Wanted : Independent Film Investors

DISCLAIMER

THIS NOTICE IS POSTED TO ACCREDITED INVESTORS

CONSIDERING INVESTING IN LOW-BUDGET FILM PRODUCTION

This site does not constitute an offering and is meant only to provide a broad overview for discussion purposes. All information provided here is subject to change. If and when an investment opportunity is structured, all investors must obtain and carefully read the related Offering Memorandum, which will contain the information needed to evaluate the potential investment and provide important disclosures regarding risks, fees and expenses. No offer of any interest in any product will be made in any jurisdiction in which the offer, solicitation or sale is not authorized, or to any person to whom it is unlawful to make such offer, solicitation or sale.

Accredited Investors

Under the Securities Act of 1933, a company that offers or sells its securities must register the securities with the SEC or find an exemption from the registration requirements. The Act provides companies with a number of exemptions. For some of the exemptions, such as rules 505 and 506 of Regulation D, a company may sell its securities to what are known as "accredited investors."

The federal securities laws define the term accredited investor in Rule 501 of Regulation D as:

  1. a bank, insurance company, registered investment company, business development company, or small business investment company;
  2. an employee benefit plan, within the meaning of the Employee Retirement Income Security Act, if a bank, insurance company, or registered investment adviser makes the investment decisions, or if the plan has total assets in excess of $5 million;
  3. a charitable organization, corporation, or partnership with assets exceeding $5 million;
  4. a director, executive officer, or general partner of the company selling the securities;
  5. a business in which all the equity owners are accredited investors;
  6. a natural person who has individual net worth, or joint net worth with the person’s spouse, that exceeds $1 million at the time of the purchase;
  7. a natural person with income exceeding $200,000 in each of the two most recent years or joint income with a spouse exceeding $300,000 for those years and a reasonable expectation of the same income level in the current year; or
  8. a trust with assets in excess of $5 million, not formed to acquire the securities offered, whose purchases a sophisticated person makes.

Investing in alternative investments is speculative, not suitable for all clients, and intended for experienced and sophisticated investors who are willing to bear the high economic risks of the investment, which can include:

> loss of all or a substantial portion of the investment due to leveraging, short-selling or other speculative investment practices;
> lack of liquidity in that there may be no secondary market for the fund and none expected to develop;
> volatility of returns;
> restrictions on transferring interests in the fund;
> potential lack of diversification and resulting higher risk due to concentration of trading authority with a single advisor;
> absence of information regarding valuations and pricing;
> delays in tax reporting;
> less regulation and higher fees than mutual funds;
> and advisor risk.