Please read and accept the terms & conditions of this site.
Investing in our common stock involves a high degree of risk. You should purchase these securities only if you can afford a complete loss of your investment. See the section entitled Risk Factors in the current prospectus for a more detailed discussion of the risks which should be considered in connection with your investment in our common stock, including, but not limited to:
- We are a new company and have a no operating history and are therefore subject to the business risks and uncertainties associated with any new business, including the risk that we will not achieve our investment objectives.
- Triton Pacific Adviser, LLC (“TPA”), our investment advisor, has not previously managed a business development company or a regulated investment company (“RIC”). Therefore, TPA may not be able to successfully operate our business or achieve our investment objectives.
- Economic activity in the United States was impacted by the global financial crisis of 2008 and has yet to fully recover. These conditions may make it more difficult for us to achieve our investment objectives.
- Because there is no public trading market for shares of our common stock and we are not obligated to effectuate a liquidity event by a specific date, it will be difficult for you to sell or otherwise liquidate your shares.
- The amount of any distributions we may make is uncertain. Our distributions proceeds may exceed our net investment income, particularly during the period before we have substantially invested the net proceeds from our public offering. Therefore, portions of the distributions that we make may represent a return of capital to you for tax purposes.
- We have elected to be treated as a RIC for federal income tax purposes. Failure to maintain our qualification as a RIC would subject us to federal income tax on all of our income, which would have a material adverse effect on our financial performance.
- As a result of the annual distribution requirement to maintain our qualification as a RIC, we will likely need to continually raise cash or make borrowings to fund new investments. At times, these sources of funding may not be available to us on acceptable terms, if at all.
- We are subject to financial market risks, including changes in interest rates, which may have a substantial negative impact on our investments.
- An investment strategy focused on primarily on privately-held companies presents certain challenges, including the lack of available information about these companies.
- A significant portion of our portfolio will be recorded at fair market value as determined in good faith by our board of directors and, as a result, there is uncertainty as to the value of our portfolio.
- We invest primarily in mezzanine debt and equity buyouts of privately held companies. These involve a heightened risk due to a number of factors including: greater vulnerability, greater volatility, limited financial resources, greater reliance on management, and less public transparency.
- We may borrow funds to make investments. Leverage increases the volatility of investments. Moreover, our management fees will be higher than if we did not use leverage, whether or not the leveraged investments are ultimately successful.
- This is a “best efforts” offering and if we are unable to raise substantial funds then we will be more limited in the number and type of investments we may make.
- The potential for TPA to earn incentive fees under the investment advisory and administrative services agreement may create an incentive for it to enter into investments that are riskier or more speculative than would otherwise be in our best interests.
- TPA and its affiliates face conflicts of interest as a result of compensation arrangements, time constraints and competition for investments, which they will attempt to resolve in a fair and equitable manner, but which may result in actions that are not in your best interest.
- The purchase price at which you purchase shares will be determined at each quarterly closing date. As a result, your purchase price may be higher than the prior closing price per share, and therefore you may receive a smaller number of shares than if you had subscribed at the prior quarterly closing price.
- In the event of a decline in our net asset value, the board of directors may elect not to reduce our net offering price per share. As a result, your purchase price may be materially higher than the company’s current new asset value per share.
- Diversification does not assure a profit or protect against loss in a declining market.
This is not an offer to sell nor a solicitation of an offer to buy the securities described herein. An offering is made only by the prospectus. This website must be read in conjunction with the prospectus in order to fully understand all of the implications and risks of the offering of securities to which the prospectus relates. A copy of the prospectus must be made available to you in connection with this offering.