Pre Offering Summary


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THIS PRE-OFFERING SUMMARY DOES NOT CONSTITUTE AN OFFER TO SELL OR A SOLICITATION OF OFFERS TO BUY, SECURITIES, SUCH AN OFFER CAN BE MADE ONLY BY A CONFIDENTIAL PRIVATE PLACEMENT MEMORANDUM TO BE SUBSEQUENTLY PREPARED, AND DELIVERED TO QUALIFIED OFFEREES. THIS DOCUMENT IS ONLY INTENDED TO PROVIDE AN INITIAL SUMMARY OF THE PROPOSED TRANSACTION, WHICH MAY BE SUBJECT TO CHANGE, AND WHICH WILL BE SUPERSEDED BY THE PRIVATE PLACEMENT MEMORANDUM. THIS PRELIMINARY INFORMATION STATEMENT MAY NOT BE REPORDUCED OR DISTRIBUTED BY THE RECIPIENT.

AN INVESTMENT IN THE COMPANY WILL BE SPECULATIVE AND WILL INVOLVE A HIGH DEGREE OF RISK. SUCH RISKS INCLUDE, BUT ARE NOT LIMITED TO, INVESTMENT IN A NEW START-UP VENTURE WITH SIGNIFICANT CAPITAL NEEDS AND EXPENSES, THE ILLIQUIDITY OF THE INVESTMENT, RESPRICTIONS ON TRANSFERABILITY, THE NEED FOR ADDITIONAL CAPITAL, AND OTHER POTENTIAL RISKS WHICH CANNOT BE DETERMINED IN ADVANCE.

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