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Investment Disclaimer

Last updated: February 2025

Investing in early-stage companies involves substantial risk, including the potential total loss of your entire investment. Only invest amounts you can afford to lose entirely. The information on this website does not constitute investment, legal, or tax advice.

Securities Disclaimer

The information presented on the HALLĒ investor relations pages is provided for informational and educational purposes only. Nothing on this website constitutes an offer to sell, a solicitation of an offer to buy, or a recommendation of any security or investment product. Any offering of securities by HALLĒ, Inc. will be made only through official offering documents (such as a Form C, Private Placement Memorandum, or similar disclosure document) that comply with applicable federal and state securities laws.

No money or other consideration is being solicited through this website, and if sent in response, will not be accepted. No offer to buy securities will be accepted, and no part of the purchase price will be received, until the applicable offering documents are filed and available, and any such offer may be withdrawn or revoked at any time without obligation or commitment.

Forward-Looking Statements

This website contains forward-looking statements about the expected future performance and business prospects of HALLĒ, Inc. These statements are based on current expectations, assumptions, and projections made by management and involve known and unknown risks and uncertainties that could cause actual results to differ materially from those expressed or implied.

Forward-looking statements include, but are not limited to: revenue projections, growth estimates, return on investment calculations, market size estimates, expansion plans, dividend projections, and IPO scenario modeling. All such projections are hypothetical, illustrative, and should not be relied upon as predictions of future results. HALLĒ, Inc. undertakes no obligation to update forward-looking statements.

Risk Factors

Potential investors should carefully consider the following risk factors, among others, before making any investment decision:

  • 1Limited operating history — HALLĒ is an early-stage company with limited financial history and no guarantee of achieving profitability.
  • 2Total loss of investment — You may lose your entire investment. Early-stage investments are inherently speculative.
  • 3Illiquidity — There is no public market for the securities and none is expected to develop. You may be unable to sell or transfer your investment for an extended period.
  • 4Regulatory risk — Changes in federal, state, or local regulations regarding medical devices, wellness services, or securities laws could materially impact operations.
  • 5Competition — The bone health diagnostics market includes established players with greater resources, brand recognition, and market share.
  • 6Technology dependence — The business relies on REMS (Echolight) technology. Any disruption in the technology supply chain, licensing, or efficacy could impact operations.
  • 7Key personnel risk — The company depends on the skills, experience, and continued service of key founders and management team members.
  • 8Market adoption risk — There is no guarantee that REMS technology will achieve widespread market adoption or consumer acceptance.
  • 9Dilution — Future funding rounds will dilute existing investors’ ownership percentages.
  • 10No guarantee of dividends — Dividend payments, if any, depend on profitability, board approval, and available cash flow.
  • 11No guarantee of IPO or exit — There is no guarantee that the company will achieve an initial public offering, acquisition, or other liquidity event.

About SAFE Instruments

A SAFE (Simple Agreement for Future Equity) is not equity and does not represent current ownership in the company. A SAFE is a contractual right to receive equity at a future date, upon the occurrence of specific triggering events (such as a priced equity round). Key terms include:

  • •SAFEs have no maturity date and bear no interest.
  • •SAFEs convert to equity only upon a qualifying financing round, dissolution, or change of control event.
  • •There is no guarantee that a conversion event will occur.
  • •SAFE holders do not have voting rights, dividend rights, or other shareholder protections until conversion.
  • •The valuation cap and discount rate determine the conversion price but do not guarantee a specific equity percentage.

SEC Compliance & Regulatory Framework

Any securities offering by HALLĒ, Inc. will comply with applicable federal and state securities laws. Depending on the offering type:

  • •Regulation Crowdfunding (Reg CF) — Offerings under Reg CF are limited to $5,000,000 in a 12-month period. Non-accredited investors are subject to annual investment limits based on their income and net worth. Securities are subject to a one-year resale restriction.
  • •Regulation D 506(b) — Offerings are limited to existing relationships and may include up to 35 non-accredited investors. General solicitation is not permitted.
  • •Regulation D 506(c) — Open to accredited investors only with reasonable verification steps. General solicitation is permitted.

Accredited Investor Definition

Certain investment rounds may be limited to accredited investors as defined by SEC Rule 501. An accredited investor generally includes individuals with: (a) annual income exceeding $200,000 ($300,000 with spouse) for each of the last two years with expectation of the same, or (b) net worth exceeding $1,000,000 excluding primary residence value. Entities and other categories may also qualify. The determination of accredited investor status is made at the time of investment.

No Guarantee of Dividends

Dividend projections displayed on the investor relations page are illustrative estimates based on hypothetical future company performance. Actual dividend payments, if any, will depend on multiple factors including: the company achieving and sustaining profitability, board of directors approval, available distributable cash flow, legal and contractual restrictions, and future capital needs. The company is under no obligation to declare or pay dividends. SAFE holders do not receive dividends.

No Secondary Market

There is currently no public trading market for securities of HALLĒ, Inc., and no such market is expected to develop in the foreseeable future. Investors should be prepared to hold their investment for an extended period, potentially 5-10 years or longer. Securities purchased under Regulation Crowdfunding are subject to a one-year resale restriction with limited exceptions (transfers to the issuer, accredited investors, or family members).

State-Specific Notices

Securities offerings may not be available in all states or jurisdictions. The availability of any offering depends on compliance with applicable state securities (Blue Sky) laws. Residents of certain states may not be eligible to participate in specific offering types. Consult with your legal and financial advisors before making any investment decision.

Not Investment, Legal, or Tax Advice

The information on this website is not investment advice, legal advice, or tax advice. All investors should consult with their own independent legal counsel, accountant, and financial advisor before making any investment decision. HALLĒ, Inc. makes no representation or warranty regarding the suitability of any investment for any particular investor.

Contact

For questions about investment opportunities or this disclaimer, please contact us at support@gethalle.com or call (888) 440-8414.

Starting at $325HSA/FSA