HOUSE_OVERSIGHT_024569.jpg
1.47 MB
Extraction Summary
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People
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Organizations
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Locations
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Events
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Relationships
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Quotes
Document Information
Type:
Legal/financial document (offering memorandum or private placement memorandum)
File Size:
1.47 MB
Summary
This page is an excerpt from a legal offering memorandum, likely for a private placement investment in an entity identified as 'KUE' (likely KUE Capital). It outlines the eligibility requirements for investors under the U.S. Securities Act of 1933, specifying that units are sold only to 'accredited investors' who must sign a Subscription Agreement acknowledging the risks, including the potential for complete loss of investment. The document bears a House Oversight Committee Bates stamp.
Organizations (2)
| Name | Type | Context |
|---|---|---|
| KUE |
The entity issuing the 'Units' for purchase. Likely refers to KUE Capital, an Epstein-associated entity.
|
|
| House Oversight Committee |
Implied by the Bates stamp 'HOUSE_OVERSIGHT_024569'.
|
Locations (1)
| Location | Context |
|---|---|
|
Jurisdiction for the Securities Act of 1933.
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Relationships (1)
Investors must enter into a Subscription Agreement to purchase Units from KUE.
Key Quotes (3)
"Accordingly, the Units are initially being offered and sold only to 'accredited investors.'"Source
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Quote #1
"that it has carefully read and understood this Memorandum and the organizational documents of KUE in their entirety"Source
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Quote #2
"it can afford to suffer the complete loss of its investment"Source
HOUSE_OVERSIGHT_024569.jpg
Quote #3
Full Extracted Text
Complete text extracted from the document (2,294 characters)
17. ELIGIBLE INVESTORS
17.1. UNITED STATES SECURITIES ACT OF 1933
The Units will not be registered under the Securities Act, in reliance upon the exemption from registration provided by Section 4(2) of the Securities Act and will not be registered under the securities laws of any jurisdiction.
Accordingly, the Units are initially being offered and sold only to "accredited investors."
Each investor is required to enter into a Subscription Agreement to purchase the Units. In the Subscription Agreement, it will be required to represent, among other customary private placement representations, as follows:
• that it is an "accredited investor" (as such term is defined in Regulation D under the Securities Act);
• that it has carefully read and understood this Memorandum and the organizational documents of KUE in their entirety and that it has relied on such documents in making its investment decision;
• that it has had an opportunity to receive answers from KUE to its questions regarding the Units and other matters pertaining to its investment, and it has obtained all additional information it has requested from KUE to verify the accuracy of the information furnished to it;
• that it is capable of evaluating the merits and risks of purchasing the Units and of making an informed investment decision with respect thereto;
• that its financial situation is such that it can afford to bear the economic risk of holding the Units as an illiquid investment for an indefinite period of time, and it can afford to suffer the complete loss of its investment;
• that it is acquiring the Units for its own account for investment purposes only and not with a view to resale or distribution; and
• that it understands that it must bear the economic risk of an investment in the Units for an indefinite period of time.
In the Subscription Agreement, each investor will be required to represent whether or not it is a U.S. Person or non-U.S. Person (as such terms are defined in Regulation S under the Securities Act). Each non-U.S. Person will be required to represent:
• whether it is purchasing the Units in an offshore transaction within the meaning of Regulation S; and
• that it is eligible to purchase the Units under the laws applicable to it.
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HOUSE_OVERSIGHT_024569
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