EFTA Document EFTA01355534

Glendower Capital SOF IV, LP. 7 Legal disdakners for perjure In Columbaa. This rnarkettng material does nisi constitute a public offer in the Republic of Colombia it is being distributed under orcurnstame, which Co nrA con:into:le a pogo of ferhig of securities under applicable Colombian securities Nws ant t regulations. Neither the proilocts. or the Management Canpanyibstiers have aria will nor be registereh with the ca,perintencence of finance of Colombia. Potential Colombian investors should snake o'er Cain reosion *heft this firancial pontuct meets their investment objective: am; tisk tolerance ie-vel Each potential Colombian investor should make its own indultles are: c011Stilt 4S con aC YOOIS ari Id ribit (inirinftal proluct ario the Managerriant COthipanyAssuers, inClieing the Merit aria risks etediviNt, amp as to legal. tax and related martan:coriceritig an investment in the prodie2S.This: riMek fling material is mattered in Colombia or proceed to Coked...Ian residents in compliance with decree 2555 of 2010 and other applicable it les and re.g.Llations relater to the promotion of foreign financial antilor Iteo.ritire: related products or cervIctic in Colorrihia. Accordingly, the rinxiccts rift only he prom:Nen to Colombian resteraists In compliance with cootie 2W' of 2010 are 'beet circumstances which do Mµ LOOStiu;lea pubic of of securities under :replica We l olombian marketing rub* and tenetal securities laws are regulations For persons In France. This Presentation can onty be Cdrivrainrcated to doilified irarestor: within the mealtime of the article 0411.1 a the Moric-taryfinancial f.o.,..emo,rehhoj et CritOrkftel to professional clients alai counterparties. For persons In Guernsey. This Pritsentation has rot been approved or alit orired by the Gt.errdity Financial Service,. C.Crialtalss4M the States of Guernsey Policy Cos:poll For Penn In Hatt m's PreZeTitalitei 6 (of general informatiorat thirposes only. ?lathing in this Presentatiai e intended to constitute (:rontial advice. No CiuhlO. or Pie:ale •:ilierlre of the IrilkieSt; is being rnef,e In Haitiand AOagreement tett tine tO the sale of pie 'reefer, will becanacdac in Hate For persons in Hong Kong The elimination rnernonflo c ft: in relation to any interest arAttor investment referred to it this Presentation has ;rot been approved by the Securities anc Futures Contanission of Hong Yong. Accordingly la) any interests or securities may not be offered or sok and hoe not been *tiered or sold in Hong K.:-ng mearci of any document, other than to 'professional insts7res" cithried ;ha Securities and Futures 1:irclirarce scar'. 5'7.1.i of Hang Kong and any 'riles Miele ;inner that Ortimance: or pi In other circumstances sserch do not remit in the cloctiment besot; a -(imwectuc" as defined in the Canpanies Ordinance (Cap. 622) of Hong ?wig or which do rot constitute an offer to the Dash( within the meaning t# that Orchnance, and (b) no prison 'be, keueri or had In its possession for the purposes of issue. and will not kr.iie or base in itt possessiom, tor role purposes whether in Hong Kong or eiSevitiefe. airy asiyertisernent, invitation Or 0/acumen'. relating to any interest or securities, which as hit ectee at. or the contents of which are of are likely to be accessett ox read by, the public in HOei* rung (except if permitted to Orr so weer securities laws of Hong Kong) tithe, than with respect to any utter' or accurities which are OF are interv.icc to he diatened at onki to On:0ns outside Hong long or arty to 'prOfeaienal inveStitirs• within the Oefairton tn.? Securitiac arc (lilacs Ordinance (Cap. 5711of Hong Korg aret any rhies rit ile Limier that Ordinance Fa persons In Wei. TN: Presentation has not teen approved by the brief Sea,r:Iies Authority are will only tie distributed to Israeli residents in a manner that. rode not constitute 'an oiler to Use public" once, sections 15 or* .15a of the hrael Ws rides Law, 517,8-LOCAt frthe Securities taw') of section 25 of 011 ic*Tr; investment Trusts Law, 5754.19CA rave Joint invaitinsant Trnsts taw'). as applicable The rosoucts occulted in this Presentation (the 'Products') are being attest,; to a linsital number ot insestims (35 in or fewer gamin any given 12 month perio) anO/or those categories of irmestors liSted in the First Andeverint ('that Atideneurill to the 'sec:allies Ulet, r5QpiliVOCALOTI Inyerttort") nafrXrIk joint investment funnt. or netual trust funds, ploViddfrt lures. insurance c ornpanies, banking corporations (purr.hasire,Pnactucts for therritelyes or (preterits vele ale Sophimicateri Investors', portfolio managers (rerrlasing Pruv..icts for themselves sir for clients who are Sophisticated Investors), invert-merit advisors rx inyestnent marketers iptacharing Pf Drools for thenisetves), members of the Tel -Aviv Slack Ekchange (porch:I:Mg Products for tfeenowhies or fog chents who aft. Sochisticati7c investors), underwriter:: (purstasing Pro-it:az for thermselvezi, venn:re capital lt.ncs ereageg mainly in ;foe capital revirliet. an entity which is wholty.owned tri 'evil:m.03m'; investors. ScrpOrations, (other triad Watt for the spetilic purnese of an aieviSition pursuant to an crier). with a ShaietOilelars ell:11:y In acess at NC. SO thing); ere ireiviskials in respect Of whom the teems <4 item$ in the to the investment Advice law hold true investing for their CWT. 3cccont. :n respect ot wt..kh at least one of the following applies: the total value of their cash, deposits, financial assets (as refined in the Investment Mice Law) arc securities tracer on a stock es.r.hirrige limned order the Se:untie: taw (together, 'trout dcid,tfl exceeds Nis 8 °onion ioiymni.,..37.0./ 11.3. nork l i.. !too,. keel of incaneo.„N.o.s, of the preceding two years exceeds HIS 1.2 million (approyinatety 1200.000). or the howl of income of then 'family unit" exceeds NIS 12 million ilera,initt or the aggregi.e value of 0 thitit trocat Assets exceeds Eitri 5 lapprovrmatety Et150.000) rif4 their kw! of income over of the preerling ton) years exceeds NIS 6110,000 (approximately E.100,000), or the lewd of inostne ot their 'family unit" re Orterol NIS 900.0(C) (approdmately L150,00)), each as define:lin the said fe:kereitirn, 3r 3eftereie-t horn time us time. and who in each care have averted written confirmation that they qualify as SophisteaW1 Investors, and that they are aware of the CrafdelauCriCtO of soil, designation knit :fiver: thereto; in all Catte, Vidger circonistanc that will fall tte private aioienent a other /remota-6 of the Joint investment Trusts Lid. the SS:Uri:le: taw and any applicable guidelines., pecreatindernentd hr ruling; issuer. from time to time by the Israel Securities Authority. This Piesentaten may not be repel:ducted Or t.se(t for any other M.rpOaa. nor be rtrreshel to ark, other person other than those to wricos copies have bean sent. Arlo offeree who purchases a Product is motivating cosh Proiliet for tr.; owe: benefit and account and not with the aim or interiricesor truributing or offering sush Product to other parti (other than, in the case of an offerme which is a 5ophisticater Investor by virti e of it being a bareing corporation, velicilio manager at member cote Tel'Avve5tw.k Excibtrige. as defined in HP: AuCendem, wherestash olleree is piashashig Product tor another partywhich* a Sophisticatec Investor). Nothing in this Presentation should tie conricered investment advice or investment marketing as definer in the Regulation of Investment Conn:Or:le'''' Investlatent Marketing ant Portfolio Management Ladd, 5755-2995. Investors are encouraged to seek cow:to:lent investment cot fuelling from a Melly kenseui investment counsel ['Mar to make* the insaiditnsent As a prereouisite to the receipt of a copy of the Presentatem a recipient shall be reouired by the fund to provice oonfirrnation that it is a Sophisticated Investor porchez.int Pralocts for its own BM:Ma:LW, where applicable, lot other Sophisticated Investors. This Presentation does not constitute an offer to sell of SofititattOn of an rifer to buy are seairities (Alt than the interests in the lure offered noel/ye nor coes it ceistitute an offer to sell to or wrolicitalson of an (ere; to bor bon; any person or persons in any state or :Abe, iurisOkten in which such offer or SOldtatk+nroxIll tie *At:lawn:le o: in which the person making sect' offer or solicitation is int ncalifiee WOO do, or to a person or parsons to wren, it is unlawful to make such <That Or felicitation. Poe peaces In Japan. The inforniatrai in relation to airy inteiest anditsi investment ruts riot beersrse will riottie registereu pursuant to Arte.e 4, Paragraph 1 of the Financial instrument. :she Exchange Law of Japan (Law no. 25 of 1948 as amerced) (the 'Flan and accordingly. any interest and/or investment in them may riot to aimed or :isle. execs:iv or iruirreCtIV. In Japan or to. or for the benerit. any tspille:e peon or to others for te-ol feting or resale. or indirectly, In Japan or la any Japanese person euept under circumstances which will result m compliance with all aoplIcable laws, regulatkint godelinCi prorni.igated by the relevant tapanwe ttosernmental and regulatory :v.:uterine:: and in el lea at the ettleeiee tine. For :It purccde, leraile3e miser any person reSidertt in Japan, includir€arie corporation or other entity organize() under the laws of la pan. In japan. 01; water's' is Cdtribirtefl by Credit Strittit securities Vansn) limited ("CU:), a registers: rinawria I Instruments rum rqcw•Gentra i of Kanto total Finance P.oreao (Vinshoi No. 66). C511 it a erier:%bilf of Japan 5ractirites Crealoo. Association, Fekle-thildtoriet dAtid.3tiOn of japan, Prison iftvetterktitt est Association and Type il rinOncialinttn:rnenta Films Association. CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0040739 CONFIDENTIAL SDNY_GM_00186923 EFTA01355534