FORWARD LOOKING STATEMENT DISCLAIMER

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Certain information set forth “forward-looking information”, including “future oriented financial information” and “financial outlook”, under applicable securities laws (collectively referred to herein as

forward-looking statements). Except for statements of historical fact, information contained herein constitutes forward-looking statements and includes, but is not limited to, the (i) projected financial performance of the Company; (ii) completion of, and the use of proceeds from, the sale of the shares being offered hereunder; (iii) the expected development of the Company’s business, projects and joint ventures; (iv) execution of the Company’s vision and growth strategy, including with respect to future M&A activity and global growth; (v) sources and availability of third-party financing for the Company’s projects; (vi) completion of the Company’s projects that are currently underway, in development or otherwise under consideration; (vi) renewal of the Company’s current customer, supplier and other material agreements; and (vii) future liquidity, working capital, and capital requirements. Forward-looking statements are provided to allow potential investors the opportunity to understand management’s beliefs and opinions in respect of the future so that they may use such beliefs and opinions as one factor in evaluating an investment.  

 

These statements are not Guarantees of future performance and undue reliance should not be placed on them. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements.

 

Although forward-looking statements contained in this presentation are based upon what management of the Company believes are reasonable assumptions, there can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company undertakes no obligation to update forward-looking statements if circumstances or management’s estimates or opinions should change except as required by applicable securities laws. The reader is cautioned not to place undue reliance on forward-looking statements.

 

 

RISK STATEMENT

The security instruments of Forest City SynBio Inc. “FCSB” have not been registered with or recommended by the securities exchange commission, any state securities commission or any other governmental or self regulatory agency anywhere in the world. No governmental agency, including the securities and exchange commission or any state securities commission, nor any self-regulatory agency anywhere in the world has passed upon the accuracy or adequacy of this confidential informational presentation. Any representation to the contrary is a criminal offence.  

 

The security instruments of “FCSB” (collectively, the “FCSB” instruments” are not registered under the securities act of 1933, as amended (“securities act”), in reliance on the provisions of regulation d under the securities act. The “FCSB” instruments are subject to restrictions on transferability and resale and generally may not be transferred or resold except as permitted under the securities act and applicable state securities laws, pursuant to registration thereunder or exemption therefrom, and as permitted in the shareholder agreement of “FCSB”.  

 

The “FCSB” instruments are not freely marketable and involve a high degree of risk.

OSC CROWDFUNDING INSTRUMENTS RULES AND POLICIES

Additional distribution materials  
12.(1) In addition to the crowdfunding offering document required to be made available to a purchaser under paragraph 5(1)(f) [Crowdfunding prospectus exemption], an issuer may make available to a purchaser only through the funding portal the following materials:  

(a) a term sheet;
(b) a video;   
(c) other materials summarizing the information in the crowdfunding offering document.  

Denial of issuer access and termination  
28. 1(a)(iii) the crowdfunding offering document or the materials referred to in subsection 12(1) [Additional distribution materials] contain a statement or information that constitutes a misrepresentation or an untrue statement of a material fact and the issuer has not corrected the statement or information as requested by the funding portal under section 27 [Obligation to review materials of eligible crowdfunding issuer], or  

(1)(b) the issuer or any of its directors, executive officers or promoters has pled guilty to or has been found guilty of an offence related to or has entered into a settlement agreement in a matter that involved fraud, or securities violations.  

(2) A funding portal must terminate a distribution if, at any time during the distribution period, it appears to the funding portal that the business of the issuer is not being, or may not be, conducted with integrity.  

 

Monitoring purchaser communications  

32. If a funding portal establishes an online communication channel through which purchasers may communicate with one another and with the eligible crowdfunding issuer about a distribution, the funding portal must monitor postings and remove any statement by, or information from, the issuer that is inconsistent with the crowdfunding offering document or is not in compliance with this Instrument.  

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