|Deephaven Capital Management Electronic Communications - Important Terms
The contents of this or any electronic communication (whether by e-mail, instant message, Bloomberg message, SMS, etc.) and any attachments thereto (collectively, the "E-mail") are for informational purposes only and are not an offer, recommendation or solicitation to buy or sell securities or any investment product. This E-mail is not intended for distribution to, or use by, any person or entity in any location where such distribution or use would be contrary to law or regulation, or which would subject Deephaven Capital Management or a Fund to any authorization, registration or licensing requirement within such jurisdiction.
This E-mail may contain privileged or confidential information, or may otherwise be protected by work product immunity or other legal rules. No confidentiality or privilege is waived or lost by any mis-transmission. Access, copying or re-use of information by non-intended or non-authorized recipients is prohibited. If you are not an intended recipient of this E-mail, please notify the sender and immediately delete the E-mail and destroy any hard copies or printouts and do not read, act upon, print, disclose, copy, retain or redistribute any portion of this E-mail.
The transmission and content of this E-mail cannot be guaranteed to be secure or error-free. The information in this E-mail is not necessarily complete, accurate, uncorrupted, timely or free of viruses, and Deephaven Capital Management cannot accept any liability for E-mails that have been altered in the course of delivery. Deephaven Capital Management does not waive any intellectual property rights in this E-mail. For your protection, we recommend that you do not send us your or any other individual's personal information via non-secure methods of communication, including via public electronic communication channels, which are generally not secure and could be intercepted by a third party. Information in this E-mail is subject to change without notice and any views or opinions presented are solely those of the author and may not reflect the views of Deephaven Capital Management. Any electronic communication that is conducted within or through Deephaven Capital Management systems will be subject to being archived, monitored and produced to regulators and in litigation in accordance with Deephaven Capital Management policy and local laws, rules and regulations. Unless expressly prohibited by local law, electronic communications may be archived in countries other than the country in which you are located, and may be treated in accordance with the laws and regulations of the country of each individual included in the entire message chain.
Furthermore, we undertake no obligation and assume no liability or responsibility (whether express or implied) to any person concerning the information or materials contained in this E-mail except as required by mandatory provision of law which may not be excluded and hereby excludes all liability for loss or damage (including direct, indirect, foreseeable, special or consequential loss or damage and including loss of profit) even if advised of the possibility of such damages incurred or sustained by any person in connection with the information or materials or its use including (without limitation) for the consequences of reliance upon any opinion or statement contained therein or any error or omission whether negligent or not, except to the extent such liability may not be excluded or limited by applicable law or regulation, including, but not limited to, the rules of the Securities and Exchange Commission of the United States (the "SEC"), the Financial Services Authority of the United Kingdom (the "FSA") or the Securities and Futures Commission of Hong Kong (the "SFC").
The information in this E-mail is not intended to replace a recipient's own internal business processes for evaluating proposed transactions. Recipients should seek independent financial advice regarding the appropriateness of investing in any securities or investment products referred to in this E-mail and should understand that statements regarding future prospects of the instruments or the securities or investment products included in them may not be realized. The information provided is for your general information only and is not intended to provide the sole basis for any evaluation of any investment in the Funds discussed therein. Independent advice should be obtained before making a decision on the suitability of investing in any Fund for your own investment strategy and objectives. In particular you should give consideration to the fact that the products referred to in this E-mail can constitute high-risk investments, and you should carefully review any and all disclosures, disclaimers and risk warnings included in, attached to or linked to this E-mail. You should not invest in any Funds unless you understand and accept their nature and the extent of their exposure to risk.
This E-mail is provided only as of the date hereof, is not complete, may not contain certain material information about one or more Funds (including, without limitation, important disclosures and risk factors associated with an investment in the Fund(s)), and is subject to change without notice. This information is not intended to be, nor should it be construed or used as, financial, legal, tax or investment advice or an offer to sell, or a solicitation of any offer to buy, any security, investment product or any interest in a Fund. No offer or solicitation may be made prior to the delivery of appropriate Fund offering documents to qualified prospective investors. This information is of a general nature and does not take into account the particular investment objectives or financial circumstances of any specific person who may receive it. Accordingly, nothing in this E-mail may be construed as a personal recommendation or investment advice. In particular but without limitation, unless we expressly agree in writing, we do not hold ourselves out as providing advice on the suitability of any product for you. More complete disclosures and the terms and conditions relating to an investment in a particular Fund are contained in that Fund's offering documents. Before making any investment, prospective investors should thoroughly and carefully review the Fund's offering documents with their financial, legal and tax advisors to determine whether an investment is suitable for them. An investment in any particular Fund is not suitable for all investors.
Performance results are generally net of applicable fees and reflect reinvestment of profits. No representation is made that any Fund will or is likely to achieve its objectives or that any investor will or is likely to achieve results comparable to those shown or will make any profit at all or will be able to avoid incurring substantial losses. Past performance is no guarantee of future results. The value of investments may fall as well as rise and investors may not get back the amount invested. Foreign currency rates of exchange may adversely affect the value, price or income of any security or related investment. The information contained herein, including investment returns, valuations, Fund targets and strategies, may have been provided by or compiled based on information provided by third party sources, and, although believed to be reliable, has not been independently verified and cannot be guaranteed. Deephaven Capital Management makes no representations or warranties as to the accuracy, timeliness or completeness of such information, which may be incomplete or condensed, and consequently no reliance should be placed solely on such information in deciding whether or not to invest in any security, investment product or Fund. Financial indicators and benchmarks are unmanaged, do not reflect any management fees, assume reinvestment of income, are for illustration purposes only, and have limitations when used for such purposes because they may have volatility, credit, or other material characteristics that are different from those of a particular Fund. All estimates, statements and opinions included in any documents or other materials contained in this E-mail constitute our judgement as at the date they were originally published and may be subject to change without notice.
The Funds represent speculative investments and involve a high degree of risk. An investor could lose all or a substantial portion of his/her investment. Investors must have the financial ability, investment sophistication, experience, and willingness to bear the risks of an investment in a Fund. The Funds may also be leveraged (including highly leveraged), and a Fund's performance may be volatile.
An investment in a Fund may be illiquid and there may be significant restrictions on transferring interests in a Fund. There is no secondary market for an investor's investment in a Fund and none is expected to develop. A Fund may also involve structures or strategies that may cause delays in important tax information being sent to investors.
A Fund may provide no transparency regarding its underlying investments to investors, and may execute a substantial portion of its trades on foreign exchanges, which could mean higher risk. A Fund's fees and expenses - which may be substantial irrespective of the Fund's performance -- will offset or reduce the Fund's trading profits.
Any United States Fund referenced in this E-mail is not registered as an investment company under the United States Investment Company Act of 1940, as amended (the "Investment Company Act"), and the offering of shares or other interests in such United States Fund is not registered under the United States Securities Act of 1933, as amended (the "Securities Act"). Accordingly, in order for such United States Fund and such offering to be exempt from registration under such Acts, such United States Fund can only be offered and sold to a limited group of purchasers who are both "accredited investors" as defined in the Securities Act and "qualified purchasers" as defined in the Investment Company Act. In addition, this E-mail may contain pre-launch information on Funds for which FSA recognition and/or SFC authorization has been applied for but not yet received, or alternatively, Funds for which FSA recognition or SFC authorization is not being sought. Where this applies it will be clearly marked on the relevant communication. In the absence of FSA recognition or SFC authorization (as the case may be), such Funds are not regulated collective investment schemes under UK financial services legislation or Hong Kong Securities and Futures Ordinance (the "SFO") and, as such, may only be promoted, by authorized persons, to a restricted group as set out in the Financial Services and Markets Act (Promotion of Collective Investment Schemes) (Exemptions) Order 2001 or the SFO, as amended.
References to "Deephaven Capital Management" are references to Deephaven Capital Management LLC and its affiliates. References to a "Fund" or "Funds" are references to one or more funds managed by Deephaven Capital Management.
Attachments that are part of this E-mail may have additional important disclosures and disclaimers, which you should read.