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General
Investing with Bioverge
Secondary Market
Who can invest in Bioverge Funds?

In order to invest in Bioverge Funds, investors must meet the criteria of being an accredited investor.

What is an accredited investor?

“Accredited investor” has been defined by the Securities and Exchange Commission (SEC) as a test to determine who is eligible to participate in certain private capital market offerings. Generally an individual person is an accredited investor if they: (1) had an income of $200,000 over the last two years (or $300,000 jointly with a spouse or spousal equivalent) and reasonably expect to satisfy the same criteria in the current year, (2) have a net worth of over $1,000,000, either alone or together with a spouse or spousal equivalent (excluding the person’s primary residence) or (3) hold a Series 7, Series 82, or Series 65 financial services license and is in good standing. An individual must be an accredited investor to invest with Bioverge.

Can international investors participate?

Yes, international investors can participate in Bioverge Funds. Our offerings are conducted under the SEC's Regulation D, Rule 506, which allows for participation from both domestic and international investors, provided that they are accredited and comply with the regulations of their respective jurisdictions.

I am investing through a business entity (i.e. a trust, LLC, partnership, or corporation). How does an entity qualify as an accredited investor?

In addition to qualifying as an individual, there are other categories of accredited investors which will satisfy the SEC’s definitions: (1) any entity in which all of the equity owners are accredited investors, or (2) any trust, with total assets in excess of $5 million, not formed specifically to purchase the subject securities, whose purchase is directed by a sophisticated person, or (3) certain entity with total investments in excess of $5 million, not formed to specifically purchase the subject securities.

What are Bioverge Funds?

Bioverge Funds allow investors to access 15 or more companies via a single investment. Our Bioverge Deal-by-Deal products, by comparison, typically invest in a single deal/company. Diversification is a benefit of the Bioverge Funds, as investment risk may be spread across multiple assets. Additionally, investors in Bioverge Funds can access healthcare venture capital opportunities on a wider scale than they might otherwise be able to by making individual investments.

How does investing work?

Once you create an account, you will be able to review our investment opportunities. Once you’re ready to invest, our platform will prompt you with any questions necessary to complete your investment documents online and how to fund your investments.

As an investor, you will have access to your portfolio details and you will receive quarterly updates on how your investments are performing. If an investment exit is realized, you will receive associated distribution income or public shares.
Click for important disclosures

How are my investments protected?

Each Bioverge Fund is a limited liability company (LLC) that invests in private securities offerings and is managed by Bioverge. We act as the decision-maker on your behalf, handling the day-to-day operations. As a Bioverge Fund investor, your investment is held in the form of ownership interest in the LLC. If something were to happen to Bioverge (the company), you would still maintain your ownership of the LLC and the entity’s underlying investment holdings.

Who is eligible to sell their interests?

The sell orders can be placed by any eligible investors in select syndicates that have been approved for secondary transfers.

When can I sell my interest?

We expect to first permit sell orders in a syndicate 12 months from the date of an asset’s acquisition. Once this threshold is met, sellers in eligible syndicates will generally have the opportunity to place their interests for sale during quarterly windows established by Bioverge. We expect these windows will take place for approximately 2 weeks in the middle of each quarter.

How much of my interest can I sell?

Sellers can place 100% of their interests for sale in any eligible syndicate. Sellers also have the option to place a portion of their interest for sale. Partial sales require a $25,000 minimum and can then be increased in increments of $5,000. The remaining investment after a partial sale must be at least $10,000. Please contact info@bioverge.com to learn more.

At what price can I sell?

Sellers will have the ability to offer their positions at a specified discount to their “Marked Value,” which is a value determined by Bioverge quarterly. See the definition of “Marked Values” below for more detail. As we continue to refine the Bioverge Secondary Market, we expect to update (and could restrict) the range of prices that positions can be offered at.

Can I select an alternate price to offer my interest at?

In order to facilitate an efficient experience on the Bioverge Secondary Market, we do not currently accept orders at prices that vary from the specified discount to the Marked Value.

Important Disclosures
Private Securities
Investments in private offerings are speculative and involve a high degree of risk. Investments in private offerings are not bank deposits and therefore are not insured by the FDIC or guaranteed by any other party. Investors must be qualified as an accredited investor to participate in private offerings and you may be required to verify your status as an accredited investor. No securities commission or regulatory authority has recommended or approved any investment or the accuracy or completeness of any of the information or materials provided by or through us.
Not Advice
This communication is not to be construed as investment, tax, or legal advice in relation to the relevant subject matter; investors must seek their own legal or other professional advice before making any investment to determine whether an investment is suitable for them.
Performance Not Guaranteed
Past performance is no guarantee of future results. Any historical returns, expected returns, or probability projections are not guaranteed and may not reflect actual future performance.
Risk of Loss
All investments involve a high degree of risk and may result in partial or total loss of your investment.
Liquidity Not Guaranteed
Investments offered by Bioverge are illiquid and there is never any guarantee that you will be able to exit your investments on the Secondary Market or at what price an exit (if any) will be achieved.
Not an Offer to Sell or Solicitation to Buy
The information presented on this Website does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities of Bioverge. Any such offer would only be made through of a prospectus, private placement memorandum, subscription agreement or similar documents. This Website is subject to material updating, revision and further amendment.
Conduct Your Own Due Diligence
This information is not intended to provide the sole basis for your evaluation of Bioverge. You should conduct your own due diligence of Bioverge and independently verify the information contained below before proceeding further with any investment in or other transaction with Bioverge. Our officers will make themselves available to answer any questions that you may have regarding our company, its business, operations and prospects should you decide to proceed further with an investment or other transaction with Bioverge.
Forward Looking Statements
The information set forth below includes statements, estimates, projections with respect to our anticipated future performance and other forward-looking statements, which are subject to risks, uncertainties and assumptions. In some cases, you can identify these statements by forward-looking words such as “may”, “might”, “will”, “should”, “expect”, “plan”, “anticipate”, “believe”, “estimate”, “predict”, “potential”, “future” or “continue”, the negative of these terms and other comparable terminology. Such forward-looking statements are based on current plans, estimates and expectations and are made pursuant to the Private Securities Litigation Reform Act of 1995. These statements, estimates and projections are based upon various assumptions that we made concerning our anticipated results and industry trends, which may or may not occur. We are not making any representations as to the accuracy of these statements, estimates or projections. Our actual performance may be materially different from the statements, estimates or projections set forth below. We are under no duty to update any of these forward-looking statements to conform them to actual results or revised expectations. Back

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