Possible offer for Amerisur Resources plc ("Amerisur") by Etablissements Maurel & Prom S.A. ("M&P") (the "Possible Offer")
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Basis of Access
The information contained on this Microsite is in respect of the Possible Offer and does not constitute an offer to sell or otherwise dispose of or an invitation or solicitation of any offer to purchase or subscribe for any securities in M&P pursuant to the possible transaction or otherwise in any jurisdiction in which such offer or solicitation is unlawful.
The information contained on this Microsite speaks only at the date of the relevant document or announcement reproduced on this Microsite, and M&P has, and accepts, no responsibility or duty to update any such information, document or announcement and reserves the right to add to, remove or amend any information reproduced on this Microsite at any time.
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Amerisur shareholders and M&P shareholders should seek advice from an independent financial adviser as to the suitability of any action for the individual concerned in connection with the Possible Offer. Any such shareholder should take no action based on the information available in this Microsite. Any shareholder action required in connection with the Possible Offer will be set out in documents sent to or made available to Amerisur's shareholders and any decision made by such shareholders should be made solely on the basis of information provided in those documents.
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Notice to US Investors
The Possible Offer is subject to disclosure and procedural requirements of the United Kingdom which are different from those in the United States. In addition, the payment and settlement procedures with respect to the Possible Offer would comply with the relevant United Kingdom rules, which differ from United States payment and settlement procedures. Neither the US Securities and Exchange Commission, nor any securities commission of any state of the United States has approved the Possible Offer, passed upon the fairness of the Possible Offer or passed upon the adequacy or accuracy of any information in this section of the website. Any representation to the contrary is a criminal offence in the United States.
It may be difficult for US holders of shares in M&P or Amerisur to enforce their rights and claims arising out of the US federal securities laws, since M&P and Amerisur are located in countries other than the United States, and some or all of their officers and directors may be residents of countries other than the United States. Holders in the United States may not be able to sue a non-US company or its officers or directors in a non-US court for violations of US securities laws. Further, it may be difficult to compel a non-US company and its affiliates to subject themselves to a US court’s judgment.
Any securities referred to have not been and will not be registered under the Securities Act of 1933, as amended (the “Securities Act”), or under the securities laws of any state or other jurisdiction of the United States and may not be offered or sold, directly or indirectly, in or into the United States except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and in compliance with any applicable securities laws of any state or other jurisdiction of the United States. The Possible Offer would be made for the securities of Amerisur, a company incorporated under the laws of England and Wales, and would be expected to be made in the United States in compliance with, and reliance on, the relevant provisions of Section 14(e) of the US Securities Exchange Act of 1934 and Regulation 14E and any applicable exemption thereunder.
The materials on this part of the website, including information included or incorporated by reference, may contain certain forward-looking statements with respect to the financial condition, results of operations and business of M&P. These statements are based on the current expectation of the management of M&P and are naturally subject to uncertainty and changes in circumstances. These forward-looking statements may be identified by words such as "will", "may", "should", "could", "would", "can", "believes", "intends", "expects", "indicates", "anticipates" or similar words or terms or by discussions of, inter alia, strategies, goals or plans.
By their nature, forward-looking statements involve risk and uncertainty because they relate to events and depend on circumstances that may or may not occur in the future. There are several factors which could cause actual results to differ materially from those expressed or implied in forward-looking statements. Among the factors that could cause actual results to differ materially from those described in the forward-looking statements are changes in the global, political, economic, business, competitive, market and regulatory forces, future exchange and interest rates, changes in tax rates and future business combinations or dispositions. Due to such uncertainties, M&P cannot give any assurance that any forward-looking statement will prove to be correct in the future. M&P does not undertake any obligation to update or publicly revise forward-looking statements (whether as a result of new information, future events or otherwise), except to the extent required by applicable law or regulation. You are therefore cautioned not to place undue reliance on these forward-looking statements.
Unless expressly stated otherwise, no statement in this Microsite is intended to constitute a profit forecast or profit estimate for any period and no statement should be interpreted to mean that earnings per share will necessarily be greater or lesser than those for the relevant preceding financial periods for Amerisur or M&P as appropriate.
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This notice shall be governed by and interpreted in accordance with English law.
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