma historical financial information has been prepared by Metcash in accordance with the measurement and recognition principles, but not the disclosure requirements, prescribed by the Australian
Accounting Standards (AAS) unless otherwise stated. In addition, the pro forma financial information in this Presentation does not purport to be in compliance with Article 11 of Regulation S-X of the rules and
regulations of the U.S. Securities and Exchange Commission, and such information does not purport to comply with Article 3-05 of Regulation S-X.
Investors should be aware that certain financial measures included in this Presentation are 'non-IFRS financial information' under ASIC Regulatory Guide 230: 'Disclosing non-IFRS financial information'
published by ASIC and also 'non-GAAP financial measures' within the meaning of Regulation G under the U.S. Securities Exchange Act of 1934, as amended, and are not recognised under AAS and International
Financial Reporting Standards (IFRS). Such non-IFRS financial information/non-GAAP financial measures do not have a standardised meaning prescribed by AAS or IFRS. Therefore, the non-IFRS financial
information may not be comparable to similarly titled measures presented by other entities, and should not be construed as an alternative to other financial measures determined in accordance with AAS or
IFRS. Although Metcash believes these non-IFRS financial measures provide useful information to investors in measuring the financial performance and condition of its business, investors are cautioned not to
place undue reliance on any non-IFRS financial information/non-GAAP financial measures included in this Presentation.
Certain figures, amounts, percentages, estimates, calculations of value and fractions provided in this Presentation are subject to the effect of rounding. Accordingly, the actual calculation of these figures may
differ from the figures set out in this Presentation.
Past performance
Past performance, including past share price performance of Metcash and pro forma financial information given in this Presentation, is given for illustrative purposes only and should not be relied upon as (and
is not) an indication of Metcash's views on its future financial performance or condition. Past performance of Metcash cannot be relied upon as an indicator of (and provides no guidance as to) the future
performance of Metcash. Nothing contained in this Presentation nor any information made available to you is, or shall be relied upon as, a promise, representation, warranty or guarantee, whether as to the
past, present or future.
Metcash
NOT FOR DISTRIBUTION OR RELEASE IN THE UNITED STATES
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