Disclaimer

Website disclaimer.

SANSON IS NOT A SECURITIES AND EXCHANGE COMMISSION (SEC) REGISTERED COMPANY IN ANY FORM AND HENCE SANSON AND ITS ASSOCIATES DON’T SOLICIT ANY TYPE OF INVESTMENT OR SECURITY SALE.

The information on this Site is for informational purposes only and is not an offering of or a solicitation to purchase securities or otherwise make an investment. Securities may only be offered or sold pursuant to registration of securities or an exemption therefrom using offering documents and sales of securities will be limited strictly to those persons who are qualified as “accredited investors” as defined in Regulation D promulgated under the United States Securities Act of 1933. Material information is detailed in the offering documents, including, but not limited to, risk factors.

Legal Disclaimer

NOT AN OFFER TO SELL OR SOLICITATION OF AN OFFER TO BUY SECURITIES

PLEASE CAREFULLY READ THE FOLLOWING TERMS BEFORE USING THIS WEBSITE (“Site”). All persons using the Site expressly agree to the foregoing disclaimer as a pre-condition to using this Site for any purpose whatsoever. Continued use of the Site signifies your acceptance of, and agreement to be bound by, each and every one of the following terms and conditions.

Everything communicated by Sanson Group, LLC, hereinafter “Sanson”, and its affiliates and agents, regardless of whether it is written, spoken, recorded audio, or video, is intended for education and informational purposes only. All comments are solely the opinion of the presenter. Regardless of whether spoken or written, nothing shall be considered as giving investment advice, an offer, or solicitation, to buy and/or sell any type of investment products or securities. Prior to making any investment you should consult with a professional financial advisor, legal and tax advisor to assist in due diligence as may be appropriate and determining the appropriateness of the risk associated with a particular investment.

All information contained herein is provided “as is,” and SANSON, SANSONC, and its affiliates each expressly disclaim making any express or implied warranties with respect to the fitness of the information contained herein for any particular usage, its merchantability, or its application or purpose. In no event shall SANSON, SANSONC, or its affiliates be responsible or liable for the correctness of any such material or for any damage or lost opportunities resulting from the use of this data.

No action has been or will be taken to permit an offering of securities in any state where action would be required for that purpose. In considering any prior performance information presented on this Site, bear in mind that past performance does not indicate future results, and that there can be no assurance that comparable results will be achieved by SANSON, SANSONC, or its affiliates. Moreover, any such past performance information is subject to and should be reviewed in light of the assumptions accompanying that information. The use of terms such as higher, above average, safe, or successful, expresses the opinion of SANSON and is not a promise or guarantee for any possible investment performance or safety of principal.

The sketches, renderings, graphics materials, plans, specifications, terms, conditions, and statements contained in this Site are proposed only, and SANSON reserves the right to modify, revise, or withdraw any or all of the same in its sole discretion and without prior notice.

SANSON, SANSONC as well as the logos and marks included on the Site that identify services and products, are proprietary materials. The use of such terms and logos and marks without the express written consent of the Sanson Group, LLC is strictly prohibited. Copyright in the pages and in the screens of the Site, and in the information and material therein, is proprietary material owned by the SansonInter unless otherwise indicated. The unauthorized use of any material on the Site may violate numerous statutes, regulations, and laws, including, but not limited to, copyright, trademark, or trade secret laws.

Additional Information from the SEC regarding 506C and 506B offerings

Advertising Approved for Unregistered Securities Offerings

The SEC’s Office of Investor Education and Advocacy is issuing this Investor Alert to educate individual investors about advertisements and announcements for investment opportunities in certain securities offerings. General advertising is permitted in certain offerings as a result of rules adopted by the SEC as required by the Jumpstart Our Business Startups (JOBS) Act.

You may begin to see advertising and announcements for opportunities to invest in certain securities offerings, sometimes called private placements. These offerings may be for shares in a company or interests in a private fund, such as a hedge fund or venture capital fund. The advertising may be through a number of different means, including the Internet, social media, seminars, print, or radio or television broadcasts. The rules permitting this general advertising take effect on September 23, 2013.

What is a private placement?

A securities offering exempt from registration with the SEC is sometimes referred to as a private placement. Under the federal securities laws, a company or private fund may not offer or sell securities unless the offering has been registered with the SEC or an exemption is available. Private and public companies engage in private placements to raise funds from investors. Private funds, such as hedge funds, also raise investment capital through private placements.

Private placements are not subject to some of the laws and regulations that are designed to protect investors, such as disclosure requirements that apply to registered offerings.

as noted above, the SEC recently adopted rules to permit general solicitation or advertising for certain securities offerings that are exempt from registration. as described below, these offerings, referred to here as Rule 506(c) offerings, must comply with a number of requirements.

Am I qualified to invest in a Rule 506(c) offering?

Only accredited investors may invest in a Rule 506(c) offering. This limitation exists because these offerings do not have the same investor protections as, and have unique risks when compared to, offerings that are registered with the SEC.

An accredited investor, in the context of an individual investor, is a person who:

had income in excess of $200,000 (or $300,000 with a spouse) in each of the prior two years, and reasonably expects the same for the current year, OR

has a net worth over $1 million, either alone or with a spouse (excluding the value of the person’s primary residence or any loans secured by the residence (up to the value of the residence)).

How will the company or private fund know whether I am an accredited investor?

In a rule 506(c) offering, the company or private fund is required to take reasonable steps to verify your accredited investor status, which could include reviewing documentation, such as W-2s, tax returns, bank and brokerage statements, credit reports and the like. Depending on the circumstances, the company or private fund may rely on a written confirmation from a third party to verify your accredited investor status. The SEC does not require any specific verification method or process for companies or private funds for these offerings.

Third-party verification. If the company or private fund accepts a written confirmation from a third party to verify whether you are an accredited investor, the third party may be a registered broker-dealer, SEC-registered investment adviser, licensed attorney or certified public accountant. The third party could be engaged by the company or private fund, or could be retained by you (e.g., your personal broker-dealer, investment adviser, attorney or certified public accountant). You can obtain information about a registered broker by visiting FInra’s BrokerCheck website. You can obtain information about an investment adviser by visiting the SEC’s Investment adviser Public Disclosure (IaPD) website. You can obtain information about a licensed attorney or certified public accountant by contacting the appropriate state bar or board of accountancy.

You do not have to provide any information if you do not feel comfortable doing so. If you do not provide all of the requested information, you should not be able to invest in the particular offering if the company or private fund is unable to verify that you are an accredited investor.

If the company or private fund offering the securities does not take steps to verify your accredited investor status or allows you to participate in the offering even though you do not meet the income or net worth criteria discussed above, this may be a warning sign that the company or private fund is not complying with the federal securities laws and is something to consider before investing in the offering.

Investor Bulletin: Accredited Investors

The SEC’s Office of Investor Education and Advocacy is issuing this Investor Bulletin to educate individual investors about what it means to be an “accredited investor.”

What does it mean to be an accredited investor?

Under the federal securities laws, a company or private fund may not offer or sell securities unless the transaction has been registered with the SEC or an exemption from registration is available. Certain securities offerings that are exempt from registration may only be offered to, or purchased by, persons who are accredited investors. One principal purpose of the accredited investor concept is to identify persons who can bear the economic risk of investing in these unregistered securities. Unlike offerings registered with the SEC in which certain information is required to be disclosed, companies and private funds, such as a hedge fund or venture capital fund, engaging in these exempt offerings do not have to make prescribed disclosures to accredited investors. These offerings, sometimes referred to as private placements, involve unique risks and you should be aware that you could lose your entire investment. The SEC recently adopted rules to permit general advertising for certain exempt offerings.

Are you an accredited investor?

An accredited investor, in the context of a natural person, includes anyone who:

earned income that exceeded $200,000 (or $300,000 together with a spouse) in each of the prior two years, and reasonably expects the same for the current year, OR

has a net worth over $1 million, either alone or together with a spouse(excluding the value of the person’s primary residence).

On the income test, the person must satisfy the thresholds for the three years consistently either alone or with a spouse, and cannot, for example,satisfy one year based on individual income and the next two years based on joint income with a spouse. The only exception is if a person is married within this period, in which case the person may satisfy the threshold on the basis of joint income for the years during which the person was married and on the basis of individual income for the other years. In addition, entities such as banks, partnerships, corporations, nonprofits and trusts may be accredited investors. Of the entities that would be considered accredited investors and depending on your circumstances, the following may be relevant to you:

Any trust, with total assets in excess of $5 million, not formed to specifically purchase the subject securities, whose purchase is directed by a sophisticated person, or

Any entity in which all of the equity owners are accredited investors.

In this context, a sophisticated person means the person must have, or the company or private fund offering the securities reasonably believes that this person has, sufficient knowledge and experience in financial and business matters to evaluate the merits and risks of the prospective investment.

How do I calculate my net worth?

To qualify as an accredited investor under the net worth test, you must have a net worth that exceeds $1 million, either alone or with a spouse. If calculating joint net worth with a spouse, it is not necessary that property be held jointly. Calculating net worth involves adding up all your assets and subtracting all your liabilities. The resulting sum is your net worth.

The value of your primary residence is not included in your net worth calculation. In addition, any mortgage or other loan on the residence does not count as a liability up to the fair market value of the residence. If the loan is for more than the fair market value of the residence (i.e., if your mortgage is underwater), then the loan amount that is over the fair market value counts as a liability under the net worth test. Further, any increase in the loan amount in the 60 days prior to your purchase of the securities (even if the loan amount does not exceed the value of the residence) will count as a liability as well. The reason for this is to prevent net worth from being artificially inflated through converting home equity into cash or other assets.

Data Protection Disclosure

Sanson Group, LLC (the “Sanson”) have a Data Protection Policy to ensure that they comply with the related laws in their respective jurisdictions at all times. The firms consider that it is good practice to set out in writing the means by which such compliance is achieved. The objectives of the policy are to ensure that clients of the firms, and investors they manage/advise, their staff and other individuals as well as the firms themselves are protected.

The partners of Sanson and the senior management of Sanson Associates. are responsible for ensuring that their respective firms comply with their data protection obligations. All staff are required to read, understand and accept the Data Protection Policy and the firms’ procedures that relate to personal data that they may handle.

The firms maintain physical, electronic and procedural arrangements that comply with local standards to safeguard the personal information that they hold. The firms restrict access to personal information to those employees who need to know that information. As far as is reasonably practicable, the firms ensure that personal information that they hold is accurate and they endeavour to keep such personal information up to date.

The kinds of personal information related to external parties that they may hold and process includes:

(a) Information received on applications or other forms(b) Information about their transactions with the firms or its clients (i.e. the products/accounts the firms manage/advise)(c) Information collected through an Internet “cookie” (an information collecting device from a web server)(d) Information received or derived from correspondence, telephone calls, video conferences, meetings and conferences, for the following purposes:-

to ensure that content from this website is presented in the most effective manner for you and for your computer;

to provide you with information, products or services that you request from Sanson or which Sanson feel may interest you, where you have consented to be contacted for such purposes;

to determine your suitability to be granted access to this website or eligibility for engaging transactions managed by the firms;

to allow Sanson to effectively carry out its function as asset manager and to provide effective client servicing to you; and

to notify you about changes to Sanson’s service.

The firms do not disclose personal information to anyone, except as permitted or required by law, or as necessary to provide services to such persons.