Disclaimer & Risk Disclosure.

Last Updated: 21 July 2025

This Disclaimer & Risk Disclosure is expressly incorporated and governed by the Terms of Use. This statement relates to Beam Ventures (the "Fund"), a private investment fund established in the Abu Dhabi Global Market ("ADGM") and managed by Beam Ventures Ltd. (the "Manager"). The Fund is authorised and supervised by the Financial Services Regulatory Authority ("FSRA").

This document does not constitute, nor should it be construed as, an offer to sell or solicitation of an offer to purchase Fund interests, investment advice, legal counsel, tax guidance, or financial recommendations of any nature. Furthermore, this document does not serve as a substitute for the Fund's Private Placement Memorandum ("PPM") and related subscription documentation. Any formal investment offering shall be made exclusively through the Fund's PPM and associated subscription documents, which prospective investors must review in their entirety.

By proceeding with subscription, each investor provides binding representations that they satisfy the FSRA definition of Professional Client status, have thoroughly reviewed and comprehended this Disclaimer and Risk Disclosure, possess the financial capacity to assume the economic risks of illiquid high-risk investments, and have secured independent legal, tax, and investment counsel.

Distribution of this material is prohibited in jurisdictions where such distribution would contravene applicable laws. Fund interests have not been, and will not be, registered under the U.S. Securities Act of 1933 or comparable securities legislation in other jurisdictions.

Risk Disclosure

The following risk factors represent material considerations that may adversely affect investment performance. THIS ENUMERATION IS NOT EXHAUSTIVE, AND ADDITIONAL OR UNFORESEEN RISKS MAY EMERGE THAT COULD MATERIALLY IMPACT FUND PERFORMANCE OR RESULT IN TOTAL LOSS OF INVESTED CAPITAL.

Any projections, forecasts, or performance targets are inherently speculative and subject to material variance from actual outcomes. The Fund's investment mandate encompasses early-stage Web3 ventures and FSRA-approved virtual assets, both of which carry substantial speculative risk and potential for total capital loss. The Manager and its principals may maintain co-investment positions alongside the Fund and may manage additional investment vehicles employing similar strategies. All potential conflicts are subject to disclosure and management protocols as specified in the PPM and Manager's compliance policies.

The Fund's investment strategy targets pre-revenue or commercially unproven enterprises, where individual portfolio company failures may materially impair overall Fund performance. Investors face the possibility of total investment loss given the speculative nature of early-stage venture investments. Operating as a closed-ended vehicle for a predetermined investment period, investor interests cannot be redeemed prior to the divestment phase, and secondary market opportunities may be limited, potentially delaying capital distributions for extended periods.

Portfolio company valuations depend on internal models and methodologies that may be subject to estimation error, subjective bias, or market mispricing. The investment strategy relies heavily on a limited team of key executives, and their departure, incapacity, or unavailability could materially compromise investment performance and delay exit strategies. Evolving regulatory and market expectations regarding environmental impact, responsible technology practices, and anti-money laundering compliance may result in regulatory sanctions or reputational damage if portfolio companies fail to meet emerging standards, adversely affecting portfolio company valuations and the Fund's ability to achieve successful exits.

Virtual assets present unique and heightened risks that investors must carefully consider. Blockchain networks may experience critical coding vulnerabilities, hard forks, rollbacks, or malicious attacks that disrupt functionality or destroy asset value. Private keys may be compromised through hacking, theft, or irretrievable loss, and blockchain transactions are irreversible with limited recovery mechanisms. Virtual assets are not recognized as legal tender and exhibit extreme price volatility, with the potential to become illiquid or worthless without warning. Price formation mechanisms for virtual assets often lack fundamental economic anchors, making markets susceptible to speculative bubbles, manipulation, and fraudulent schemes. Despite engaging a licensed ADGM custodian providing segregated storage, operational failures, insolvency, cyber-intrusion, or regulatory action against the custodian could delay or prevent asset recovery. The FSRA may withdraw approval for specific virtual assets at any time, and other jurisdictions where portfolio companies operate may impose adverse regulations or prohibitions affecting operations or token liquidity. Stablecoins, including USDC and USDT, depend on reserve asset integrity and issuer solvency. Peg breaks or redemption suspensions could generate substantial losses, and deposit insurance schemes do not apply to such instruments. Digital asset markets remain susceptible to wash trading, "rug-pull" schemes, oracle exploits, and other fraudulent activities that may cause permanent losses to the Fund and its investors.

Disclaimer of Liability

No representation or warranty, express or implied, is made as to the accuracy, completeness, or reliability of the information contained herein. The Manager, the Fund, and their respective affiliates, directors, officers, employees, and agents disclaim all liability for any loss, damage, or expense arising from reliance on this document or any information contained herein. Investors acknowledge that investment decisions are made at their own risk and that they have not relied on any representations or warranties beyond those expressly set forth in the Fund's PPM and related subscription documents. Nothing in this disclaimer shall exclude or limit liability for fraud, fraudulent misrepresentation, or any other liability that cannot be excluded or limited under applicable law. Investors should seek independent legal advice before making investment decisions and should not rely solely on this document for investment or legal guidance.