Prospectus - SBM Offshore
Prospectus - SBM Offshore
Prospectus - SBM Offshore
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3. IMPORTANT INFORMATION<br />
Potential investors are expressly advised that an investment in the Rights and the Offer Shares entails certain<br />
risks and that they should therefore carefully review the entire contents of this <strong>Prospectus</strong>. Furthermore, before<br />
making an investment decision with respect to any of the Rights or the Offer Shares, potential investors should<br />
consult their stockbroker, intermediary, bank manager, lawyer, auditor or other financial, legal and tax advisers<br />
and carefully review the risks associated with an investment in the Rights or the Offer Shares and consider<br />
such an investment decision in light of the potential investor's personal circumstances.<br />
3.1 Responsibility statement<br />
Potential investors should only rely on the information contained in this <strong>Prospectus</strong> and any supplement to this<br />
<strong>Prospectus</strong> within the meaning of article 5:23 of the Dutch Financial Supervision Act.<br />
Potential investors should not assume that the information in this <strong>Prospectus</strong> is accurate as of any date other<br />
than the date of this <strong>Prospectus</strong>. No person is or has been authorised to give any information or to make any<br />
representation in connection with the Offering, other than as contained in this <strong>Prospectus</strong>. If any information or<br />
representation not contained in this <strong>Prospectus</strong> is given or made, that information or representation may not be<br />
relied upon as having been authorised by the Company, or any of its respective affiliates. The delivery of this<br />
<strong>Prospectus</strong> at any time after the date of this <strong>Prospectus</strong> will not, under any circumstances, create any<br />
implication that there has been no change in the Group's affairs since the date of this <strong>Prospectus</strong> or that the<br />
information in this <strong>Prospectus</strong> is correct as of any time since its date.<br />
This <strong>Prospectus</strong> is made available by the Company. The Company accepts responsibility for the information<br />
contained in this <strong>Prospectus</strong>. The Company declares that, having taken all reasonable care to ensure that such<br />
is the case, the information contained in this <strong>Prospectus</strong> is, to the best of its knowledge, in accordance with the<br />
facts and contains no omission likely to affect its import.<br />
No representation or warranty, express or implied, is made or given by or on behalf of the Joint Global<br />
Coordinators or HAL or any of their affiliates or any of their respective directors, officers or employees or any<br />
other person, as to the accuracy, completeness or fairness of the information or opinions contained in this<br />
<strong>Prospectus</strong>, or incorporated by reference herein, and nothing contained in this <strong>Prospectus</strong>, or incorporated by<br />
reference herein, is, or shall be relied upon as, a promise or representation by the Joint Global Coordinators or<br />
HAL or any of their affiliates as to the past or future.<br />
None of ING and Morgan Stanley in their capacity as Joint Global Coordinators, HAL in its capacity as<br />
underwriter, or ABN AMRO in its capacity as Subscription, Listing and Paying Agent for the Offering, accept<br />
any responsibility whatsoever for the contents of this <strong>Prospectus</strong> nor for any other statements made or<br />
purported to be made by either themselves or on their behalf in connection with <strong>SBM</strong> <strong>Offshore</strong>, the Offering or<br />
the Offer Securities. Accordingly, ING, Morgan Stanley, HAL and ABN AMRO disclaim all and any liability,<br />
whether arising in tort or contract or otherwise in respect of this <strong>Prospectus</strong> and/or any such statement.<br />
This <strong>Prospectus</strong> will be published in English only. Terms used in this <strong>Prospectus</strong> are defined in "Definitions".<br />
3.2 Presentation and other financial information<br />
Historical financial information<br />
The consolidated financial information in this <strong>Prospectus</strong> has been extracted from the Group's financial<br />
statements as at and for the years ended 31 December 2010, 31 December 2011 and 31 December 2012. The<br />
financial statements have been prepared in accordance with International Financial Reporting Standards as<br />
adopted by the European Union (IFRS) and with Title 9 of book 2 of the Dutch Civil Code and have been<br />
audited by KPMG Accountants N.V.<br />
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