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THESE MATERIALS ARE NOT DIRECTED AT OR INTENDED TO BE ACCESSED BY
PERSONS LOCATED IN THE UNITED STATES OR OTHER JURISDICTIONS OUTSIDE INDIA
THESE MATERIALS ARE BEING MADE AVAILABLE ON THIS WEBSITE BY ACTION
CONSTRUCTION EQUIPMENT LIMITED (THE “COMPANY”) SOLELY TO COMPLY WITH
SECURITIES AND EXCHANGE BOARD OF INDIA (ISSUE OF CAPITAL AND DISCLOSURE
REQUIREMENTS) REGULATIONS, 2018, AS AMENDED (“SEBI ICDR REGULATIONS”) AND
THE COMPANIES ACT, 2013, AS AMENDED AND THE RULES MADE THEREUNDER
(“COMPANIES ACT”).
NOTHING HEREIN CONSTITUTES AN OFFER OF SECURITIES FOR SALE IN ANY JURISDICTION
WHERE IT IS UNLAWFUL TO DO SO.
THE FOLLOWING DISCLAIMER APPLIES TO THE PRELIMINARY PLACEMENT DOCUMENT IN
RELATION TO THE PROPOSED QUALIFIED INSTITUTIONS PLACEMENT FOR THE ISSUE OF
EQUITY SHARES ("EQUITY SHARES") OF THE COMPANY FILED WITH BSE LIMITED AND
NATIONAL STOCK EXCHANGE OF INDIA LIMITED (THE "PRELIMINARY PLACEMENT
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THE SECURITIES DESCRIBED IN THE PRELIMINARY PLACEMENT DOCUMENT HAVE NOT
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AMENDED (THE “U.S. SECURITIES ACT”), OR THE SECURITIES LAWS OF ANY STATE OF THE
UNITED STATES AND UNLESS SO REGISTERED, MAY NOT BE OFFERED OR SOLD WITHIN
THE UNITED STATES EXCEPT PURSUANT TO A TRANSACTION EXEMPT FROM, OR NOT
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APPLICABLE STATE SECURITIES LAWS. ACCORDINGLY, THE SECURITIES ARE BEING
OFFERED AND SOLD OUTSIDE THE UNITED STATES IN OFFSHORE TRANSACTIONS IN
RELIANCE ON REGULATION S UNDER THE U.S. SECURITIES ACT; OR PURSUANT TO
ANOTHER EXEMPTION FROM, OR IN TRANSACTIONS NOT SUBJECT TO, THE REGISTRATION
REQUIREMENTS OF THE U.S. SECURITIES ACT.
THE PRELIMINARY PLACEMENT DOCUMENT PRESENTED HEREIN IS PLACED SOLELY TO
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THE OFFER OF THE EQUITY SHARES REFERRED TO IN THE PRELIMINARY PLACEMENT
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REGULATIONS, AND THE COMPANIES ACT, 2013 AND THE RULES MADE THEREUNDER AND
IS MEANT ONLY FOR QUALIFIED INSTITUTIONAL BUYERS (AS DEFINED UNDER
REGULATION 2(1)(SS) OF THE SEBI ICDR REGULATIONS) (“QIBS”) ON A PRIVATE
PLACEMENT BASIS AND IS NOT AN OFFER TO THE PUBLIC OR TO ANY OTHER CLASS OF
INVESTORS TO SELL, SOLICIT OR RECOMMEND THE SALE OR PURCHASE OF SECURITIES.
THE PRELIMINARY PLACEMENT DOCUMENT HAS NOT BEEN AND WILL NOT BE
REGISTERED AS A PROSPECTUS WITH ANY REGISTRAR OF COMPANIES IN INDIA UNDER
THE COMPANIES ACT. THIS PRELIMINARY PLACEMENT DOCUMENT IS EXCLUSIVE TO THE
RECIPIENT AND DOES NOT CONSTITUTE AN OFFER TO THE GENERAL PUBLIC TO
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DOCUMENT. THE PRELIMINARY PLACEMENT DOCUMENT IS NOT INTENDED TO
CONSTITUTE AN OFFER OR A SOLICITATION OR INVITATION OF AN OFFER TO SUBSCRIBE
TO THE SECURITIES TO ANY PERSON OR CLASS OF INVESTORS OTHER THAN QUALIFIED
INSTITUTIONAL BUYERS.
THE PRELIMINARY PLACEMENT DOCUMENT HAS BEEN FILED AS A PRIVATE PLACEMENT
OFFER LETTER WITH THE STOCK EXCHANGES. THE PRELIMINARY PLACEMENT
DOCUMENT HAS NOT BEEN REVIEWED AND APPROVED BY ANY REGULATORY
AUTHORITY IN INDIA OR ABROAD, INCLUDING THE SECURITIES AND EXCHANGE BOARD
OF INDIA, ANY REGISTRAR OF COMPANIES IN INDIA OR ANY STOCK EXCHANGE IN INDIA.
NONE OF THE COMPANY, THE BOOK RUNNING LEAD MANAGERS AND ANY OF THEIR
RESPECTIVE AFFILIATES, ACCEPTS ANY LIABILITY WHATSOEVER, DIRECT OR INDIRECT,
THAT MAY ARISE FROM THE USE OF THE INFORMATION CONTAINED ON THIS WEBSITE.
ACCESS TO THIS WEBSITE OR THE PRELIMINARY PLACEMENT DOCUMENT DOES NOT
CONSTITUTE A RECOMMENDATION BY THE COMPANY, THE BOOK RUNNING LEAD
MANAGERS, ANY OF THEIR RESPECTIVE AFFILIATES OR ANY OTHER PARTY TO SUBSCRIBE
TO OR BUY OR SELL THE EQUITY SHARES.
THE PRELIMINARY PLACEMENT DOCUMENT MAY CONTAIN STATEMENTS ABOUT FUTURE
EVENTS AND EXPECTATIONS THAT CONSTITUTE FORWARD-LOOKING STATEMENTS. THERE
CAN BE NO ASSURANCE THAT THE RESULTS AND EVENTS CONTEMPLATED BY THE
FORWARD-LOOKING STATEMENTS CONTAINED THERE WILL IN FACT OCCUR. THE
COMPANY, ITS DIRECTORS, THE BOOK RUNNING LEAD MANAGERS OR ANY OF THEIR
RESPECTIVE AFFILIATES DO NOT MAKE ANY REPRESENTATION OR WARRANTY, EXPRESS
OR IMPLIED, AS TO, AND DO NOT ACCEPT ANY RESPONSIBILITY OR LIABILITY WITH
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THE PRELIMINARY PLACEMENT DOCUMENT, WILL NOT BE CIRCULATED OR DISTRIBUTED
TO THE PUBLIC IN INDIA OR ANY OTHER JURISDICTION, AND WILL NOT CONSTITUTE A
PUBLIC OFFER IN INDIA OR ANY OTHER JURISDICTION.
THE INFORMATION IN THE PRELIMINARY PLACEMENT DOCUMENT IS AS OF THE DATE
THEREOF AND NEITHER THE COMPANY, ITS DIRECTORS NOR THE BOOK RUNNING LEAD
MANAGERS ARE UNDER ANY OBLIGATION TO UPDATE OR REVISE THE PRELIMINARY
PLACEMENT DOCUMENT TO REFLECT CIRCUMSTANCES ARISING AFTER THE DATE
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IF YOU ACCESS THE PRELIMINARY PLACEMENT DOCUMENT CONTRARY TO THE
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The documentation contained in these pages is posted to comply with Indian legal and regulatory
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