Risk Warning

Choosing to invest in a company that has provided information through the Angel Groups platform is done so at your own volition and without reliance on any information from Financial Pulse Limited be it on the platform, the pitching events or any other communication and such a decision should only be based on the information provided by the relevant company and if you unsure as to any aspect of the information provided, you should seek advice from an independent financial adviser.

Investing in small private or publically listed companies involves risks, including illiquidity, loss of investment, lack of dividends and dilution, and it should only be done as part of a diversified portfolio. Financial Pulse through its platform Angel Groups is targeted exclusively at investors who are sufficiently sophisticated to understand these risks and make their own investment decisions. You will only be able to consider investing via Angel Groups once you are authorised.

Loss of Capital

A considerable number of Small Businesses fail, and if you choose to invest in a business that has been introduced through the platform it is significantly more likely that you will lose all of your invested capital than that you will see a return of capital or a profit. You should not invest more money through the Angel Groups platform that you can afford to lose without altering your standard of living.

Limited Illiquidity

Investments in Small Companies via the Angel Groups platform should be considered as highly illiquid. It is very unlikely that there will be a secondary market for such shares and one is not expected to develop. This means that you are highly unlikely to be able to sell your shares until and unless the Investee Company floats on a securities exchange or is bought by another company and such an eventuality is unlikely to occur for a number of years from the time of your investment. There are no guarantees that the Investee Company will be able to make repayment of the Convertible Loan Note and interest on the due-date.

Investment risk

Any potential investor needs to appreciate that an investment via the Angel Groups platform is subject to market fluctuations and there can be no assurance that any appreciation in value will occur. It should be appreciated that both the value and the income from investments can fluctuate and may fall and there is no certainty that an investor will get back any part of their investment and should further appreciate that your interests are unsecured and rank subordinate to the interests of all creditors. In the event that a company becomes unable to meet its debts as they fall due, investors may realise less than their original investment. The price which investors may realise for their investments and the timing of any such realisation may be influenced by a large number of factors, some of which are specific to the investment and others of which are extraneous. The ability of an investor to sell shares will depend on there being a willing buyer for such shares at an acceptable price. Consequently, it might be difficult for an investor to realise his investment.

Rarity of Dividends

Small companies rarely pay dividends. This means that if you invest in a business through the platform, even if it is successful, you are unlikely to see any return of capital or profit until you are able to sell the shares in the investee company which is unlikely to occur for a number of years from the time you make your investment.

Dilution

Any investment you make through AD is likely to be subject to dilution. This means that if the business raises additional capital at a later date, it will issue new shares in the investee company to the new investors, and the percentage of the investee company that you own will decline. These new shares may also have certain preferential rights to dividends, sale proceeds and other matters, and the exercise of these rights may work to your disadvantage. Your investment may also be subject to dilution as a result of the grant of options (or similar rights to acquire shares) to employees of, service providers to, or certain other parties connected with, the investee company.

Lack of Operating History

Many of the investee companies are likely to be recently formed entities and have no substantive operating history upon which prospective investors can evaluate likely performance.

Diversification

Investing in startups should only be done as part of a diversified portfolio. This means that you should invest relatively small amounts in multiple businesses rather than a lot in one or two businesses. It also means that you should invest only a small proportion of your investable capital in startups as an asset class, with the majority of your investable capital invested in safer, more liquid assets. This is a specialist area and you should seek advice from an independent financial adviser.

Dependence on Directors

The success of many investee companies coming through the Angel Groups platform will depend in part upon the ability of their directors to develop and maintain a strategy that achieves the company's investment objectives.

Tax Treatment of Shares

Tax reliefs are not guaranteed, depend on the entities invested in maintaining their qualifying status, and may be withdrawn at any time by HM Revenue & Customs. The tax treatment of EIS and SEIS schemes depends on the individual circumstances of each client/investor and may be subject to change in future. Advance EIS and SEIS clearance from HMRC are not a guarantee that an investor will receive the indicated tax relief.

Past Performance

Past performance is not a reliable indicator of future performance. You should not rely on any past performance as a guarantee of future investment performance.

Forecasts

Forecasts are not a reliable indicator of future performance. A Pitch may contain forward-looking statements or assumptions which inter alia relate to future projections, prospects and developments. Forward-looking statements are identified by their use of terms and phrases such as “believe”, “could”, “envisage”, “estimate”, “intend”, “may”, “plan”, “will” or the negative of those, variations or comparable expressions. Any such statements are based on trends or expectations at the time of writing and are subject to risks and uncertainties that could cause actual outcomes to differ materially from those expressed or implied by those statements. Such statements should be regarded as illustrative expressions only which are believed to be reliable at the time of writing but should not be taken as implying any indication, assurance or guarantee that such trends or expectations are correct or exhaustive or will continue in to the future. Each reader must make their own independent assessment of the information provided in a Pitch and seek independent, relevant and specialist professional advice prior to placing any reliance on it. These Risk Warnings are not a substitute for that professional advice and any such reliance is placed at your sole risk.

Financial Services Compensation Scheme

Investors will not be able to claim under the Financial Services Compensation Scheme merely because an investee company introduced through the Angel Groups platform, fails. Details of the Financial Services Compensation Scheme may be found at www.fscs.org.uk

This list of risk factors does not purport to be a complete enumeration or explanation of the risks involved. Prospective investors should read the relevant investee companies' pitch documents they have loaded onto the platform in their entirety and consult with their own advisers before deciding whether to invest.

Disclaimer

Neither Financial Pulse nor Angel Groups Technology Limited offer investment advice to individual investors, their associated groups or the individual businesses seeking investment. This type of investment activity may expose an individual to significant risk of losing all of the property or other assets invested. The communications within the ‘Angel Groups’ platform should be reviewed only by parties who are (i) Certified High Net Worth individuals, (ii) Certified or Self-certified Sophisticated Investors, (iii) High Net Worth Persons (as described above), (iv) Associations of High Net Worth or Sophisticated Investors, or (v) “authorised persons” within the meaning of the Act (together the “Authorised Recipients”). The communications in the ‘Angel Groups’ platform should not under any circumstances be read by or distributed to any party other than the Authorised Recipients. We strongly advise that you seek independent advise from an appropriate, qualified advisor.

Financial Pulse and Angel Groups Technology Limited take no responsibility for the information/forecasts/opinions/drawings/statements or any form of communication provided by the businesses be this through face-to-face pitches, through the ‘Angel Groups’ platform or any other form of communication and this information is the sole responsibility of the business concerned.

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