Atalaya Risk Management Overview
Important Disclaimers
The enclosed materials are being provided by Atalaya Capital Management LP ("Atalaya") for informational purposes only and do not constitute an offer to sell or a solicitation of an offer to purchase an interest
in any current or future fund, investment vehicle or account managed or advised by Atalaya (each a "Fund," collectively, the "Funds."). Any such offer or solicitation shall be made only pursuant to the
confidential private placement memorandum or other applicable offering materials of such Fund (collectively, the "Memorandum"), which describes risks related to an investment therein and various other
important matters. The Memorandum, including, without limitation, the risk factors and potential conflicts of interest described therein, should be read carefully and in its entirety prior to investment. Information
contained herein is not intended to be complete or final, should not form the primary basis for an investment decision, and is qualified in its entirety by the Memorandum and the governing documents of each
Fund. Each prospective investor should consult its own advisors as to legal, tax, and related matters concerning an investment in interests in the Funds. No offer to purchase interests in the Funds will be
made or accepted prior to the receipt by the recipient of the Memorandum and the relevant subscription documents, which must be completed in their entirety.
ATALAYA
Any person subscribing for an investment in the Funds must be able to bear the risks involved and must meet each Fund's suitability requirements. An investment in a Fund may not be suitable for all
investors. An investment in a Fund will be suitable only for certain financially sophisticated investors who meet certain eligibility requirements, have no need for immediate liquidity in their investment, and can
bear the risk of an investment in a Fund for an extended period of time. Investors that are U.S. persons must be accredited investors and qualified purchasers (as defined by U.S. securities laws).
The data presented herein includes historical and/or projected figures or calculations and is sourced either by a third party or by Atalaya. Reasonable efforts were made to attribute third party sourced data to
its source. Data sourced or calculated by Atalaya was done so in good faith and in a commercially reasonable manner. To the extent data or related information is historical, it may also be audited. Atalaya
shall not be responsible for data presentation or calculation errors that were made in good faith, including errors in transmission from other sources where such data may be in original or more complete
form. Data produced by Atalaya, including any underwritten and projected performance metrics, should not be relied upon for any purpose whatsoever, other than that they are believed to be reasonable as of
the date presented.
No assurance can be given that a Fund will meet its investment objectives or avoid losses (which may be substantial). The Funds are speculative and involve varying degrees of risk, including substantial
degrees of risk in some cases. Interests in a Fund and all Fund investments will be illiquid and their value will be volatile and could suffer from adverse or unexpected market moves, or other adverse events
involving transaction counterparties and/or underlying collateral. Past results of Atalaya as the investment manager of the Funds are not necessarily indicative of future performance of the Funds and each
Fund's performance may be volatile. Nothing herein is intended to imply that the investment methodology may be considered "conservative," "safe," "risk free" or "risk averse." Further, no assurance is given
that any specific or indicated returns, performance or results (including "target returns") will be achieved, or that targeted investment return projections are, in any way, a guarantee of future performance. Any
targeted investment returns are based upon assumptions regarding future events and conditions which may not prove to be accurate or complete.
There is generally no secondary market for investors' interests in a Fund and none is expected to develop. There are restrictions on transferring interests in a Fund. Each Fund's fees and expenses may be
significant and may offset that Fund's trading and investment profits. The enclosed materials are believed to be accurate as of the date of distribution. No representation or warranty is made as to its continued
accuracy after such date. None of the Funds will be registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the "Company Act") in reliance upon the exemption
under Section 3(c)(7) and accordingly, the Funds will not be subject to the same regulatory requirements as a "mutual fund". The Memorandum will not be reviewed, approved, or recommended by any U.S.
federal or state securities, futures or other commission or regulatory authority, or any commission or authority in any other country or jurisdiction.
This presentation is provided on a confidential basis solely for the information of those persons to whom it is delivered unless otherwise required by applicable law or regulation. This presentation is not to be
reproduced in whole or in part or used for any other purpose. By accepting this presentation, the recipient (which shall include its directors, partners, officers, employees and professional representatives)
acknowledges that it will keep it strictly confidential and use the presentation only for information and discussion purposes related to Atalaya and not for any other purpose. Notwithstanding anything to the
contrary herein, each recipient of this presentation (and each employee or professional representative of such recipient) may disclose to any and all persons, without limitation of any kind, the tax treatment and
tax structure of (i) any Fund and (ii) any of their investment transactions, and all materials of any kind (including opinions or other tax analyses) relating to such tax treatment and tax structure. The distribution
of the enclosed materials in certain jurisdictions may be restricted and, accordingly, it is the responsibility of any prospective investor to satisfy itself as to compliance with relevant laws and regulations.
Certain information contained in this presentation constitutes "forward-looking statements" which can be identified by the use of forward-looking terminology such as "may," "will," "should," "expect," "anticipate,"
"target," "project," "estimate," "intend," "continue" or "believe" or the negatives thereof or other variations thereon or comparable terminology. Due to various risks and uncertainties, actual events or results or
the actual performance of a Fund may differ materially from those indicated, reflected or contemplated in such forward-looking statements. Estimations or projections made by Atalaya should not be relied upon
by prospective investors for any purpose whatsoever other than that they are believed to be reasonable as of the date referenced.
Atalaya Capital Management LP. All Rights Reserved. As used herein, the term "Atalaya" refers to Atalaya Capital Management LP, together with its subsidiaries and affiliated companies. Each affiliate and
subsidiary of Atalaya is separately organized and none of these companies are responsible for the obligations of the others.
A PRESENTATION TO RHODE ISLAND STATE INVESTMENT COMMISSION | JANUARY 2021
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