Risk Disclosures

Private Placement Disclosure:

ClearList warns that investments in private, unregistered securities involves a high level of risk and may not be suitable for all investors. An investment in private company securities is highly speculative and should only be considered a long-term investment. Before deciding to invest, you should carefully consider your investment objectives, level of experience and risk appetite. You must be prepared to withstand a total loss of your investment. Private company securities are also highly illiquid and there is no guarantee that a market will develop for such securities, including on the ClearList LLC Alternative Trading System. There is also no guarantee that any private placement will be publicly listed through a direct listing or Initial Public Offering. You should be aware that each investment also carries its own specific risks and that you should complete your own independent due diligence regarding the investment including obtaining additional information, opinions, financial projections, and legal or other investment advice.

Risk Related to Private Securities:

Investing in private, unregistered securities is not suitable for all investors.  Investing in private company securities generally involves greater risks than investing in publicly traded securities. Investing in private company securities involves risk of loss that investors should be prepared to bear.  Private company securities may be more difficult to buy and sell.  Trading opportunities may be more limited for private company securities that are not widely held.  There may be greater liquidity risk and the possibility that a security cannot be sold at an ideal time.  If this happens, an investor account may be required to continue to hold the security and losses could be incurred. Private Securities that have been issued pursuant to exemptions from registration with the SEC, may be subject to certain holding periods prior to being resold, which may further impact your ability to buy or sell such securities.

Private Securities, as well as any particular investment, may not be suitable for everyone. With respect to any investment or security traded on the ClearList ATS we urge you to carefully evaluate its appropriateness for your situation.  You are strongly encouraged to complete your own independent due diligence before investing in private, unregistered securities, including obtaining additional information, opinions, financial projections, and legal or other investment advice.  Private, unregistered securities are also highly illiquid and there is no guarantee that a robust market will develop for such securities, including on the ClearList ATS.

No investment process is free of risk; no strategy or risk management technique can guarantee returns or eliminate risk in any market environment.  There is no guarantee that your investment processes will be profitable. Past performance is not a guide to future performance.  Any trading success enjoyed by others does not guarantee similar results for you. The value of investments, as well any investment income, is not guaranteed and can fluctuate based on market conditions.  Diversification does not assure a profit or protect against loss.

Affiliations – GTS Securities and/or GTS Execution Services may place orders on both sides of a market for private company securities traded on the ClearList ATS.  Both GTS Execution Services LLC and GTS Securities LLC are affiliates of ClearList LLC and ClearList Securities LLC through common ownership and all of these entities are registered broker-dealers.  Affiliates, officers, directors, and/or employees of ClearList LLC and/or ClearList Securities LLC may hold a position in the financial instruments of an issuer of private company securities wherein certain underwriting, private placement, or advisory services were performed and private securities of that issuer may be traded on the ClearList ATS.

Commissions/Transaction costs – Before you begin to trade, you should obtain details of all commissions and other charges for which you must be liable. The fees and costs you will incur for brokerage services are transaction-based and will be assessed on a transaction-by-transaction basis, when you buy or sell unregistered securities. Typically, our commission is 1%. We also may charge administrative and transfer fees. You will pay fees and costs whether you make or lose money on your investments. Fees and costs will reduce any amount of money you make on your investments over time. Please make sure you understand what fees and costs you are paying.

When products are purchased or sold, several types of incidental costs (including potential transaction fees and commissions) are incurred in addition to the current price of the security. These incidental costs may significantly reduce or even exclude the profit potential of the products.  In addition to such costs directly related to the purchase of products (direct costs), you must also take into account any follow-up costs (such as custody fees). You should inform yourself about any additional costs incurred in connection with the purchase, custody or sale of a private security before investing.