This confidential offering overview (the “Preliminary Overview”) was prepared on behalf of Ceeley OZ, LLC. (the “Company”). This information is qualified in its entirety by, and should be read in conjunction with, the information appearing in any offering materials of the Company, which may include a confidential private placement memorandum of the Company, as it may be supplemented from time to time (the “Memorandum”) relating to the potential purchase of Company shares.
The information contained herein is confidential. By accepting this Preliminary Overview, the recipient agrees that it will, and it will cause its manager, directors, partners, members, shareholders, officers, employees, representatives and agents to use such information only for the specific purpose for which it was provided and for no other purpose. The recipient will not, directly or indirectly, divulge any of the confidential information presented herein to any other party without the prior written consent of the Fund. Any reproduction of such information, in whole or in part, is prohibited.
This Preliminary Overview is provided solely for informational and discussion purposes only and is not, and may not be relied on in any manner as, legal, business, financial, tax or investment advice or as an offer to sell or a solicitation ofanoffertobuyaninterestinanysecurityortoparticipateinanysecuritiesoffering. If any offer or solicitation is made, it would be accompanied by appropriate disclosures and a description of material information applicable to the offer not contained herein and which would supersede this information in its entirety.
The Company does not make any representation or warranty, express or implied, as to the accuracy or completeness of the information contained herein and nothing contained herein shall be relied upon as a promise or representation whether as to the past or future performance. The information contained herein does not purport to contain all of the information that may be required to evaluate the Company and any recipient hereof should conduct his/her/its own independent analysis. The Company disclaims any and all liability as to the information set forth herein or omissions here from,including,withoutlimitationanyexpressorimpliedrepresentationorwarrantywithrespect to such information. The Company does not expect to update or otherwise review the information contained herein. Additional information is available on request.
These materials may contain statements that are not purely historical in nature but are “forward-looking statements.” These may include, among other things, projections, forecasts, estimates of income, yield or return, future performance targets, sample or pro forma financial information. These forward-looking statements are based upon certain assumptions. Actual events are difficult to predict and will be beyond the control of the Company. All forward-looking statements included are based on information available on the date hereof and the Company does not assume any duty to update any forward-looking statement. There can be no assurance that estimated returns or projections can be realized, or that forward-looking statements will materialize.
The interests purchased in any offering by the Company will not be registered under the Securities Act of 1933, as amended, the securities laws of any U.S. State, or the securities laws of any other jurisdiction, nor will the Company be registered under the Investment Company Act of 1940, as amended. Furthermore, neither the Company nor the individuals who serve as the officers thereof, are registered (nor do they expect to register) as investment advisers under the Investment Advisers Act of 1940, as amended. Neither the Securities and Exchange Commission nor any other U.S. or Non-U.S. securities regulatory authority has passed or will pass upon the accuracy or adequacy of this Preliminary Overview, nor will they pass on the accuracy or adequacy of the Memorandum, or approve or disapprove of any investment in the Company. Any representation to the contrary is a criminal offense. Significant restrictions, under both applicable law and the governing documents of the Company will exist on the transferability of Company interests. There is no guarantee that an investor will receive any return on, or even a return of, an investor’s capital contributions.