Accredited Investor

Accredited investors are a category of sophisticated investors under US securities laws. Accredited investors generally include: (i) entities with total assets in excess of $5 million not formed for the specific purpose of acquiring the securities offered; (ii) private business development companies; (iii) directors, executive officers, general partners and knowledgeable employees of the issuer of the applicable securities or a parent of such issuer; (iv) natural persons with an individual net worth, or joint net with their spouse or spousal equivalent in excess of $1 million; (v) natural persons with an individual net income in excess of $200,000 or joint income with their spouse or spousal equivalent of $300,000 in each of the two most recent years with the reasonable expectation of the same individual or joint income level in the current year; (vi) state or SEC-registered investment advisers; (vii) natural persons regardless of net worth or net income having certain securities licenses; (viii) family offices and family clients; and (ix) any entity in which all the equity owners are accredited investors. The full definition of accredited investor can be found under Section 501 of Regulation D.