sells Ordinary Shares during the period a confirmation or other notice setting forth the
restrictions on offers and sales of the Ordinary Shares within the United States or to, or
for the account or benefit of, U.S. persons.
The Ordinary Shares do not qualify for sale in Canada on the basis of this Prospectus, and
may not be offered or sold, directly or indirectly, in any province of territory forming part
of Canada, except where permitted pursuant to an exemption from the applicable
prospectus registration requirements and in accordance with the applicable securities
legislation of the province or territory concerned.
ABN AMRO Rothschild has agreed that:
(i) It has not offered, invited or sold and, prior to the expiry of six months from the
Closing Date, will not offer or sell any Ordinary Shares to persons in the United Kingdom
except to persons whose ordinary activities involve acquiring, holding, managing or
disposing investments (as principal or agent) for the purposes of their businesses or
otherwise in circumstances which have not resulted and will not result in an offer to the
public in the United Kingdom within the meaning of the Public Offer of Securities
Regulations 1995, (ii) it has complied with and will continue to comply with all applicable
provisions of the Financial Services Act 1986 with respect to anything done by it in relation
to the Ordinary Shares in, from, or otherwise involving the United Kingdom, and (iii) it will
only issue or pass on in the United Kingdom any document received by it in connection
with the issue or sale of the Ordinary Shares to a person who is of a kind described in
article 11 (3) of the Financial Services Act 1986 (Investment Advertisements) (Exemptions)
Order 1996 (as amended) of the United Kingdom or is a person to whom such a document
may otherwise lawfully be issued or passed on.
The distribution of this Prospectus and the Offering of the Ordinary Shares may be subject
to legal restrictions in certain jurisdictions. The Company and the Global Coordinator
hereby request that all those obtaining copies of this Prospectus to take cognisance of
and practise compliance with such restrictions. Neither the Company nor the Global
Coordinator accept any legal liability for any violation of any such restrictions whatsoever
by whomsoever, irrespective of whether this concerns a potential buyer of the Ordinary
Shares or otherwise.