The Web Site may include statements concerning operations, prospects, strategies, financial condition, future economic performance and demand for our products or services, as well as our intentions, plans and objectives (particularly with respect to product and service offerings), that are forward-looking statements. These statements are based upon a number of assumptions and estimates which are subject to significant uncertainties, many of which are beyond our control. When used on our sites, words like “anticipates,” “expects,” “believes,” “estimates,” “seeks,” “plans,” “intends,” “will” and similar expressions are intended to identify forward-looking statements designed to fall within securities law safe harbors for forward-looking statements. The sites and the information contained therein do not constitute any offers or solicitations of offers for the sale of any securities.
The sites may contain information and press releases about us. We disclaim any duty or obligation to update this information or any press releases. Information about companies other than ours contained in the press release or otherwise, should not be relied upon as being provided or endorsed by us.
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I hereby Certify under penalty of perjury under the laws of the United States of America that the foregoing is true and correct:
I hereby Certify under penalty of perjury under the laws of the United States of America that I am an Accredited Investor because I meet one of these 7 criteria: 1) a bank, insurance company, registered investment company, business development company, or small business investment company; an employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million; 2) a charitable organization, corporation, or partnership with assets exceeding $5 million; 3) a director, executive officer, or general partner of the company selling the securities; 4) a business in which all the equity owners are accredited investors; 5) a natural person who has individual net worth, or joint net worth with the person’s spouse, that exceeds $1 million at the time of the purchase, or has assets under management of $1 million or above, excluding the value of the individual’s primary residence; 6) a natural person with income exceeding $200,000 in each of the two most recent years or joint income with a spouse exceeding $300,000 for those years and a reasonable expectation of the same income level in the current year; or 7) a trust with assets in excess of $5 million, not formed to acquire the securities offered, whose purchases a sophisticated person makes.
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Investment opportunities posted on this website are “private placements” of securities that are not publicly traded, are subject to holding period requirements, and are intended for investors who do not need a liquid investment. Investing in private companies may be considered highly speculative and involves a high degree of risk, including the risk of substantial loss of investment. Investors must be able to afford the loss of their entire investment.
An investment through PreIPOSwap’s platform will involve risks not associated with other investment alternatives. Prospective investors should carefully consider, among other factors, the risks described herein. These risk factors are not meant to be an exhaustive listing of all potential risks associated with an investment through PreIPOSwap’s platform. There can be no assurance that the investment objectives will be achieved, or that there will be any return of capital. An investment through the PreIPOSwap platform is a potentially suitable investment only for sophisticated investors who are capable of assuming the risks of such an investment, including the potential risk of losing all of their invested capital.
These risk factors are not a complete enumeration or explanation of the risks involved in investing through the PreIPOSwap platform. Prospective investors should consult with their own advisers prior to making any decision to invest through the PreIPOSwap platform.
Investing in Technology Companies Through PreIPOSwap
An PreIPOSwap investment vehicle will be subject to numerous risks generally related to investing in securities and other investments, and the additional risks associated with investing in non-marketable securities and non-public companies. The securities or other interests acquired by an PreIPOSwap investment vehicle will have restrictions on resale and, even in the absence of such restrictions, may not be marketable. The ability of an PreIPOSwap investment vehicle to profit from its investments will be highly dependent upon the ability of its investments to generate income or appreciate in value. Numerous factors may impede or prevent an investment from reaching this point, including inadequate capital, unfavorable competitive developments, adverse legislation at the national, state, or local level, inadequate management or loss of key persons, technology obsolescence, and lack of market acceptance. Investments may face significant capital shortfalls for a wide variety of reasons. Resource development may prove more expensive, or take more time, than anticipated, and the growth in revenues may be slower than expected. Any of such occurrences may result in the failure of an investment and a loss with respect to the investment vehicle’s investments.
General Investment Risks Associated with Investments
An PreIPOSwap investment vehicle will generally invest in shares of common or preferred stock of private issuers. Each of such investment opportunities will entail certain risks that may adversely affect the investment vehicle’s operations and, in turn, an investment in the investment vehicle. These risks may involve, without limitation, general economic risks and volatility associated with such investments, the illiquidity of such investments and a potential lack of recourse with respect to adverse actions by, or associated with, the issuers of shares of common or preferred stock invested in by an PreIPOSwap investment vehicle. The value of the investment vehicle’s investments is derived, in part, from the value of the underlying issuers associated with its investments. Equity securities of private issuers can be highly volatile and expose investors to a high risk of loss. Moreover, there is no exchange market on which to close out an open investment. Consequently, it may be impossible to liquidate an existing investment, to accurately assess the value of investment or to accurately assess the exposure to risk associated with a particular investment. No person should be willing to make an investment in an PreIPOSwap investment vehicle unless such person is capable of losing such person’s entire investment.
No Assurance of Investment Return
The task of identifying investment opportunities on behalf of an PreIPOSwap investment vehicle and managing such investments is difficult. Many organizations operated by persons of competence and integrity have been unable to make similar investments successfully. There is no assurance that an PreIPOSwap investment vehicle’s investment objectives will be attained, or that the value of the investments will not decline, or that there will be any return of capital.
An PreIPOSwap investment vehicle’s investments are expected to be concentrated in a relatively small number of investments and will not be widely diversified. Any investment, directly or indirectly, in an PreIPOSwap investment vehicle should not be considered a complete investment program. Such concentration of risk may expose an PreIPOSwap investment vehicle to losses disproportionate to those incurred by any particular market in general. In the event of a detrimental effect with respect to one or more of the underlying issuers comprising an PreIPOSwap investment vehicle’s investments, such investment vehicle’s overall returns may be impacted much more negatively than they would be if its investments were spread more broadly.
General fluctuations in the economy may affect the value of investments held by an PreIPOSwap investment vehicle. In such event, the ability of an PreIPOSwap investment vehicle to achieve a favorable return on its investments may be severely impeded.
Given the investment objectives of an PreIPOSwap investment vehicle, its investments, by their nature, may be long-term investments. An investment in an PreIPOSwap investment vehicle is therefore only appropriate for investors with a long-term investment horizon and a capacity to absorb a loss of some or all of their investment.
No Reliance; High Risk of Loss
Investors must be able to afford the loss of their entire investment. Any financial projections or returns shown on the website are illustrative examples only, and there can be no assurance that any valuations provided are accurate or in agreement with market or industry valuations. Any investment information contained herein has been secured from sources PreIPOSwap believes are reliable, but we make no representations or warranties as to the accuracy of such information and accept no liability therefore. Offers to sell, or the solicitations of offers to buy, any security can only be made through official offering documents that contain important information about risks, fees and expenses. Investors should conduct their own due diligence, not rely on the financial assumptions or estimates displayed on this website, and are encouraged to consult with a financial advisor, attorney, accountant, and any other professional that can help you to understand and assess the risks associated with any investment opportunity.