Important Information for All Investors
Mansion Group, Inc. ("Mansion"), as a manager of Mansion Collection I, LLC, (the “Issuer”) operates the mansionlife.com website (the "Site") and is not a broker-dealer or investment advisor. All securities related activity is conducted through Dalmore Group LLC, a registered broker-dealer and member of FINRA/SIPC, located at 525 Green Place, Woodmere, NY 11598. You can review the brokercheck for Dalmore. An up-to-date Dalmore Form CRS is available.
You should speak with your financial advisor, accountant and/or attorney when evaluating any offering. Neither Mansion, the Issuer, nor Dalmore makes any recommendations or provides advice about investments, and no communication, through this website or in any other medium, should be construed as a recommendation for any security offered on or off this investment platform. The Site may make forward-looking statements. You should not rely on these statements but should carefully evaluate the offering materials in assessing any investment opportunity, including the complete set of risk factors that are provided as part of the offering circular for your consideration.
The Issuer is conducting public offerings pursuant to Regulation A under the Securities Act of 1933, as amended, through this Website. The most current offering circular for Mansion Collection I is available here. Past performance is no guarantee of future results. Investments such as those on the Mansion Group platform are speculative and involve substantial risks to consider before investing, outlined in the respective offering materials and including, but not limited to, illiquidity, lack of diversification and complete loss of capital. Key risks include, but are not limited to, limited operating history, limited diversification, risk of asset damage or theft and lack of voting rights. Also, the adverse economic effects of the COVID-19 pandemic remain unknown and could materially impact this investment. An investment in an offering constitutes only an investment in a particular series and not in the underlying asset(s). Investors should carefully review the risks located in the respective offering materials for a more comprehensive discussion of risk.
From time to time, the Issuer may undertake "testing the waters" for additional series of securities to be offered pursuant to Regulation A. For offerings that have not yet been qualified, no money or other consideration is being solicited, and if sent in response, will not be accepted. No offer to buy the securities can be accepted and no part of the purchase price can be received until the offering statement filed by the company with the SEC has been qualified by the SEC. Any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of acceptance given after the date of qualification. An indication of interest involves no obligation or commitment of any kind.
Investment overviews contained herein contain summaries of the purpose and the principal business terms of the investment opportunities. Such summaries are intended for informational purposes only and do not purport to be complete, and each is qualified in its entirety by reference to the more-detailed discussions contained in the respective offering circular filed with the SEC.
Potential investors should not rely on any forward-looking statements regarding any investment opportunity, which is based on our beliefs and information currently available to us. The words “anticipate,” “believe,” “expect,” “aim,” “potential,” “design,” “target,” “intend,” “may,” “might,” “plan,” “estimate,” “project,” “projection,” “should,” “will,” “would,” “result” and similar expressions identify forward-looking statements. Such statements are subject to risks, uncertainties, and assumptions and are not guarantees of future performance, which may be affected by known and unknown risks, trends, uncertainties, and factors that are beyond our control. These risks could result in the loss of your investment. See the offering materials for detailed information.
The Issuer does not offer refunds after an investment has been made. Please review the offering materials and subscription documents for more information.
Regulation A Offerings & Offering Circulars
Any offering appearing on the Site that is made under Regulation A of the Securities Act of 1933, as amended, will be made only by means of an offering circular, which forms an integral part of an offering statement, that has been qualified by the SEC. Any offering that is available for investment means the SEC has qualified the offering statement for such offering, which only means that the issuer of those shares may make sales of the securities described by the offering statement. It does not mean that the SEC has approved, passed upon the merits of, or passed upon the accuracy or completeness of the information in the offering statement.
Offerings appearing on the Site may be in one of three stages:
Stage 1: The offering circular is in the process of being prepared, but not yet on file with the SEC.
Stage 2: The preliminary offering circular has been filed with the SEC, but has not yet been qualified by the SEC. Note, it is not unusual for a preliminary offering circular to be filed several times prior to completion of the SEC review process.
Stage 3: SEC review is complete, the offering circular is qualified and subscriptions and investment funds can be accepted.In addition, it is possible that after an offering is commenced, we need to update the offering circular to add or update material information, in which case we may be required to suspend accepting subscriptions until such revised offering circular has been reviewed by the SEC.
It is important to understand that the SEC does not pass upon the merits of or give its approval to any securities offered or the terms of any offering, nor does it pass upon the accuracy or completeness of any offering circular or other solicitation materials.
If you are interested in investing in an offering, you should carefully review the offering circular and other materials filed with the SEC before making an investment decision. It is important to note that information contained in a preliminary offering circular (i.e. Stage 2) may change and such changes could be material, so even if you have reviewed a preliminary offering circular, it is critical to review the most recent offering circular on file with the SEC prior to subscribing for shares and tendering payment.
Although the Regulation A offering structure is similar in many respects to a registered initial public offering of shares in a traditional public offering, Regulation A is an exemption from the registration requirements of the Securities Act and there are important differences between a Regulation A offering and a traditional “registered” public offering, including, without limitation, the following:
Limited Disclosure. Disclosure rules applicable to issuers under Regulation A are more limited in scope than those applicable to issuers pursuing a traditional public offering, so there may not be as much information included in the offering circular for an offering referenced on the Site than there would be in a prospectus. In addition, ongoing SEC reporting obligations for Regulation A issuers are also more limited than requirements for typical companies.
Not Subject to 34’ Act Reporting; Proxy Rules, Insider Reporting. Traditional publicly traded companies are subject to certain ongoing financial and material event reporting requirements, proxy rules relating shareholder votes and reporting of transactions by insiders. These requirements are not applicable to issuers of securities pursuant to Regulation A, provided they comply with certain requirements which Mansion Group intends to comply with.
Less Restrictive Corporate Governance. As a non-listed company conducting an exempt offering pursuant to Regulation A, Mansion Group issuers are not subject to a number of corporate governance requirements that would apply to companies listed on national securities exchanges, including the requirement to have a board of directors with a majority of “independent” directors, independent committees and internal controls audits. Accordingly, you may not have the same protections afforded to shareholders of companies that are subject to all of the corporate governance requirements of a company listed on a national stock exchange.
Lack of Liquidity. Traditional initial public offering issuers list their shares on a national securities exchange that makes it relatively easy for market participants to trade the securities. The shares offered by Mansion will not be listed on a national securities exchange and may be illiquid. Accordingly, investors must be prepared to hold their investment for an indefinite period.
The transfer agent for our offerings has not been finalized at this time for any Mansion Regulation A offering. For further information regarding the transfer agent, you should refer to the offering circular and other materials of the applicable Mansion issuer filed with the SEC.
