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Calculator Agreements Investor Info Share Purchase Agreement Payment Confirmation
Price per Share $ 1000.00
Number of Shares
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PPM

 

 

 

 

 

 

 

 

 

 

Private Placement Memorandum

 

Treint Investment Inc.

 

10,000,000 $

Up to 10,000 shares at a price of 1000 $ per share

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NOTICE TO INVESTORS

 

INVESTING IN SHARES IS SPECULATIVE AND INVOLVES A HIGH DEGREE OF RISK. POTENTIAL INVESTORS SHOULD MAKE THEIR OWN DECISIONS AND BE INDEPENDENTLY RESPONSIBLE FOR THEM AS TO WHETHER THIS OFFER MEETS THEIR RESPECTIVE INVESTMENT OBJECTIVES AND LEVEL OF RISK TOLERANCE, AND SHOULD CAREFULLY STUDY AND WEIGH THE ISSUES SET OUT IN THIS Memorandum, INCLUDING THE ISSUES DESCRIBED UNDER THE HEADING “RISK FACTORS".

NEITHER THE UNITED STATES SECURITIES AND EXCHANGE COMMISSION (“SEC” OR “COMMISSION”) NOR ANY STATE SECURITIES ADMINISTRATOR HAS APPROVED OR DISAPPROVED THE SHARES OFFERED HEREIN NOR HAS THE COMMISSION OR ANY STATE SECURITIES ADMINISTRATOR PASSED UPON THE ADEQUACY OR ACCURACY OF THE DISCLOSURES CONTAINED IN THIS CONFIDENTIAL PRIVATE PLACEMENT Memorandum OR THE MERITS OF AN INVESTMENT IN THE SHARES OFFERED HEREIN.

THIS Memorandum ON A PRIVATE OFFER (HEREINAFTER REFERRED TO AS THE “Memorandum”) WAS PREPARED BY TREINT INVESTMENT INC. (HEREINAFTER REFERRED TO AS “TREINT” OR THE “COMPANY”), FOR USE BY CERTAIN QUALIFIED INVESTORS TO WHOM TREINT OFFERS (HEREINAFTER REFERRED TO AS “OFFER”) THE OPPORTUNITY TO ACQUIRE SHARES (SEE DETAILS BELOW).

THE SHARES OFFERED HERE HAVE NOT BEEN REGISTERED IN ACCORDANCE WITH THE LAW OF 1933 (RECEIVED AN EXCEPTION UNDER RULE 506 (c) REG. D) OR THE SECURITIES LAWS OF ANY STATE AND ARE OFFERED SUBJECT TO CERTAIN EXCEPTIONS TO REGISTRATION IN ACCORDANCE WITH SUCH LAWS. SUCH EXCEPTIONS IMPOSE SIGNIFICANT RESTRICTIONS ON THE SUBSEQUENT TRANSFER OF SHARES, SO THAT THE INVESTOR IN THIS DOCUMENT CANNOT SUBSEQUENTLY RESELL THE SHARES OFFERED HERE WITHIN ONE YEAR FROM THE DATE OF THEIR PURCHASE, UNLESS THE SHARES ARE SUBSEQUENTLY REGISTERED IN ACCORDANCE WITH APPLICABLE FEDERAL AND STATE SECURITIES LAWS OR AN EXEMPTION FROM SUCH REGISTRATION IS AVAILABLE. SEE THE SECTION ”RISK FACTORS".

A SUBSCRIBER MUST BEAR THE ECONOMIC RISK OF INVESTMENT IN THE SHARES OFFERED HEREIN. THE SHARES ISSUABLE HEREUNDER MAY NOT BE RESOLD OR TRANSFERRED IN THE ABSENCE OF AN EFFECTIVE REGISTRATION STATEMENT UNDER FEDERAL AND APPLICABLE STATE LAW OR AN OPINION OF COUNSEL TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

NO PERSON HAS BEEN AUTHORIZED TO GIVE ANY INFORMATION OR TO MAKE ANY REPRESENTATIONS OR WARRANTIES, EITHER EXPRESS OR IMPLIED, OTHER THAN THOSE WHICH MAY BE CONTAINED HEREIN.  IF MADE, SUCH INFORMATION MUST NOT BE RELIED UPON.

NO STATEMENT CONTAINED HEREIN SHALL BE DEEMED TO MODIFY, SUPPLEMENT, OR CONSTRUE IN ANY WAY THE PROVISIONS OF ANY DOCUMENTS ATTACHED HERETO AS EXHIBITS OR LISTED HEREIN OR ANY OF THE LANGUAGE CONTAINED THEREIN.  ANY STATEMENT MADE HEREIN WITH RESPECT TO ANY SUCH DOCUMENT IS QUALIFIED BY REFERENCE TO THE TEXT OF SUCH DOCUMENT.

PROSPECTIVE SUBSCRIBERS ARE NOT TO CONSTRUE THE CONTENTS OF THIS MEMORANDUM AS LEGAL, BUSINESS, OR TAX ADVICE.  EACH PROSPECTIVE SUBSCRIBER SHOULD CONSULT HIS OWN ATTORNEY, BUSINESS ADVISER, OR TAX ADVISER CONCERNING LEGAL, BUSINESS, TAX, AND RELATED MATTERS RELATING TO THIS INVESTMENT.

THIS OFFERING IS DIRECTED TO ACCREDITED INVESTORS ONLY  (UNDER RULE 506 (С) OF REG. D).  

THIS OFFERING IS LIMITED IN THE UNITED STATES: SOLELY TO ACCREDITED INVESTORS AS DEFINED IN RULE 501 OF REGULATION D UNDER THE SECURITIES ACT AND, SUBJECT TO RULE 901 OF REGULATION S. IN CANADA, SUCH INVESTOR MUST BE AN ACCREDITED INVESTOR AS DEFINED UNDER APPLICABLE CANADIAN SECURITIES LAWS.

IF THE PROSPECTIVE INVESTOR IS NOT A US CITIZEN, THEN HIS COMPLIANCE WITH THE CRITERIA OF AN ACCREDITED INVESTOR IS DETERMINED BY THE INVESTOR'S NATIONAL LEGISLATION, DEPENDING ON HIS RESIDENCE OR LOCATION AND IN ACCORDANCE WITH INTERNATIONAL LAW.

BY PURCHASING SHARES, AN INVESTOR GUARANTEES TREINT INVESTMENT INC. HIS COMPLIANCE WITH THE REQUIREMENTS OF AN ACCREDITED INVESTOR.

TREINT INVESTMENT INC. DOES NOT HAVE THE RIGHT TO CONDUCT INVESTIGATIONS, THE PURCHASER GUARANTEES TREINT INVESTMENT INC. THAT HE IS NOT A PERSON, COMPANY, COUNTRY INCLUDED IN THE LIST OF "BAD ACTORS" OF THE U.S. SECURITIES AND EXCHANGE COMMISSION AND IS LEGALLY RESPONSIBLE FOR THE TRUTHFULNESS OF THE INFORMATION PROVIDED ABOUT HIMSELF.

THE SHARES ARE OFFERED SOLELY BY THIS MEMORANDUM AND ARE SUBJECT TO PRIOR SALE.  WE RESERVE THE RIGHT, IN OUR DISCRETION, TO WITHDRAW OR MODIFY THIS OFFERING WITHOUT PRIOR NOTICE OR TO REJECT ANY SUBSCRIPTION IN WHOLE OR IN PART OR TO ALLOT TO ANY PROSPECTIVE SUBSCRIBER A LESSER NUMBER OF SHARES THAN SOUGHT TO BE PURCHASED BY SUCH SUBSCRIBER.

THIS PRIVATE PLACEMENT MEMORANDUM IS SUBMITTED TO YOU ON A CONFIDENTIAL BASIS SOLELY IN CONNECTION WITH YOUR CONSIDERATION OF AN INVESTMENT IN TREINT INVESTMENT INC. BECAUSE OF THE CONFIDENTIAL NATURE OF THIS PRIVATE PLACEMENT MEMORANDUM, ITS USE FOR ANY OTHER PURPOSE MAY INVOLVE LEGAL CONSEQUENCES. THIS PRIVATE PLACEMENT MEMORANDUM MAY NOT BE REPRODUCED IN WHOLE OR IN PART AND IT MAY NOT BE DELIVERED TO ANY PERSON WITHOUT THE PRIOR WRITTEN CONSENT.

UNLESS THE CONTEXT REQUIRES OTHERWISE, IN THIS MEMORANDUM THE TERMS “TREINT INVESTMENT INC.,” “COMPANY,” “WE,” “US” AND “OUR” REFER TO TREINT INVESTMENT INC. AND ALL DOLLAR ($) AMOUNTS SET FORTH HEREIN REFER TO UNITED STATES DOLLARS.

PROSPECTIVE INVESTORS AND PURCHASER REPRESENTATIVES ARE URGED TO REQUEST ANY ADDITIONAL INFORMATION THEY MAY CONSIDER NECESSARY IN MAKING AN INFORMED INVESTMENT DECISION.


FORWARD-LOOKING STATEMENTS

 

This Memorandum may contain estimates and forward-looking statements which are mainly based on the current expectations and estimates of future events and trends that affect or may affect the business, financial condition, results of operations, cash flows, liquidity, prospects and the envisaged valuation of the shares. Although we believe that these estimates and forward-looking statements are based upon reasonable assumptions, they are subject to many significant risks, uncertainties and are made in light of the current available information.  Forward-looking statements speak only as of the date they were made, and we do not undertake the obligation to update publicly or to revise any forward-looking statements after we distribute this document because of new information, future events or other factors. Considering the risks and uncertainties described above, the forward-looking events and circumstances discussed in this document might not occur and future results may be materially different from those expressed in or suggested by these forward-looking statements.

Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause actual events or results, performance or achievements to differ materially from the estimates or the results implied or expressed in such forward-looking statements. These factors include, amongst others:

A - changes in political, social, economic and stock market conditions, and the regulatory environment in the countries in which the Issuer conducts its businesses and operations;

B - the risk that the Issuer may be unable to execute or implement its respective business strategy and future plans;

C - changes in interest rates and exchange rates of fiat currencies;

D - changes in the anticipated growth strategies and expected internal growth of the Issuer;

E - changes in the availability and salaries of employees who are required by the Issuer to operate their respective businesses and operations.

TABLE OF CONTENTS

 

GLOSSARY 

SUMMARY OF THE OFFERING 

BUSINESS DESCRIPTION 

OUR INDUSTRY (MARKET) 

EXECUTION OVERVIEW 

TREINT INVESTMENT INC. 

OUR TEAM 

ADVANTAGES OF THE PROJECT 

POTENTIAL OF MARKET 

BENEFITS FOR SHAREHOLDERS 

WAYS OF GETTING PROFIT: 

THE TERMS AND MECHANISMS FOR DISTRIBUTION OF PROFITS 

MILESTONES OF THE PROJECT 

RISK FACTORS 

LITIGATION 

OTHER DISCLOSURES 

PLAN OF DISTRIBUTION 

OTHER REQUIREMENTS 

NOTICE TO RESIDENTS OF THE UNITED STATES AND “U.S. PERSONS” 

ADDITIONAL INFORMATION 

 

 

 


GLOSSARY

The Company/the Issuer – Treint Investment Inc., a Delaware corporation.

Sharesa financial asset providing for an equal distribution of any residual profits, if any are declared, in the form of dividends.

Stable Coin – a digital asset with a fixed price of 1 USD per each coin.

Accredited investors - a person or entity described in rule 501 of Regulation D of the Securities Act of the United States.

U.S./the United States - The United States of America, its territories and possessions including the States and the District of Columbia.

U.S. Person - any individual or entity that would be a U.S. Person under Regulation S of the Securities Act. The Regulation S definition of U.S. Person includes: (a) any natural person resident in the United States; (b) any partnership or corporation organized or incorporated under the laws of the United States; (c) any estate of which any executor or administrator is a U.S. person; (d) any trust of which any trustee is a U.S. person; (e) any agency or branch of a foreign entity located in the United States; (f) any non-discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary for the benefit or account of a U.S. person; (g) any discretionary account or similar account (other than an estate or trust) held by a dealer or other fiduciary organized, incorporated, or (if an individual) resident in the United States; and (h) any partnership or corporation if: (i) organized or incorporated under the laws of any foreign jurisdiction; and (ii) formed by a U.S. person principally for the purpose of investing in securities not registered under the Act, unless it is organized or incorporated, and owned, by accredited Investors (as defined in Rule 501(a) under the Securities Act) who are not natural persons, estates or trusts.

U.S. Dollar/USD – the lawful currency of the United States of America.

KYC – a procedure of personal identification which is required to prevent money laundering and other financial crimes.

AML - Anti Money Laundering is the execution of transactions to eventually convert illegally obtained money into legal money.

Target Assets - revolutionary platform that was created by doctors and patients for health on the basis of AI. Al for the management of a medical facility, and patient management algorithms that have no analogues worldwide. Improve healthcare management by providing healthcare providers with a full-fledged solution for managing clinics, managing patient treatment, appointments and improving patient outcomes; also prospective development of products in the future. Treint Business - a technology that can help hospitals solve their biggest problems and deliver better patient outcomes. Platform is designed to be intuitive and easy to use, so healthcare professionals can focus on what really matters - delivering exceptional care to their patients. Treint Business can quickly and accurately analyze large volumes of data, providing healthcare providers with the insights they need to make informed decisions about patient care. This can help to improve patient outcomes, reduce the risk of errors, and streamline the care delivery process. Treint Business can help healthcare providers address this issue by providing advanced billing and revenue cycle management dashboards.

 

 

 

 

 

 

 

 


SUMMARY OF THE OFFERING

20,085,000 $

This Memorandum describes the offering (the "Offering") of up to 10,000 shares issued by Treint Investment Inc., a Delaware corporation (the "Company"). The Company will issue a maximum of 10,000 shares for the current offering and does not provide additional issue of shares.

The Company has established a "base price" of $1000 per share.

The maximum number of shares that may be sold in the Offering is 10,000 shares.

Our Share Offering (“SO”) aims at raising funds to a diversified portfolio of Med Tech projects.

There is currently no public market for our shares.

At the inception of the SO, no secondary market trading of the shares will be available. In the future, the possibility of placing shares on specialized platforms for the possibility of a secondary sale is being considered; possibility of purchase shares through special platforms and special agents. 

For prospective purchasers, the SO (i) brings a unique opportunity to access, through a low-cost/tax-efficient  structure, the Med Tech service market, (one of the fastest-growing markets), (ii)  relies on the expertise, proven track record and credibility of the Treint teams and (iii) is conducted through a simple, direct and innovative way using a technology asset known as  “Treint”.

Our purchase of shares is based on the Issuer's own platform. The Issuer may transfer the rights and obligations to manage and maintain the platform to another company. Purchases will be made either in crypto-assets (Stable Coins) or U.S. dollars. Registration of rights to shares and registration of shareholders will be carried out on the Stock Treasury platform https://stocktreasury.com

The Purchaser may purchase any amount of available shares but not below than 0,1 shares.

The share aims to provide each Purchaser with the opportunity to indirectly invest in Med Tech projects.

This SO is intended for international purchasers based worldwide, excluding persons (companies) that do not belong to accredited investors according to rule 501 Reg. D and persons (companies, countries) disqualified by the U.S. Securities and Exchange Commission.

 

 

 

BUSINESS DESCRIPTION

Treint Business - a technology that can help hospitals solve their biggest problems and deliver better patient outcomes. Platform is designed to be intuitive and easy to use, so healthcare professionals can focus on what really matters - delivering exceptional care to their patients. Treint Business can quickly and accurately analyze large volumes of data, providing healthcare providers with the insights they need to make informed decisions about patient care.

This can help to improve patient outcomes, reduce the risk of errors, and streamline the care delivery process. Treint Business can help healthcare providers address this issue by providing advanced billing and revenue cycle management dashboards.

 

 

OUR INDUSTRY (MARKET)

Perspective of Treint’s Solutions in the MedTech Industry:

Treint’s solutions emerge as a beacon of innovation in the dynamic landscape of the medical technology (med tech) industry. With its platform, Treint Business the company not only addresses critical challenges within healthcare but also redefines the way medical professionals and individuals engage with health and wellbeing. The perspectives of these projects within the med tech industry are as follows:

                    Advancing Healthcare Management:

Treint Business holds immense promise in advancing healthcare management practices. By seamlessly integrating intuitive design with powerful data analysis, the platform empowers healthcare professionals to navigate complex data landscapes effortlessly. The ability to quickly and accurately analyze large volumes of patient data heralds a new era of informed decision-making. This perspective not only streamlines the care delivery process but also bolsters the confidence of healthcare providers in delivering exceptional patient care.

                    Transforming Patient Outcomes:

Treint Business stands as a catalyst for transformative patient outcomes. Through its insights-driven approach, it offers a tangible pathway to improving patient care quality. The ability to reduce the risk of errors and enhance the accuracy of diagnoses fosters an environment of trust between medical professionals and their patients. This perspective envisions a healthcare ecosystem where optimized decision-making translates to elevated patient satisfaction, better treatment outcomes, and ultimately, healthier lives.

                    Financial Efficiency and Transparency:

The integration of advanced billing and revenue cycle management dashboards in Treint Business introduces a fresh perspective on financial efficiency within healthcare institutions. By providing healthcare providers with comprehensive tools for financial oversight, the platform streamlines billing processes and minimizes revenue leakage. This perspective aligns with the industry's growing emphasis on optimizing operational efficiency while ensuring transparent and accurate financial management.

In conclusion, Treint’s solutions introduce a fresh perspective to the med tech industry by addressing critical aspects of healthcare management and patient engagement. With its commitment to data-driven insights, personalized care, and transformative outcomes, Treint stands poised to make a lasting impact on how healthcare is delivered and experienced in the modern age.

 

EXECUTION OVERVIEW

An execution overview outlines the operational structure and key activities of the entities within the corporate framework, emphasizing their roles in strategic functions. In this context, the execution overview provides a comprehensive understanding of the interplay between the holding company, operating entities, and investment arm.

A. Holding Structure

Treint Holding Inc.

Location: Delaware, USA

Principal Asset: Intellectual Property Rights pertaining to IT Product (Treint Business)

Role: Treint Holding Inc. assumes the role of a holding entity with proprietary interests in critical intellectual property assets.

Intellectual Property: Treint Holding Inc. possesses exclusive entitlements to IT products developed by the corporate consortium.

Owner: Treint Business Inc.

B. Operating Entities

Treint Business Inc.

Location: Delaware, USA

Function: IT Product Development

Operations:

• Conducting comprehensive research, formulation, and deployment of cutting-edge IT products and solutions within the Medical Technology sector.

C. Investment Instrument

Treint Investment Inc.

Location: Delaware, USA

Principal Objective: Capital Mobilization and IT Product Commercialization

Operations:

• Raising capital through targeted private placements, according to an exception under rule 506 (c) Reg. D.

• Subsequent commercialization of IT product - Treint Business in strict alignment with the terms stipulated in the Licensing Agreement executed with Treint Holding Inc.

The execution overview elucidates the distinct functions each entity fulfills, emphasizing the strategic alignment between their activities and the overarching corporate goals.

 

TREINT INVESTMENT INC.

Treint Investment Inc. it is a subsidiary of Treint Holding Inc. Treint Investment Inc. is a company registered in the state of Delaware, USA. The company sells its shares to promote the product in the field of Medtech, buying shares of Treint Investment Inc. the shareholder has the opportunity to receive dividends.

 

OUR TEAM

Sheikhislam Sakhi

Founder, CEO

Young neurosurgeon & neuroscientist Medical background: category C in endoscopic neurosurgery (Germany, Hamburg-Saar University medical center). Business background: Entrepreneur from 16 yo, exited 3 businesses, founder of medical educational platform and P2P delivery app. Currently founder and CEO of Treint holding.
 

Aziz Akkayev

CO-Founder // CHIEF MEDICAL EXPERT

Aziz Akkayev is an accomplished neurosurgeon, surgeon, and plastic surgeon who completed his education at MUA University and St. Thomas hospital. With a passion for medicine and a drive for excellence, he has trained and worked in over 48 countries, honing his skills and gaining valuable experience in a diverse range of healthcare settings. Throughout his career, Aziz has consistently demonstrated a commitment to his patients' wellbeing and a dedication to staying at the forefront of medical innovation. He is known for his meticulous attention to detail, his compassionate bedside manner, and his ability to perform complex surgical procedures with precision and skill.In addition to his clinical work, Aziz is also a respected educator and mentor, sharing his knowledge and expertise with the next generation of medical professionals. He has authored numerous research papers and has been invited to speak at medical conferences around the world.

Rachit Tomar

Co-founder // Chief Technical Officer

Rachit Tomar is a highly accomplished technology executive with a decade of experience in the IT industry. As the current Chief Technology Officer (CTO) at a leading healthcare SaaS product company, Rachit leads a team of skilled engineers in the design and development of innovative software solutions that cater to the complex needs of the healthcare sector. Throughout his career, Rachit has demonstrated a deep understanding of software engineering and a passion for driving technological advancement. He has successfully led multiple healthcare SaaS projects, leveraging his expertise to deliver outcomes that benefit patients, providers, and payers alike. Prior to joining the healthcare industry, Rachit worked in several other verticals, including finance, retail, and logistics. He holds a Bachelor's degree in Computer Science and has completed numerous certifications in software engineering and management. Rachit is an active member of the tech community, frequently speaking at conferences and mentoring emerging talent in the field.

Khalel Tuganbayev

Chief Legal Officer

Khalel is a qualified lawyer with extensive experience in corporate and commercial law, civil law, employment law, finance law, litigation and arbitration.Before joining Treint, Khalel spent more than 10 years in legal consulting. He was the Manager of legal services in one of the Big4 companies, and the Director of a major law firm. Khalel worked with international, foreign and local clients, providing advice on a wide range of legal issues and representing in Kazakhstan courts and international arbitrations. Khalel was an expert of the World Bank and assisted the Ministry of Justice and the Supreme Court in development of a wide range of Kazakhstan legal acts.

Alzhan Sainov

Co-founder // Chief Crypto Expert

Alzhan Sainov is a Product Manager and Co-Founder of Well It, a successful technology startup that is revolutionizing the industry. He graduated from Shanghai International Studies University and Zhejiang Gongshang University, and has since become an expert in the field of cryptocurrencies.Since 2018, Alzhan has been actively researching and studying the topic of cryptocurrencies, and has become a well-respected figure in the industry. In 2020, Alzhan participated in the Binance trading tournament and ranked among the top 20 teams for trading on the Binance exchange. He is a creative and driven individual who is always seeking new challenges and opportunities to grow the company and improve its products.

Puru Rathi

Full Stack Developer

Puru is a full-stack developer with 5 years of experience in PHP, Laravel, and ReactJS. He has a strong understanding of web development principles and experience working on both front-end and back-end projects. He is proficient in PHP and Laravel for building robust and scalable back-end systems, as well as ReactJS for creating interactive user interfaces. His expertise also includes database design, API development, and software testing. He is a quick learner and a team player, always striving to improve my skills and contribute to the success of the projects he works on.

 

ADVANTAGES OF THE PROJECT

                    Shares, provided by Treint Investment Inc.;

                    The ready product Treint Business;

                    CROWE investment assessment;

                    Potential of Med tech;

                    Geographical advantages.

Private placement advantages:

                    Uncorrelated to Stock market

                    Gives You an opportunity to participate in Unique Deal

                    Invest Directly into Private company

                    Diversify portfolio

                    Above Average estimated Returns

Private placement offers Investors the opportunity to invest in assets that are uncorrelated to the stock market investments. Additionally, Investors have the unique ability to invest directly into privately-held companies and benefit from our experience and growth.

 

POTENTIAL OF MARKET

United States of America - $180 billion. The US healthcare market is the largest in the world and is expected to reach $4.2 trillion by 2025, with a medical device market worth $180 billion. In the US, in 2019, about 91% of the population had health insurance, with most receiving it through their employer or government programs like Medicare/Medicaid.

Republic of India - $11.6 billion. The healthcare market in India is expected to reach $372 billion by 2022, with a compound annual growth rate of 22.9%. The healthcare technology segment is expected to grow at a similar rate, with a projected market size of $11.6 billion by 2025.

Kingdom of Saudi Arabia - $10 billion. The healthcare market in Saudi Arabia is expected to reach $52 billion by 2023, with a compound annual growth rate of 7.3%. The healthcare technology segment is expected to grow at a similar rate, with a projected market size of $10 billion by 2023. Healthcare services in Saudi Arabia are provided by the government through its national health insurance program, which covers around 70% of the population.

Republic of Kazakhstan - $5.4 billion. Kazakhstan's healthcare sector accounted for roughly 2.9% of GDP in 2020. Government priorities in this sector include developing the country's primary healthcare networks. The Kazakhstan government allocated approximately USD 5.4 billion from the 2021 budget to the country's healthcare sector.

Republic of Indonesia - $2.5 billion. The healthcare market in Indonesia is expected to reach $38 billion by 2025, with a compound annual growth rate of 11.8%. The healthcare technology segment is expected to grow at a similar rate, with a projected market size of $2.5 billion by 2025. Indonesia has a mix of public and private health insurance schemes, with the majority of the population covered by government-sponsored health insurance.

United Arab Emirates - $1.5 billion. The UAE healthcare market is expected to reach $19.5 billion by 2025, growing at a CAGR of 8.4% from 2020 2025, with a medical device market worth $1.5 billion. In the UAE, health insurance is mandatory for all residents.

 

BENEFITS FOR SHAREHOLDERS

Our share intends to provide shareholders with the following benefits, namely:

                    An potential asset-backed share in a market currently dominated by shares lacking intrinsic value;

                    Access to investments in Online Service to foreign purchasers that may be unable to invest directly in Med Tech project because of lack of international & local operational experts;

                    An evergreen vehicle that reinvests all or a large part of the cash flow from operations into new opportunities;

                    Future liquidity in a market;

                    The opportunity to get paid periodic distributions of profits based on the number of shares held.

 

WAYS OF GETTING PROFIT:

Dividend policy

The Purchasers will have a right to receive dividends at least once a year. The sum of dividends will depend on the Company’s revenue and the amount of shares in possession. The amount of dividends depends on the amount of net profit and the decision of the Board of Directors on its part to be paid. A unique opportunity to become a shareholder Treint Investment Inc., which operates in the MedTech sector.

 

THE TERMS AND MECHANISMS FOR DISTRIBUTION OF PROFITS

Dividends are a part of the Company's net profit determined by the Board of Directors, that is, income minus the expenditure side, such as salaries, payment for services, mandatory payments to the budget and other expenses of the Company, subject to distribution among shareholders.

At the end of  the established reporting period, the Board of Directors of the Company announces to the Shareholders the distribution of dividends, if any. Dividends are distributed among shareholders in proportion to the number of shares they own no less than once a year.

 

MILESTONES OF THE PROJECT

Treint Business:

 

       Treint Business Platform – V1, V2 launch in India & Republic of Kazakhstan

       Penetrate first 100 hospitals in India & Republic of Kazakhstan

       Treint Business Platform – V1, V2 launch in Turkey & UAE

       Treint Business Platform – V1, V2 launch in Indonesia & USA

       Integration Treint Business with Digital Medical Insurance in USA

       Treint Business: Online Medical Bank

       Treint Business: Integration with Online Medical Bank

 

RISK FACTORS

Risk factors connected to governments regulations

Governments have significant influence over the economy of their own state. This influence, as well as political and economic conditions, could adversely affect the shares.

Governments frequently intervene in the economy and occasionally make significant changes in policy and regulation. The governments, recently elected, could have an impact on inflation rates, interest rates, changes in tax policies, wage and price controls, currency devaluations, capital controls, exchange controls and several other matters. We cannot control or predict the government's future policy decisions. Any uncertainty over whether the government will implement changes affecting these and other factors may create instability and, as a result, this may adversely affect the shares and their price. Regardless of the fact that the field of MedTech services is protected by consumer demand, politics has an impact on the field of business and investment.

Risks in legal sphere

We are subject to anti-corruption, anti- bribery, anti-money laundering, sanctions and   antitrust   laws   and   regulations.

We are required to comply with the applicable laws and regulations, and we may become subject to such laws and regulations in other jurisdictions. We cannot guarantee that our internal policies and procedures will be sufficient to prevent or detect any inappropriate practices, fraud or violations of law by our affiliates, employees, officers, executives, partners, agents, suppliers and service providers, nor that any such persons will not take actions in violation of our policies and procedures. Any violations by us or any of our affiliates, employees, directors, officers, partners, agents, suppliers and service providers of anti-bribery and anti-corruption laws or sanctions regulations could have a material adverse effect on our business, reputation, results of operations and financial condition.

Risks relating to the share regulatory environment

Shares are being closely scrutinized by various regulatory bodies around the world. There is a substantial risk that in numerous jurisdictions, shares may be deemed to be a security. For example, applicable securities laws may limit the ability to hold more than certain amounts of shares, restrict the ability to transfer shares, require disclosure or other conditions on purchasers in connection with any sale of shares, and may restrict the businesses that facilitate exchanges or carry out transfers of shares. Every Purchaser of a share is required to make a diligent inquiry to determine if the acquisition, possession and possible transfer of the shares are legal in its jurisdiction and to comply with all applicable laws.

The legal ability of the Issuer to provide shares in some jurisdictions may be eliminated by future regulation or legal actions. In response to such action, the Issuer may take actions that adversely impact you and the shares you hold, including (a) ceasing operations or restricting access in certain jurisdictions, (b) adjusting shares in such a way to comply with applicable rules and regulations, (c) restricting distributions or payouts, or (d) ceasing operations entirely.

In regard to the Issuer, a filing has not been made with SEC, the main regulator in the United States of America. The offering of shares is not registered or regulated in the USA and the Issuer’s activities are not approved or guaranteed by SEC or by the United States of America’s Government. Neither SEC nor any other governmental authority in the United States of America has any obligation to any Purchaser of shares as to the performance or credit worthiness of the Issuer. Neither SEC nor any other governmental authority in the United States of America has passed judgment upon or approved the terms or merits of the offering of shares. SEC shall not be liable for any losses or default of the Issuer or for the correctness of any opinions or statements expressed in this Memorandum. There is no investment compensation scheme available in the United States of America to either (i) purchasers of shares or (ii) the Issuer.

Risk factors relating to the share

Purchaser may never receive a distribution:

Investors may never receive any benefit from holding Treint Investment inc. shares. A legally compliant trading market for shares may never be developed and peer-to-peer transfers of shares received by Investors will not be permitted unless and until shareholders are otherwise notified by the Company, which may require holders to hold their shares indefinitely.

As per the content of this private Memorandum, it is intended that shareholders will be eligible to receive payments from the Issuer upon determination of a distribution to shareholders by the directors of the Issuer. However, as per these risk factors, the Issuer may never make a profit or have any funds available to make a distribution to shareholders.  Furthermore, it is possible that shareholders will be ineligible to receive any payout due to the determinations of the Issuer including, for example, where shareholders have not provided KYC for AML purposes or where shareholders are citizens or residents in those restricted jurisdictions as determined by the Issuer.

Furthermore, any payout shall be subject to the designation terms of the shareholders as a class of beneficiary of the Issuer. Such terms may restrict payments by the Issuer under certain circumstances or restrict certain shareholders to any payout where such payment would not be in the best interests of the Issuer or would be in breach of any laws or regulations. Furthermore, the directors have the power to determine that profits of the Issuer may be used for reinvestment or any other purpose (such as satisfying any liabilities) and therefore may choose not to make any distribution to shareholders during the time that the holder holds the shares. Additionally, the shareholders may trade or transfer the shares and therefore may lose all rights to any distribution following such trade.

If there is insufficient demand, the SO will be canceled:

If there is insufficient demand, the SO will be canceled and purchase orders made by purchasers may be canceled. In such a scenario, any amounts already paid by purchasers will be refunded net of charges incurred, if any.

Shares are non-refundable:

Save where the SO is canceled, the Issuer is not obliged to provide shareholders with a refund for any reason and shareholders will not receive money or other compensation in lieu of a refund.

Statements set out in this Memorandum are merely expressions of the Issuer’s objectives and desired work plan to achieve those objectives and no promises of future performance or price are or will be made in respect to shares, including no promise of inherent value and no guarantee that shares will hold any particular value.

Shares are provided on an “as is” basis:

shares will be provided on an “as is” basis. The Issuer and each of their respective directors, officers, employees, equity holders, supervisors, affiliates and licensors make no representations or warranties of any kind, whether express, implied, statutory or otherwise regarding shares, including any warranty of title, merchantability or fitness for a particular purpose or any warranty that shares will be uninterrupted, error-free or free of harmful components, secure or not otherwise lost or damaged. Except to the extent prohibited by applicable law, the Issuer and each of their respective directors, officers, employees, equity holders, supervisors, affiliates and licensors disclaim all warranties, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, or quiet enjoyment, and any warranties arising out of any course of dealings, usage or trade.

The shares will be entirely uninsured:

The shares are not like bank accounts or other similar accounts. The shares are entirely uninsured and any value they may hold at any time may decrease or be eliminated in the future.

The purchase of the shares involves liquidity risks that may subject a shareholders to losses

There is no existing trading market for our shares, and we have no guarantees that the shares will be negotiated in any exchange or secondary market.  The shares are a new issuance of digital assets for which there is no established public market.  Moreover, there can be no assurance that any such existing share exchanges will accept the listing of shares or maintain the listing if it is accepted. There can be no assurance that a secondary market will develop or if a secondary market does develop, that it will provide shareholders with liquidity of investment or that it will continue for the life of the shares. Additionally, the Issuer cannot guarantee that there will be enough liquidity to sell shares on any exchange or secondary market.

In addition, at times it may be difficult to dispose of the service assets due to low or nonexistent demand or negotiability. In such cases, we may face difficulties in negotiating or disposing of such assets at a convenient price or time. As a consequence, we depend on the income from our investments to make distributions to shareholders.

We will have the right to cancel the shares:

We shall have the right to cancel the shares of a shareholder at any time at our sole discretion, including if the relevant shareholders have not provided information requested by us (including, but not limited to, information requested in connection with AML/KYC purposes). Any such cancellation shall be made in exchange for a cancellation price, which will be based on the current fair market value attributed to the share.  On the other hand, shareholders will have no right to force or induce a repurchase or redemption of the shares.

Risks relating to blockchain networks

Potential purchasers may not have the appropriate skills to secure, trade or collect distributions using the shares or to comply with the requirements of the Issuer (including, but not limited to, information requested in connection with a periodic shareholders check). Knowledge of blockchain asset exchanges and other industry participants may be needed to comply with the requirements of the offering.

In addition, the blockchain, which will be used for shares, is susceptible to mining attacks, including double-spend attacks, majority mining power attacks, “selfish-mining” attacks, and race condition attacks, as well as other new forms of attack that may be created. Any successful attacks present a risk to shares, expected proper execution and sequencing of shares, and to expected proper execution and sequencing of contract computations in general. Mining attacks may also target other blockchain networks with which shares interact, which may consequently significantly impact shares.

Loss of private keys may render shares worthless:

If a private key (seed phrase) is lost, destroyed or otherwise compromised and no backup of the private key is accessible, you will not be able to access the blockchain asset associated with the corresponding address, and the Issuer will not be able to restore the private key. Any loss of private keys relating to digital wallets used to store blockchain assets may result in a complete and irreversible loss of the shares.

Exchange risks:

If Purchaser sends Stable Coin to the Issuer from an exchange or an account that Purchaser does not control, shares will be allocated to the account that has sent Stable Coin; therefore, Purchaser may never receive or be able to recover Purchaser’s shares. Furthermore, if Purchaser chooses to maintain or hold shares through a cryptocurrency exchange or other third party, Purchaser’s shares may be stolen, lost or retained by the exchange. The Issuer cannot control the exchange process on secondary markets or exchanges and therefore cannot guarantee the safety of shares.

Risk of incompatible wallet services:

The wallet or wallet service provider used for the acquisition and storage of shares has to be technically compatible with shares. Failure to ensure this may result in the Purchaser not being able to gain access to its shares.

Risk of weaknesses or exploitable breakthroughs in the field of cryptography:

Advances in cryptography, or other technical advances such as the development of quantum computers, could present risks to cryptocurrencies, shares, which could result in the theft or loss of shares.

Quantum computers pose several risks to cryptocurrencies due to their incrementally faster processing speeds. Although application- specific integrated circuits (ASICs) used to mine cryptocurrencies are likely to remain faster than quantum computers in the near term, within the next 10 years, experts expect quantum computers to outpace them, with potentially harmful effects on the ledgers. For example, if a group of cryptocurrency miners controlled a majority of the computational power on the network, it could control the ledger in a manner adverse to other users. Another issue could arise with private keys, as quantum computers may be able to hack them using the public key. Certain protocols could be changed to be resistant to hacking by quantum computers, but such alternatives may not exist until well into the future if at all. If quantum computers are used to hack cryptocurrencies without our knowledge, ledgers will be affected, which could have a material adverse effect on our business. The Issuer cannot guarantee the resistance of shares and the protocol to hacking, malware or any other types of attacks.

Irreversible nature of blockchain transactions:

Transactions involving shares that have been verified, and thus recorded as a block on the blockchain, generally cannot be undone. Even if the transaction turns out to have been in error, or due to theft of a user’s shares, the transaction is not reversible. Further, at this time, there is no governmental, regulatory, investigative, or prosecutorial authority or mechanism through which actions or complaints can be made regarding missing or stolen shares. Consequently, the Issuer may be unable to replace missing shares or seek reimbursement for any erroneous transfer or theft of shares.

The Treint platform may be the target of malicious cyberattacks or may contain exploitable flaws in its underlying code, which may result in disruption of business, security breaches and the loss or theft of shares. If the security of Treint is compromised or if the Treint is subjected to attacks that frustrate or thwart our users’ ability to access the Platform, their shares or the Treint Platform products and services, users may cut back on or stop using the Treint Platform altogether, which could seriously curtail the utilization of the shares and cause a decline in the market price of the shares.

There can be no assurances that the Treint platform and the creating, transfer or storage of the Treint Investment Inc. shares will be uninterrupted or fully secure which may result in a complete loss of Investors’ Treint Investment Inc. shares.

The Issuer is subject to cybersecurity and data loss risks or other security breaches:

The shares involve the storage and transmission of shareholders’ proprietary information, and security breaches could cause a risk of loss or misuse of this information, and of resulting claims, fines and litigation. The shares may be subject to a variety of cyber-attacks, which may continue to occur from time to time. An attack or a breach of security could result in a loss of private data, unauthorized trades, an interruption of potential trading for an extended period of time, violation of applicable privacy and other laws, significant legal and financial exposure, damage to reputation, and a loss of confidence in security measures, any of which could have a material adverse effect on the financial results and business of the Issuer.  Attackers can also manipulate the crypto assets markets. Moreover, markets for cryptocurrencies are not typically subject to oversight by any prudential or by other regulators that impose minimum financial or business conduct standards, or that require minimum cybersecurity protections.  Additionally, attackers can target platforms that buy and sell crypto assets and digital wallets that hold cryptocurrencies.

A decrease in the price of a single blockchain asset may cause volatility in the entire blockchain asset industry and may affect other blockchain assets including the Treint Investment shares.  For example, a security breach that affects investor or user confidence in Bitcoin may affect the industry as a whole and may also cause the price of the Treint Investment Inc. shares and other blockchain assets to fluctuate.  

Tax risks

The tax characterization of the share is under consideration in different jurisdictions and may vary even within a jurisdiction. Likewise, the investments made by the Issuer in the Target Assets may be impacted by amendments in tax regulations in force to date. Prospective shareholders must seek their own tax advice in the relevant jurisdictions in connection with acquiring shares, which may result in adverse tax consequences, including withholding taxes, income taxes and tax reporting requirements.

Risk factors relating to issuer and our business

Legal structure of Issuer:

The Issuer is a company incorporated in the Delaware state, United States of America. The Issuer is a corporate body which has a separate legal personality capable of exercising all the functions of a natural person of full capacity irrespective of any question of corporate benefit and having perpetual succession. The constitution of the Issuer is contained in two documents: the statement of incorporator and the By-Laws (By-Laws). The By-Laws of exempted foundation companies typically provide that there must be at least one director and the management of the company is the responsibility of, and is carried out by, its board of directors. As a holder of shares, you are not entitled to any shares of the Issuer nor to any other right or interest in or to the Issuer (including any debt or equity interest therein) and will have no rights to appoint or remove the board of directors or operators of Issuer. Because shares confer no governance rights of any kind with respect to the Issuer, all decisions involving the Issuer´s activities will be made by the Issuer at its sole discretion.

The Issuer may require additional capital to support operations or growth and may need to create and sell additional shares in the future.

From time to time, the Issuer may need additional capital to operate or grow its

business. Any shares sold (or issuable upon conversion of other instruments we may sell) may be sold at prices and on other terms that differ from those in this private placement Memorandum. The Issuer’s ability to obtain additional capital will depend on investors and lender demand, operating performance, the condition of the capital markets, and other factors. Additional capital may not be available on favorable terms when required, or at all.

Our lack of business diversification could cause you to lose all or some of your investment if we are unable to generate revenues from our primary services.

There is and will be limited information related to the business of the Issuer:

You may not be able to obtain all information you would want regarding the Issuer, the shares, the investments made by the Issuer or the corporate governance of the Issuer, on a timely basis or at all. It is possible that you may not be aware on a timely basis of material adverse changes that have occurred with respect to certain of its investments.  While the Issuer has made efforts to use open- source development for shares, this information may be highly technical by nature. The Issuer is not obliged to keep users, purchasers, and holders of shares updated on its business (including progress and expected milestones). Because of these difficulties, as well as other uncertainties, you may not have accurate or accessible information about the Issuer.

Ownership of shares does not give the owners voting rights or any other control over the Company or the Treint technology (IT-products).   

Shares are not a loan and you will have no control of the Issuer:

Shares do not represent a loan to the Issuer nor do they provide the Purchaser with any ownership or other interest in or to the Issuer. For greater certainty, the purchase of shares does not provide the Purchaser with any form of ownership right or other interest in or to Issuer or its present or future assets and revenues, including, but not limited to, any voting, distribution, redemption, liquidation, revenue sharing, proprietary (including all forms of intellectual property), or other financial or legal rights. You are not, and will not be, entitled  to vote or be deemed the holder of capital stock of the Issuer for any purpose, nor will anything be  construed to confer on you any of the rights of a  stockholder of the Issuer or any right to vote for the  election of directors or upon any matter submitted  to stockholders at any meeting thereof, or to  give or withhold consent to any corporate action  or to receive notice of meetings, or to receive  subscription rights or otherwise.

The Issuer may not be able to fully execute its business strategy, which could adversely affect the results of the share.

The Issuer believes that it is necessary to expand its product by country to consolidate and expand its parent company portfolio, although the Issuer cannot guarantee that its projects and portfolio expansion strategies can be successfully implemented in the future, but the introduction of new technology and successfully implemented projects in the many countries, reduces the risk component of the project. The licensing process for new programs in Services may require excessive time and expense, which could adversely affect the performance and profitability of the share.

There may be occasions when certain individuals involved in the development of Target assets may encounter potential conflicts of interest in connection with the Product Launch, such that said party may avoid a loss, or even realize a gain, when other Investors in the SO are suffering losses.   

There may be occasions when certain individuals involved in the development and launch of the Target assets or shares may encounter potential conflicts of interest in connection with this Offering, such that said party may avoid a loss, or even realize a gain, when other Investors in the are suffering losses. Investors may also have conflicting investment, tax, and other interests. Decisions made by the key employees of Treint Investment Inc. may be more beneficial for some Investors than for others.

 

LITIGATION

In the ordinary course of business, the Issuer and/ or Treint Investment Inc. may enter into related party transactions on an arm’s length basis and on market terms, pursuant to our related party transactions and conflicts of interest policy, business transactions, taxes, and others. It will assess the likelihood of any loss or exposure of any claims. Litigation is subject to inherent uncertainties, and an adverse result in these or other matters may arise from time to time that may harm business. If a loss is considered probable and the amount can be reasonably estimated, it will recognize an expense for the estimated loss. In addition to the estimated loss, the recorded liability would include probable and estimable legal costs associated with the claim or potential claim. The Issuer may not have insurance coverage for certain matters. There is no assurance that any claim would not materially and adversely affect its business, financial position, and results of operations or cash flows.

Rights of ownership in the Company

Your purchase of shares does not convey any rights of ownership in the Company or any rights to any financial obligation of the Company (debt or otherwise). Accordingly, the financial state of the Company is relevant only insofar as the Company must have sufficient funding and ability to perform the tasks to develop and maintain the Target Asset.

We do not anticipate dividends to be paid on our common stock and investors may lose the entire amount of their investment.

A dividend has never been declared or paid in cash on our common stock and we do not anticipate such a declaration or payment for the foreseeable future. We expect to use future earnings, if any, to fund business growth. Therefore, stockholders will not receive any funds absent a sale of their shares. We cannot assure stockholders of a positive return on their investment when they sell their shares nor can we assure that stockholders will not lose the entire amount of their investment.

We have sought or intend to seek an exemption in multiple states for this offering; however, there can be no assurance that an investor in this offering will have a similar exemption covering their resale and we do not currently have plans to qualify any resells in any state.

For this offering, we have sought or intend to seek in multiple states an exemption from registration for securities offered and sold under Rule 506 of Regulation D of the Securities Act.  There can be no assurance that a subscriber to this offering will have a state exemption for their resale.  We do not currently have plans to qualify any resells in any state.  In the event that a subscriber to this offering does not have available a state exemption for the transfer of his shares and we have not qualified such transfers in the state, the subscriber will not be able to transfer his shares.

 

OTHER DISCLOSURES

Share purchases should only be made by accredited investors according to Rule 501 Reg. D. If the prospective investor is not a US citizen, then his compliance with the criteria of an accredited investor is determined by the investor's national legislation, depending on his residence or location and in accordance with international law. By purchasing shares, an investor truthfully guarantees Trient Investment Inc. his compliance with the requirements of an accredited investor.

The Purchaser should have a functional understanding of storage and transmission mechanisms associated with other shares. The Issuer will not be responsible in any way for loss of shares resulting from actions taken by, or omitted by purchasers. If you do not have such experience or expertise, then you should not purchase shares or participate in the sale of shares. In addition to the risks included above, there are other risks associated with your purchase, possession and use of shares, including unanticipated risks. Such risks may further materialize as unanticipated variations or combinations of the risks discussed above.

PLAN OF DISTRIBUTION

Treint Investment Inc. has unique opportunities to create a global investment portfolio and provide investors with only the opportunity to become its shareholder.

Treint Investment Inc. will be conducting a Share Offering to raise money for its further development and purchasing new assets.

The total number of shares of the company is 75,000.

OTHER REQUIREMENTS

In addition to submitting documentation to confirm their status as non U.S. Persons all potential purchasers of the shares will need to complete requisite know-your-customer and anti-money laundering procedures to execute a Subscription.

 

THE USA PATRIOT ACT

WHAT IS MONEY LAUNDERING?

HOW BIG IS THE PROBLEM AND WHY IS IT IMPORTANT?

 

The USA PATRIOT Act is designed to detect, deter and punish terrorists in the United States and abroad. The Act imposes anti-money laundering requirements on brokerage firms and financial institutions. Since April 24, 2002, all United States brokerage firms have been required to have comprehensive anti-money laundering programs in effect. To help you understand these efforts, the Issuer wants to provide you with some information about money laundering and the Issuer’s efforts to help implement the USA PATRIOT Act.

 

Money laundering is the process of disguising illegally obtained money so that the funds appear to come from legitimate sources or activities.

 

The use of the United States financial system by criminals to facilitate terrorism or other crimes could taint its financial markets. According to the United States State Department, one recent estimate puts the amount of worldwide money laundering activity at $1 trillion a year.

 

WHAT THE COMPANY IS REQUIRED TO DO TO HELP ELIMINATE MONEY LAUNDERING?

Under new rules required by the USA PATRIOT Act, the Company’s anti- money laundering program must designate a special compliance officer, set up employee training, conduct independent audits and establish policies and procedures designed to detect and report suspicious transactions and ensure compliance with the new laws and rules.

As part of the Company’s required program, it may ask you to provide various identification documents or other information. Until you provide the information or documents that the Company needs, it may not be able to provide any transactions for you.

 

Treint Investment Inc., or the Issuer, reserves the right to request such information as is necessary to verify the identity of purchasers of the shares, and the source of the payment of subscription monies, or as is necessary to comply with any customer identification programs or such information as may be required in order for the Issuer to discharge its obligations under Delaware law (including pursuant to the Proceeds of Crime Law (as revised)). In the event of delay or failure by the applicant to produce any information required for verification purposes, an application for or transfer of the shares and the subscription monies relating thereto may be refused.

You should check the Office of Foreign Assets Control (the “OFAC”) website at http://www.treas.gov/ofac before making the following representations:

              you represent that the amounts invested by you in this Offering were not and are not directly or indirectly derived from any activities that contravene Federal, state or international laws and regulations, including anti-money laundering laws and regulations. Federal regulations and Executive Orders administered by the OFAC prohibit, among other things, the engagement in transactions with, and the provision of services to, certain foreign countries, territories, entities and individuals. The lists of the OFAC-prohibited countries, territories, individuals and entities can be found on the OFAC website at http://www.treas.gov/ofac. In addition, the programs administered by the OFAC (the “OFAC Programs”) prohibit dealing with individuals or entities in certain countries, regardless of whether such individuals or entities appear on any OFAC list;

 

                    you represent and warrant that none of: (1) you; (2) any person controlling or controlled by you; (3) if you are a privately-held entity, any person having a beneficial interest in you; or (4) any person for whom you are acting as agent or nominee in connection with this investment is a country, territory, entity or individual named on an OFAC list, or a person or entity prohibited under the OFAC Programs. Please be advised that the Issuer may not accept any subscription amounts from a prospective purchaser if such purchasers cannot make the representation set forth in the preceding sentence. You agree to promptly notify the Issuer should you become aware of any change in the information set forth in any of these representations. You are advised that, by law, the Issuer may be obligated to “freeze the account” of any purchaser, either by prohibiting additional subscriptions from it, declining any redemption requests and/or segregating the assets in the account in compliance with governmental regulations, and that the Issuer may also be required to report such action and to disclose such purchaser’s identity to the OFAC;

                    you represent and warrant that none of: (1) you; (2) any person controlling or controlled by you; (3) if you are a privately-held entity, any person having a beneficial interest in you; or (4) any person for whom you are acting as agent or nominee in connection with this investment is a senior foreign political figure , or (5) any immediate family member or (6) close associate of a senior foreign political figure, as such terms are defined in the footnotes below; and

                    if you are affiliated with a non-U.S. banking institution (a “Foreign Bank”), or if you receive deposits from, make payments on behalf of, or handle other financial transactions related to a Foreign Bank, you represent and warrant to the Issuer that: (1) the Foreign Bank has a fixed address, and not solely an electronic address, in a country in which the Foreign Bank is authorized to conduct banking activities; (2) the Foreign Bank maintains operating records related to its banking activities; (3) the Foreign Bank is subject to inspection by the banking authority that licensed the Foreign Bank to conduct its banking activities; and (4) the Foreign Bank does not provide banking services to any other Foreign Bank that does not have a physical presence in any country and that is not a regulated affiliate. The Issuer is entitled to rely upon the accuracy of your representations.

The Issuer may, but under no circumstances will it be obligated to, require additional evidence that a prospective purchaser meets the standards set forth above at any time prior to its acceptance of a prospective purchaser’s subscription. You are not obligated to supply any information so requested by the Issuer, but the Issuer, upon advice of the Investment Banking Advisor, may reject a subscription from you or any person who fails to supply such information.

An investment in the Interests may involve significant risks. Only Investors who can bear the economic risk of the investment for an indefinite period of time and the loss of their entire investment should invest in the Interests. See “Risk Factors.”

 

NOTICE TO RESIDENTS OF THE UNITED STATES AND “U.S. PERSONS”

The shares offered hereby have not been registered under the Securities Act of 1933, as amended (the “Securities Act”), or the securities laws of any state, and are being offered and sold in reliance on exemptions from the registration requirements of the securities act set forth in section 4(a)(2) thereof and rule 506(c) of Regulation D promulgated thereunder to accredited investors. Rule 506 of Regulation D sets forth certain restrictions as to the number and nature of purchasers of shares offered pursuant thereto. We have elected to sell shares only to accredited investors as such term is defined in rule 501(a) of Regulation D. Each prospective investor will be required to make representations as to the basis upon which it qualifies as an accredited investor. The shares offered hereby will be subject to restrictions on transferability and resale and may not be transferred or resold except as permitted under the Securities Act and under applicable state securities laws or pursuant to registration or exemption therefrom. Prospective investors should be aware that they may be required to bear the financial risks of this investment for an indefinite period of time. Only persons who can afford to lose their entire investment in the shares should purchase the shares. The shares offered hereby have not been approved or disapproved by the Securities and Exchange Commission (“SEC”) or any state securities commission, nor has the sec or any state securities commission passed upon the accuracy or adequacy of this Memorandum. Any representation to the contrary is a criminal offense. The information presented herein was presented and supplied solely by the company and is being furnished solely for use by prospective investors in connection with the offering. The company makes no representations as to the future performance of the company. This Memorandum was prepared by the company and its representatives. No person is authorized to give any information or make any representation not contained in this Memorandum or an authorized summary hereof, or in any agreement contemplated hereby, and any information or representation not contained herein or in such authorized summary or agreement must not be relied upon. This offering is subject to withdrawal, cancellation or modification by the company at any time and without notice. We reserve the right in our sole discretion to reject any investment in whole or in part. This Memorandum does not constitute an offer to sell, or a solicitation of an offer to buy, any security other than the shares offered hereby. This Memorandum further does not constitute an offer to sell or a solicitation of any offer to buy the shares offered hereby by anyone in any jurisdiction in which such offer or solicitation is not authorized, or in which the person making such offer or solicitation is not qualified to do so. This Memorandum contains summaries of certain pertinent documents, applicable laws and regulations. Such summaries are not complete and are qualified in their entirety by reference to the complete texts of such documents, applicable laws and regulations. Treint Investment Inc. does not make any express or implied representation or warranty as to the accuracy or completeness of the information contained in this Memorandum or in any additional evaluation material, whether written or oral, made available in connection with any further investigation of the company. To the extent legally allowable, the company expressly disclaims any and all liability that may be based upon such information, errors therein or omissions therefrom. Only those particular representations and warranties, if any, which may be made to a party in a definitive written agreement regarding a transaction involving the company, when, as and if executed, and subject to such limitations and restrictions as may be specified therein, will have any legal effect. By accepting delivery of this Memorandum, each prospective investor hereby expressly agrees with the company to keep strictly confidential all of the contents hereof, including, but not limited to, the offering and all information related to the company, its affiliates and subsidiaries, and not to disclose the same to any third-party and/or otherwise use the same for any purpose other than an evaluation by such offeree of a potential investment in the company and the shares offered hereby. You also agree to make your agents, affiliates and representatives aware of the confidential nature of the information contained herein. We have caused this Memorandum to be delivered to you in reliance upon such agreements by you. This Memorandum is subject to amendment and supplementation as appropriate. We do not intend to update the information contained in the offering documents for any investor who has already made an investment. We may update the information contained herein from time to time either by providing such updated documents to potential investors or through our website. Nonetheless, the company undertakes no obligation to provide any such updated documents to an investor who has already made an investment.

 

ADDITIONAL INFORMATION

This Memorandum does not contain all of the information with respect to the various agreements and other documents referred to herein.  The delivery of this Memorandum at any time does not imply that the information contained herein is correct as of any time subsequent to the date hereof.  For further information with respect to us and the shares being offered hereby, any prospective purchaser should contact our manager.

 

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Thank you! Your trust and belief in our startup mean the world to us. Your investment not only provides financial support but also validates our ideas and fuels our passion to create something extraordinary. With your backing, we can forge ahead with confidence and determination, knowing that we have a community of supporters who share our enthusiasm for innovation and growth. As a shareholder, you are an integral part of our story, and we promise to keep you well-informed about our progress, achievements, and any significant developments. Your involvement is vital to our success, and we eagerly anticipate sharing our successes and milestones with you along the way.
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