Investor Terms & Conditions

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This content does not constitute an offer to sell or a solicitation of an offer to purchase securities of Ardenton Capital Corporation (the “Company”) and is qualified entirely by the information contained in any subscription agreement that may be entered into between the recipient and the Company. The information in this presentation is confidential and may be used by the recipient for the sole purpose of considering an investment in the securities of the Company. The information contained in the presentation or made to you verbally and any other information provided to you (in writing or otherwise) in connection with the Company and its business is subject to updating, completion, revision, verification and amendment without notice which may result in material changes. By accepting these materials, the recipient agrees with the terms of this disclaimer and agrees not to reproduce or distribute these materials to any other person except for the recipient’s professional advisors. This presentation contains forward-looking statements within the meaning of applicable securities laws. For this purpose, any statements in this presentation that are not statements of historical fact may be deemed to be forward looking statements. Without limitation, the words “expects”, “anticipates”, “intends”, “estimates”, “projects”, and similar expressions are intended to identify forward looking statements.

Forward looking statements are based on estimates and assumptions made by us in light of our experience and perception of historical trends, current conditions and expected future developments, as well as other factors that we believe are appropriate in the circumstances.

The Company is subject to risks and uncertainties which may cause the actual results, performance or achievements of the Company to be materially different from historical results or any future results, performance or achievements expressed or implied in any forward-looking statements. Such risk factors include, but are not limited to, risks relating to the industry and specific business of any business or corporation that the Company may acquire, general economic risks, interest rates, availability and terms of debt and equity financing, no market for the transfer of the securities of the Company and restrictions on transfer, limited redemption rights, reliance on key personnel, changes in legislation, changes in taxes, and potential dilution. There can be no assurance that actual results will be consistent with historical results or any forward-looking statement and the Company assumes no obligation to update or revise such forward-looking statements to reflect actual events or new circumstances.

Certain information contained herein includes market and industry data that has been obtained from or is based upon estimates derived from third party sources, including industry publications, reports and websites. Third party sources generally state that the information contained therein has been obtained from sources believed to be reliable, but there is no assurance or guarantee as to the accuracy or completeness of included data. Although the data is believed to be reliable, neither the Company nor its agents have independently verified the accuracy, currency or completeness of any of the information from third party sources referred to in this presentation or ascertained from the underlying economic assumptions relied upon by such sources. The Company and its agents hereby disclaim any responsibility or liability whatsoever in respect of any third party sources of market and industry data or information.

No securities commission or similar regulatory authority in Canada has reviewed or in any way passed upon the presentation, and any representation to the contrary is an offence. Neither the Company nor any agent of the Company makes any representation or warranty, express or implied, and assumes no responsibility for the accuracy or completeness of the information contained in the presentation or any other oral or written communication transmitted to prospective investors, and nothing contained in this summary is, or shall be relied upon as, a promise or representation by the Company or any agent of the Company as to the past or future performance of the Company. The Company does not undertake to provide any additional further information or to enter into negotiations regarding the investment opportunity to which the presentation relates. The Company retains the right, at any time, to terminate any discussions or negotiations with prospective investors. In the event of such termination the Company will not be under any obligation to disclose the reasons for such termination nor will they have any liability to any recipient hereof for any costs whatsoever incurred in the consideration of the information contained in this presentation.

Canada
Ardenton Financial Inc. (“AFI”) is a wholly owned subsidiary of the Company. AFI is a registered exempt market dealer in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba, Ontario, Quebec, Nova Scotia, Newfoundland and Labrador, New Brunswick, and Prince Edward Island formed to allow clients to invest in securities issued by the Company. The Company issues securities to raise capital for acquisitions of majority ownership positions in private companies within certain industry sectors and at certain valuations.

As a registered dealer, AFI is required under applicable securities laws to take reasonable steps to identify and disclose any material conflicts of interest when they trade in or advise with respect to their own securities or securities of certain other issuers to which they, or certain other parties related to them, are “related” or “connected”.

A person or company is a “related issuer” to AFI if, through the ownership of, or direction or control over, voting securities or otherwise, (i) the person or company is an influential security holder of AFI, (ii) AFI is an influential security holder of the person or company, or (iii) if each of them is a related issuer of the same third person or company.

An issuer distributing securities is a “connected issuer” to AFI if there is a relationship between the issuer and AFI, a related issuer of AFI, or a director or officer of AFI, or the related issuer of AFI, that might lead a reasonable prospective purchaser of the securities of the connected issuer to question whether AFI and the issuer are independent of each other for the distribution of the issuer’s securities.

The Company would be considered a related and/or connected issuer of AFI. A comprehensive Relationship Disclosure Form is provided along with account opening documentation and is available upon request.

United States
BA Securities, LLC is registered with the Securities and Exchange Commission (“SEC”) under applicable federal and state laws as a licensed broker-dealer in all fifty (50) states and the District of Columbia, and is a member of the Financial Industry Regulatory Authority (“FINRA”) and the Securities Investor Protection Corporation (“SIPC”).

As a registered broker-dealer, BA Securities, LLC takes reasonable steps to identify and disclose any material conflicts of interest when they trade in or advise with respect to securities of certain other issuers to which they, or certain other parties related to them, are “related” or “connected”.

A person or company is a “related issuer” if, through the ownership of, or direction or control over, voting securities or otherwise, (i) the person or company is an influential security holder of the issuer, (ii) is an influential security holder of the person or company, or (iii) if each of them is a related issuer of the same third person or company.

An issuer distributing securities is a “connected issuer” to BA Securities, LLC if there is a relationship between the issuer and BA Securities, LLC, a related issuer of BA Securities, LLC, or a director or officer of BA Securities, LLC, or a related issuer of BA Securities, LLC that might lead a reasonable prospective