The participating shares offered hereby may not be sold to or purchased by a US person except as set out below. If applicable, within the United States, this offering is made as a private placement pursuant to section 4(2) of the U.S. Securities Act of 1933, as amended, (the “U.S. Securities Act”), and only to parties that are “Accredited Investors” as defined in rule 501(a) of regulation D under the U.S. Securities Act (“permitted U.S. persons”). Outside the United States, this offering is made pursuant to regulation S under the Securities Act, only to parties that are not “U.S. persons” as defined in such regulation, and pursuant to exemptions from applicable securities laws of other countries (“foreign securities laws”). This booklet is not a prospectus or an advertisement, and the offering is not being made to the public. This offering is made in reliance upon exemptions from the registration requirements of the U.S. Securities Act and foreign securities laws as described above. The fund has been licensed as a professional fund under the Investment Funds Act, 2019 of the Bahamas (the “Investment Funds Act”) and the participating shares may therefore only be issued to professional investors, as defined below. A professional investor for the purposes of this website is: (a) Any bank or trust company licensed under the bank and trusts companies regulation act of the Bahamas or pursuant to the laws of another jurisdiction; whether acting in its individual or fiduciary capacity; (b) Any registered firm under the securities industry act of the bahamas that maintains a minimum capital of one hundred and twenty thousand dollars or licensed to carry on equivalent securities activities in a prescribed jurisdiction; (c) Any insurance company licensed under the insurance act of the bahamas or licensed pursuant to the laws of another jurisdiction; (d) Any pension fund where a registered investment manager has been appointed to manage the fund’s assets. (e) Any professional investor for the purposes of the investment funds act which includes: (i) An institutional investor or financial institution; or (ii) A natural person with a net worth of two hundred thousand dollars ($200,000) or more who can evidence that they have the expertise, experience and knowledge with respect to making their own investment decisions. (f) Any natural person who has an individual income in each of the two most recent years of two hundred thousand dollars ($200,000) or joint income with his spouse of three hundred thousand dollars ($300,000) and has a reasonable expectation of reaching the same income level in the current year; (g) Any trust with total assets in excess of five million dollars ($5,000,000) that has a licensed trustee or registered investment manager responsible for investment decisions; (h) Any entity with net assets in excess of five million dollars ($5,000,000) which has appointed a licensed investment manager to make investment decisions on its behalf.