Please read and acknowledge the following:
The Investor fully understands and undertakes the risks associated with the investment in the Target Company, some of which are summarised below on a non-exhaustive basis for the Investor’s convenience only.
- Investment in private companies entails risks, including the risk of partial or entire loss of the money invested. The Investor’s investment is not covered by the deposit guarantee established in accordance with Directive 2014/49/EU of the European Parliament and of the Council on deposit guarantee schemes. The Investor’s investment is not covered by the investor compensation schemes established in accordance with Directive 97/9/EC of the European Parliament and of the Council on investor-compensation schemes.
- The Investor may not receive any return on their investment.
- The Investor may not be able to sell their shares or rights attached to their shares when they wish. If the Investor is able to sell them, the Investor may nonetheless be subject to losses.
- Due to the nature of private companies, there may be limited information - financial, operating or otherwise - regarding such companies. There is a risk that: (i) there are facts or circumstances pertaining to the company that the Investor is not aware of, and (ii) publicly available information and information on the Platform concerning the company may prove to be inaccurate, and, as a result, the Investor may suffer a partial or complete loss of the investment.
- SeedBlink does not independently verify information regarding companies listed on the Platform. Any listing on the Platform does not constitute an endorsement or a recommendation that the Investor invests in any particular company and does not establish an advisory relationship between SeedBlink and the Investor. SeedBlink did not undertake any due diligence with respect to the (i) companies listed on the Platform and shall not be liable with respect to its past, present, or future performance or non-performance, or (ii) seller, including in respect to ownership of shares or whether they have the right to sell or not. In particular, SeedBlink is not responsible for any transaction-related information.
- The Investor should consult their own legal, tax, investment and financial advisers regarding the suitability, desirability, and appropriateness of participating in a secondary transaction. SeedBlink does not advise the Investor on the merits of their investment or provide any other advisory services to the Investor.
- Investments in start-ups involve significant risks and are suitable only for investors capable of evaluating and bearing those risks, who have limited need for liquidity in their investment and who can afford the potential full loss of their investment. Investments in start-ups fail at a particularly high rate. In return of their investment, the Investor may ultimately receive cash, shares, or a combination of cash and shares or nothing at all. If the Investor receives shares, the shares may not be publicly traded, and may not have any significant value.
- SeedBlink does not guarantee the future performance or financial results of any company listed on the Platform. A return on investment will also depend upon the successful liquidity of the shares of the company and thus, the ultimate value of any investment depends upon factors beyond the control of the Investor. The Investor will typically not receive distributions, if any, until a liquidity event, which may not occur for many years. The Investor must therefore bear the economic risk of an investment for an indefinite period of time.
- The investment in companies listed on the Platform is subject to dilution. This means that if the business raises additional capital at a later date, it will issue new shares to the new investors, and the percentage of the company that the Investor indirectly owns will decline. Such new shares may also have certain preferential rights to dividends, sale proceeds and other matters, and the exercise of such rights may work to the disadvantage of the Investor. The investment made by the Investor may also be subject to dilution as a result of the grant of options (or similar rights to acquire shares) to employees, service providers or certain other parties.
- The Investor may receive limited information about the companies they invest in (and such information may include financial reports audited or unaudited, as the case may be). The Investor may not receive ongoing information about the value or valuation of the companies they invest in, and the Investor understands and agrees that any such valuation information would in any event be of limited reliability and use.
- If the Investor requires liquidity in the investment, the Investor should not participate in secondary transactions. Shares acquired in the companies may be subject to legal and contractual transfer restrictions and procedures (including under the transaction documents or other future contractual arrangements). The Investor should consult their legal advisers. The Investor may not be able to transfer their rights related to shares in the companies at the time or at the price the Investor seeks to make a transfer. The Investor typically should expect to hold their shares until a liquidation event has occurred at the level of the company.
- The Investor acquires only beneficial shareholding rights, as set forth in the nominee agreement. The Investor will not have individual voting powers at the level of the company. Voting in relation to matters pertaining to the company shall take place according to the provision of the nominee agreement. The nominee will not have representation on the board of directors or have any control over the management of the company.
- The transaction, the transaction terms and transaction information or any other documents related to the Investor’s participation in a secondary transaction have been neither verified nor approved by any financial supervisory authority.
- By making an investment, regardless of any entry knowledge tests or simulation of the ability to bear loss which might be available on the Platform, the Investor assumes full risk of making such investment, including the risk of partial or entire loss of the money invested.
