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OFFER NOW CLOSED - FULLY SUBSCRIBED

Orica Step-Up Preference Securities

The acquisition has already been partially funded through the successful completion of the Rights Issue in December 2005 and drawdown of existing debt facilities, with the balance of funding to be raised through this issue of Orica SPS.Orica Limited ("Orica"), a top 50 ASX listed company, is seeking to raise A$400m through the issue of Orica Step-up Preference Securities (Orica SPS). National On-Line Trading will co-manage this initial public offering.Orica is a leading manufacturer and supplier of commercial explosives, chemicals, fertilisers, paints and do-it-yourself consumer products.

Recently, Orica announced that it had agreed, subject to regulatory approvals, to substantially acquire all of the European, Middle Eastern, African, Asian and Latin American businesses of Dyno Nobel, a global explosives company.

This acquisition represents an outstanding strategic opportunity to grow their Mining Services Group, Orica's largest business with market presence in over 50 countries.

This acquisition has been partially funded through the successful completion of the Rights Issue in December 2005 and drawdown of existing debt facilities. The balance of funding is to be raised through this issue of Orica SPS.

Details of this offer are contained in the Prospectus for ORICA SPS. Investors should read the Prospectus in full. This offer is only open to Australian residents.

Features of Orica SPS
(Terms capitalised and used in this communication shall have the same meaning as in the Prospectus)

    • ORICA SPS have no fixed payment date however Orica has the right from November 2011 to:
i. remarket the Orica SPS;

ii. repurchase the Orica SPS for cash; or

iii. convert the Orica SPS into ordinary shares in Orica.

    • The Distributions are expected to be calculated as the sum of the 180 day Bank Bill Swap Rate and the Margin ("BBSW"). Initially, the Margin will be determined in the Bookbuild. After the first Remarketing Date the Margin can be stepped up by an additional 225 basis points or set through a Remarketing Process;
    • An additional 100 basis points will be added to the Distribution Rate during any period that the Orica SPS credit rating falls below S&P's BBB- or equivalent, or is no longer rated.
    • Holders of Orica SPS rank ahead of Orica ordinary shareholders, but behind the existing Orica preference shares currently on issue, for the payment of Distributions on the Orica SPS."
Important dates

Applications for Orica SPS open 17 February 2006
Applications for Orica SPS close 8 March 2006

Minimum investment

The minimum investment is 20 Orica SPS priced at $100 per share (or $2,000), increasing in multiples of 5 Orica SPS (or $500).


How to apply


    Step 1: Call us to request a Prospectus on Toll Free (Aust) 1800 652 669

    Step 2: Download the tailored Financial Services Guide

    Step 3: Read the Prospectus and complete the enclosed application form, attaching a cheque made payable to National OnLine Trading Trust Acc - Orica SPS

    Post your application to:


National OnLine Trading Limited

Level 32

500 Bourke Street

Melbourne Vic 3000

Australia

The information on these web pages does not constitute an offer document. It has been prepared to enable you to apply for Orica SPS should you wish. National Online Trading Limited will receive a selling fee of up to 1% in respect of successful applications by clients paid on completion of the capital raising. You should also read the Important Notice pages.

IMPORTANT NOTICES

A Prospectus for the issue by Orica Limited and Orica New Zealand Securities Limited, a wholly owned subsidiary of Orica Limited, ("Issuers") of Orica Step-Up Preference Securities called ORICA SPS (the "Securities") dated 7 February 2006 was lodged with the Australian Securities & Investments Commission (the "Prospectus"). The Prospectus contains offers for the Securities. Investors wishing to acquire Securities will need to complete the Application Form that is included in, or accompanies, the Prospectus. The Prospectus is available from the National Australia Bank Limited (ABN 12 004 044 937). A paper version of the Prospectus will be provided free of charge on request during the offer period.

The information in this document is of a general nature only and is based on information from the Prospectus. It does not constitute a recommendation of an investment in the Issuer, any entity within the Orica group or the Securities either generally or that it would be a suitable investment for you. In preparing this information no account was taken of the particular investment needs, objectives and financial circumstances of any particular person. Before making any investment decision in relation to the Securities you need to consider or seek advice on whether the Securities are appropriate for you in light of your particular investment needs, objectives and financial circumstances. Investors should obtain and consider the Prospectus before making any decision about whether to proceed with investing in the Securities. To the maximum extent permitted by law, National Australia Bank Limited and its related bodies corporate expressly disclaims all or any liability which may arise out of the provision to or use by the recipient or any other person of this information.

You should note that if you invest in the Securities, National OnLine Trading Limited, (ABN 83 089 718 249) which has been appointed as a Co-Manager to the Offer of the Securities, will receive a selling fee of up to 1.00% (exclusive of GST) in respect of successful applications by clients paid on the completion of the capital raising. National OnLine Trading Limited is a wholly owned subsidiary of National Australia Bank Limited, but National Australia Bank Limited does not guarantee the obligations or performance of its subsidiary or the services it offers. National OnLine Trading Limited is not an Authorised Deposit-taking Institution and its obligations do not represent deposits or other liabilities of National Australia Bank Limited.

Whether this document or any copy of the Prospectus is provided to you by National Australia Bank Limited or any of its related bodies corporate, or any of their respective associates, servants, agents, employees or representatives (the "National") or any other person:

    • that does not mean that the National is recommending investment in the Issuer's Securities either generally or for you; and
    • Securities are not issued by the National; and
    • if, following receipt of any professional advice you take, you decide to invest in the Issuer's Securities, you will be dealing solely with the Issuer and not with the National; and
    • the National makes no representation concerning the Securities and is not responsible for any loss you may suffer if you decide to invest in the Securities (including any loss arising from any failure, omission or conduct of the Issuer, any Joint Lead Manager, Co-Manager or Participating Broker, or any of their respective related entities); and
    • any investment in the Securities does not represent a deposit or other liability of the National. Investments can be subject to investment risk, including possible delays in repayment and loss of income and principal invested. The National does not stand behind or guarantee the capital value and/or performance of the Securities, or assets held, by the Issuer, any entity within the Orica group or of any of their respective subsidiaries or related entities or any other entities with a role in connection with the issue of the Securities or the investments of the Issuer.
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