Terms & Conditions
These Terms and Conditions are specific to the Jonah Energy Investor Website. This website provides information related to the operations, business, finances and properties of Jonah Energy LLC, Jonah Energy Finance Corp. and their affiliates and subsidiaries (collectively, the “Company”) related to the Company’s 7.25% Senior Notes due 2025 (the “Notes”). By accessing this website, you are agreeing to these terms and conditions. This website is intended to provide information to (i) holders or beneficial owners of the Notes; (ii) bona fide prospective investors in the Notes; and (iii) bona fide security analysts of the Notes. By accessing this website, you are representing that you are: (i) a beneficial owner of the Notes; (ii) a prospective investor that is a Qualified Institutional Buyer as such term is defined by Rule 144A under the Securities Act of 1933, as amended (the “Securities Act”), that purchases for its own account or for the account of a Qualified Institutional Buyer to whom notice is given that the transfer is being made in reliance on Rule 144A; or (iii) a security analyst providing analysis of the Notes to investors or prospective investors. The Company reserves the right to deny access to this website if the Company determines that providing access would be competitively harmful to the Company.
PLEASE READ THESE TERMS AND CONDITIONS CAREFULLY BEFORE ACCESSING THIS WEBSITE. THIS WEBSITE MAY DISCUSS CERTAIN SECURITIES; HOWEVER NOTHING ON THIS WEBSITE SHALL BE INTERPRETED AS OR REPRESENT AN OFFER TO SELL OR THE SOLICITATION OF AN OFFER TO BUY SECURITIES.
THE NOTES HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OR ANY STATE SECURITIES LAWS.
Forward Looking Statements
This materials presented on the website include forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended. All statements in these materials, other than statements of historical fact, including statements regarding the business, strategy, financial position, prospects, plans, objectives, forecasts, and projections of the Company are forward-looking statements. The words “anticipate,” “assume,” “believe,” “budget,” “could,” “estimate,” “expect,” “forecast,” “intend,” “plan,” “project,” “projection,” “should,” “will,” “would,” and similar expressions are intended to identify forward-looking statements; however forward looking statements are not limited to statements that contain these words. The forward-looking statements contained in the materials presented on this website are based on management’s current expectations and beliefs as of the date the materials are posted on the website concerning future events and their potential effect on the Company and involve known and unknown risks, uncertainties and assumptions that may cause actual results to differ materially from results expressed or implied by the forward-looking statements. The forward-looking statements contained herein speak only as of the date of material presented. Although the Company may from time to time voluntarily update its prior forward-looking statements, it disclaims any obligation to do so.
The materials presented on this website provide disclosure of the Company’s proved, probable and possible reserves. The reserves estimates presented on the website are estimated using the reserve recognition methodologies and pricing assumptions described herein, which may not be consistent with the reserve recognition standards and pricing assumptions of the Securities and Exchange Commission (“SEC”). We may use the term “expected ultimate recoveries” (“EURs”) or other descriptions of volumes of reserves, which terms include quantities of oil, natural gas and NGL that may not meet the SEC’s definitions of proved and probable reserves, and which the SEC's guidelines strictly prohibit the Company from including in filings with the SEC. Unless otherwise stated in this presentation, such estimates have been prepared internally by our engineers and management without review by independent engineers. These estimates are by their nature more speculative than estimates of proved and probable reserves and accordingly are subject to substantially greater risk of being actually realized, particularly in areas or zones where there has been limited or no drilling history. Our estimates may change significantly as development of our properties provide additional data and therefore actual quantities that may ultimately be recovered will likely differ from these estimates. Our related expectations for future periods are dependent upon many assumptions, including estimates of production decline rates from existing wells, the undertaking and outcome of future drilling activity and activity that may be affected by significant commodity price declines or cost increases.
The materials presented on this website also include market data and other statistical information from third-party sources, including independent industry publications, government publications or other published independent sources. The Company has no reason to believe that these third-party sources are not reliable as of their respective dates, but the Company has not independently verified the accuracy or completeness of this information. Reliance upon this information or data is at your own risk. Some data are also based on the Company’s good faith estimates, which are derived from its review of internal sources as well as the third-party sources.
The materials presented include financial measures that are not in accordance with generally accepted accounting principles (“GAAP”). While management believes such measures are useful for investors, they should not be used as a replacement for financial measures that are in accordance with GAAP.
The materials presented on this website include non-public confidential information concerning the operations, assets, resources, projects, liabilities and contracts of the Company, including, without limitation, analyses, interpretations, compilations, reports, reservoir data, financial statements, geologic or geophysical data, maps, models, financial data, economic data, commercial data, contractual data, environmental data, production data, expense data, well related data, completion data, data pertaining to drilling or completion programs or prospects and other information and data. By accessing this website, you acknowledge the confidential nature of this information and agree to (i) treat all such information as confidential, (ii) not use such information for any purpose other than your investment or potential investment in the Notes and (iii) not publicly disclose or distribute any such materials or information. Additionally, you understand and agree that you are responsible for maintaining the confidentiality for your access credentials and further agree not to furnish them to any other person or entity.
Access to this website and use of the materials provided on the website are at your own risk. Materials presented on the website are based upon information as of a particular date. Although the Company may provide updated information from time to time, the Company has no obligation to update any of the information or materials provided in any report published on this website.
Limitation of Liability
Under no circumstances, including but not limited to Company’s negligence, shall the Company, its officers, managers or equity holders be liable to any party for: (i) any direct, indirect, special, punitive, incidental, exemplary, consequential (including but not limited to, damages for business interruption, loss of business profits, loss of programs or loss of information), or any other damages arising in any way out of the availability, use, reliance on or inability to use the materials on this website, even if the Company has been advised of the possibility of such damages; or (ii) any claim attributable to errors, omissions or other inaccuracies in, or destructive properties of this website. In no event shall the liability of the Company for any claim or action arising from the use of this website exceed the amount paid by you for accessing the website.