Forward Looking Statements
This document contains certain forward-looking statements within the meaning of the federal securities laws with respect to the proposed
business combination, including the anticipated timing of the proposed business combination, the services or products offered by AMPSA and the markets in which AMPSA operates, business strategies, debt levels, industry environment, potential growth
opportunities, the effects of regulations and AMPSAs projected future results. These forward-looking statements generally are identified by the words believe, project, expect, anticipate,
estimate, intend, strategy, future, forecast, opportunity, plan, may, should, will, would, will be,
will continue, will likely result, and similar expressions (including the negative versions of such words or expressions).
Forward-looking statements are predictions, projections and other statements about future events that are based on current expectations and
assumptions and, as a result, are subject to risks and uncertainties. Many factors could cause actual future events to differ materially from the forward-looking statements in this document, including, but not limited to: (i) the risk that the
proposed business combination may not be completed in a timely manner or at all, which may adversely affect the price of the Companys or the AGSAs securities; (ii) the risk that the proposed business combination may not be completed
by the Companys business combination deadline and the potential failure to obtain an extension of the business combination deadline if sought by the Company; (iii) the failure to satisfy the conditions to the consummation of the proposed
business combination, including the approval of the proposed business combination by the Companys stockholders, and the satisfaction of the minimum trust account amount following redemptions by the Companys public stockholders;
(iv) the effect of the announcement or pendency of the proposed business combination on AGSAs or AMPSAs business relationships, performance, and business generally; (v) risks that the proposed business combination disrupts
current plans of AGSA or AMPSA and potential difficulties in AGSA or AMPSA employee retention as a result of the proposed business combination; (vi) the outcome of any legal proceedings that may be instituted against the Company or AGSA related
to the proposed business combination; (vii) the ability to maintain, prior to the closing of the proposed business combination, the listing of the Companys securities on the NASDAQ Stock Market, and, following the closing of the proposed
business combination, AMPSAs shares on the New York Stock Exchange; (viii) the price of the Companys securities prior to the closing of the proposed business combination, and AMPSAs shares after the closing of the proposed
business combination, including as a result of volatility resulting from changes in the competitive and highly regulated industries in which AMPSA plans to operate, variations in performance across competitors, changes in laws and regulations
affecting AMPSAs business and changes in the combined capital structure; and (ix) AMPSAs ability to implement business plans, forecasts, and other expectations after the closing of the proposed business combination, and identify and
realize additional opportunities. The foregoing list of factors is not exhaustive. You should carefully consider the foregoing factors and the other risks and uncertainties that are described in the Definitive Proxy Statement, including those under
Risk Factors therein, and other documents filed by the Company, AGSA or AMPSA from time to time with the SEC. These filings identify and address (or will identify and address) other important risks and uncertainties that could cause
actual events and results to differ materially from those contained in the forward-looking statements. Forward-looking statements speak only as of the date they are made. Readers are cautioned not to put undue reliance on forward-looking statements,
and the Company, AGSA and AMPSA assume no obligation and, except as required by law, do not intend to update or revise these forward-looking statements, whether as a result of new information, future events, or otherwise. None of the Company, AGSA
or AMPSA gives any assurance that either the Company or AMPSA will achieve its expectations.
No Offer or Solicitation
This document includes information related to the proposed business combination. This document does not constitute an offer to sell or
exchange, or the solicitation of an offer to buy or exchange, any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, sale or exchange would be unlawful prior to registration or qualification under the
securities laws of any such jurisdiction.
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