EFTA01451797.pdf

SOF Ill - 1081 Southern Financial LLC Only for Investors who are both qualified purchasers and accredited Investors. ThIs presentation is not an offering of limited partnership interests (the 'Interests') in Secondary Opportunities Fund III Private Client Feeder Fund rLI 9 ). t. P (the -Onshore Feeder Fund') for sale in any iurlseliction. It does not constitute 4,4ratkial irtestmeet advice and does not purport to summarize all of the conditksns, nsks and other attributes of an Investment in the Onshore Feeder Fund. Any offering to be made will be made only by means of a Confidential Private Offering Memorandum (Offering Memorandum') which will contain detailed information about the Onshore Feeder Red, IreatreVs in the Cant-are Feeder Fund. and the melts and risks of an swestment the Onshore Feeder Fund No sales sill be made, no commitments irwest in the Orashore Feeder Fund will be accepted. and no money is being solicited or will be accepted, until the Offering Memorandum is made available to prospective investors (Investors). Any indication of interest front prospective investors in response to this presentation involves ro obliaation or commArnert of any kirxi. The Onshore Feeder Rawl is offering interests only to Investors who are -a waited purchasers: as defined in the I/ S. Investment Company Act of 1940, as amended, which generally includes individuals or famity-cwned entities '49th existing insststments in securities of $5.000.000 or more and mstittizons with discretionary investment authority over 525.0G0.000 or more. and who quality as "accredited investors- within the rnearmg given to such term in Regulation D tinder the U.S Securities Act of 1933, as amended. which generally includes individuals whose net worth exceeds $1.000.000 including personal property and other assets but excluding the value of ornery residence, or investors with a gross individual income in excess of &MI= (or pint oroirie wall the investor's spouse to excess of S3CP.000) in each of the two previous years and institutions with total assets of .S.5,000.000 or more. The delivery of this piece Cation does not imply that the inlormation herein is correct as ol any date subsequent to the date hereof In addition. nothing herein should be construed to imply that the information herein with respect to the Onshore Feeder Fund is correct as of any date subsequent to the date in:boated with respect to such information. No person has been at-thawed to make any statements concerning the Onshore Feeder Fund other than as set forth herein, and any such statements, if made. may not be relied upon. None of the Onshore Feeder Fund. the general partner of the Onshore Feeder Fund nor any of their respective affiliates (i) make or have made any representations with respect to the accuracy or completeness. or otherwise. restards- the contents hereof, (ii) bear any responsibility tc update any of the information contained /saran or (ib) take any responsibility for the intents hereof. The offering of interests should not be considered an offering of tmited partnership interests (or other beneficial interests) in Secondary 0,pportureties Fund ill. LP (the 'Fund"). Investors in the Onshore Feeder Fund will not be investors in the Fund, will have no direct interest in the Fund, will have no direct voting rights in the Fund and will have no standing or recourse against the Fund or the general partners of the Fund or their respective carectont offraers employees. members. partners, shareividers. controlling persons or affiliates investors in the Onshore Feeder Fund wil€ not be parties to the amended and restated limited partnership agreement of the Fund and are not intended to be tNrd party beneficiaries thereunder. The offering of Interests of the Onshore Feeder Fund does not constitute and should not be considered a direct or indirect offering of interests in the Fund. Moreover. none of the Onshore Feeder Fund, the general partner, the investment manager of the Onshore Feeder Fund On its capacity as the investment manager of the Onshore Feeder Fin!), the Warmers agents or any of their respective directors. officers, employees. members. partners. shareholders, controlling persons or affglates has the right to participate in the control. management or operations of the Fund. Likewise, neither the Fund nor the general partners of the Fund will manage. contol or advise the Onshore Feeder Fund This information may not be reproduced. forwarded. distributed, circulated, quoted. or otherwise disseminated without the prior consent of DB Pntrate Equity and is highly confidential, proprietary and trade secret Each recipient. as a condition to the provision of this information and by virtue of receipt thereof, agrees not to make a photocopy or other copy or to divulge, the contorts hereof to any other person (other than their own legal. business, investment or tax advisor in connection with obtaining the advice of such person with respect to the investmeN). Recipients acknowledge by virtue of recent hereof that the failure to comply wkh the foregoing may result in irreparable damage to the Onshore Feeder Fund. the Fund• the investors and Lit Private Equity. among others. The views set out in this presentation are those of the manager of the Fund and may not necessarily reflect the views of any other disision within Deutsche Bank. incitkling the Sales and Trading functions of the Corporate and Investrnert Bank or the Global Client Group of Deutsche Asset & Wealth Management. All services provided by the Sales and Trading functions of the Corporate and Investment Bank are purely on a non-advised, extsc.ution-only basis. DEUTSCHE BANK SPEC€F'iCALLY DISCLAIMS ALL LiAf3ILITY FOR ANY DIRECT, INDIRECT. CONSEQUENTIAL OR OTHER LOSSES OR DAMAGES INCLUDING LOSS OF PROFITS INCURRED BY A PROSPECTIVE INVESTOR OR ANY THIRD PARTY ThIAT MAY ARISE FROM ANY RELIANCE ON THIS DOCUMENT OR FOR THE RELIABILITY. ACCURACY, COMPLETENESS OR TifsT.LINESS THEREOF Please contact yobs DBsales representative for more information. For further disclosure of fees, such as tees paid by the Onshore Feeder Fund to the placement agents, please refer to your subscription agreement and Offering Memorandum. Information contained in this presentation does not constitute investment advice. Deutsche Asset & Wealth Management 1 CONFIDENTIAL - PURSUANT TO FED. R. CRIM. P. 6(e) DB-SDNY-0 108609 CONFIDENTIAL SDNY_GM_00254793 EFTA01451797