DCX PPM NON US 12 20 update.pdf


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CAUTION REGARDING FORWARD-LOOKING STATEMENTS

 

 

 

 

Certain statements in this Memorandum constitute “forward-looking information” under applicable
securities laws. In some cases, these forward-looking statements can be identified by words or phrases
such as “may”, “will”, “expect”, “anticipate”, “aim”, “estimate”, “intend”, “plan”, “seek”, “believe”,
“potential”, “continue”, “is/are likely to” or the negative of such terms, or other similar expressions
intended to identify forward-looking statements. Forward-looking statements are provided to allow
potential purchasers of the DCX Tokens (the DCX Tokens together with the Common Shares
comprising the “Securities”) the opportunity to understand the Company’s beliefs and opinions in
respect of the future, including forward-looking statements related to the Company’s proposed operating
model. The forward-looking statements are not guarantees of future performance, and undue reliance
should not be placed on them. Forward-looking statements are based on certain assumptions and analysis
made by the Company in light of its experience and perception of historical trends, current conditions,
and expected future developments and other factors it believes are appropriate. These forward- looking
statements involve known and unknown risks, uncertainties, and other factors that may cause the actual
future results, performance, or achievements of funds, cryptocurrencies, or the Company to be
materially different from any future results, performance or achievements expected, expressed or implied
by such forward-looking statements. These factors include, but are not limited to: (a) changes in political,
social, economic, and cryptocurrency market conditions, and the regulatory environment in the
jurisdictions in which the Company conducts its businesses and operations; (b) the risk that the Company
may be unable or execute or implement its business strategies and future plans; (c) changes in exchange
rates of fiat currencies and cryptocurrencies; (d) changes in the anticipated growth strategies and expected
internal growth of the Company; (e) changes in the future capital needs of the Company and the
availability of financing and capital to fund such needs; (f) war or acts of terrorism; (g) occurrences of
catastrophic events, natural disasters, and acts of God that affect the businesses and operations of the
Company; (h) other factors beyond the control of the Company; and (i) any risk and uncertainties
associated with the Company and its business and operations, the Securities, and the underlying assets.
Although forward-looking statements contained herein are based upon what the Company believes are
reasonable assumptions, forward-looking statements may prove to be inaccurate, as actual results and
future events may differ materially from those anticipated in such statements. The Company undertakes
no obligation to update forward-looking statements if circumstances or the Company’s estimates or
opinions should change, except as required by applicable laws.
We urge you to carefully review this Memorandum, particularly the section entitled “RISK FACTORS”
herein for a more complete discussion of the risks of purchasing Securities. Although DecentraX believes
that the expectations reflected in the forward-looking statements are reasonable, DecentraX cannot make
guarantees with respect to the Securities, future investments, results and returns on investments, level
of activity, performance or achievements. Many factors discussed in this Memorandum, some
of which are beyond DecentraX’s control, will be important in determining the future performance of
DecentraX, the Securities, as well as the DCX Platform. Consequently, actual results may differ
materially from those that might be anticipated from forward-looking statements. In light of these and
other uncertainties, you should not regard the inclusion of a forward-looking statement in this
Memorandum as a representation by DecentraX that its plans and objectives will be achieved, and you
should not place undue reliance on such forward-looking statements. DecentraX does not undertake any
obligation to update any forward-looking statements, whether as a result of new information, future
events or otherwise, except as required by applicable law.
THIS OFFERING IS LIMITED SOLELY TO NON-U.S. PERSONS (AS DEFINED IN REGULATION
S UNDER THE UNITED STATES SECURITIES ACT OF 1933, AS AMENDED (“REGULATION S”
AND THE “SECURITIES ACT”)) WHO ARE NOT PURCHASING FOR THE ACCOUNT OR
BENEFIT OF A U.S. PERSON. ONLY PERSONS OF ADEQUATE FINANCIAL MEANS WHO
HAVE NO NEED FOR LIQUIDITY WITH RESPECT TO THIS INVESTMENT SHOULD
CONSIDER PURCHASING THE SECURITIES OFFERED HEREBY.
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