Minimum investment is $100,000. The securities may be sold only to accredited investors, which for natural persons, are investors who meet certain minimum annual income or net worth thresholds; The securities are being offered in reliance on an exemption from the registration requirements of the Securities Act and are not required to comply with specific disclosure requirements that apply to registration under the Securities Act; The Commission has not passed upon the merits of or given its approval to the securities, the terms of the offering, or the accuracy or completeness of any offering materials; The securities are subject to legal restrictions on transfer and resale and investors should not assume they will be able to resell their securities; and Investing in securities involves risk, and investors should be able to bear the loss of their investment.