Don’t invest unless you’re prepared to lose all the money you invest. This is a high-risk investment and you are unlikely to be protected if something goes wrong.

Due to the potential for losses, the Financial Conduct Authority (FCA) considers this investment to be high risk.

1. What are the key risks?

You could lose all the money you invest

• If the business you invest in fails, you are likely to lose 100% of the money you invested. Most start-up businesses fail.

2. You are unlikely to be protected if something goes wrong

• Protection from the Financial Services Compensation Scheme (FSCS), in relation to claims against failed regulated firms, does not cover poor investment performance. Try the FSCS investment protection checker here.

• Protection from the Financial Ombudsman Service (FOS) does not cover poor investment performance. If you have a complaint against an FCA regulated firm, FOS maybe able to consider it. Learn more about FOS. protection here.

3. You won’t get your money back quickly

• Even if the business you invest in is successful, it may take several years to get your money back. You are unlikely to be able to sell your investment early.

• The most likely way to get your money back is if the business is bought by another business or lists its shares on an exchange such as the London Stock Exchange. These events are not common.

• If you are investing in a start-up business, you should not expect to get your money back through dividends. Start-up businesses rarely pay these.

4. Don’t put all your eggs in one basket

• Putting all your money into a single business or type of investment for example, is risky. Spreading your money across different investments makes you less dependent on any one to do well.

• A good rule of thumb is not to invest more than 10% of your money in high-risk investments.

[https://www.fca.org.uk/investsmart/5-questions-ask-you-invest]

5. The value of your investment can be reduced

• The percentage of the business that you own will decrease if the business issues more shares. This could mean that the value of your investment reduces, depending on how much the business grows. Most start-up businesses issue multiple rounds of shares.

• These new shares could have additional rights that your shares don’t have, such as the right to receive a fixed dividend, which could further reduce your chances of getting a return on your investment.

If you are interested in learning more about how to protect yourself, visit the FCA’s website here.

Host Capital Private Markets Limited (“we”, “us”, “our”) is an appointed representative of Enterprise Investment Partners LLP which is authorised and regulated by the Financial Conduct Authority (“FCA”) under firm reference number 604439. Our firm reference number is 1044705. This financial promotion has been approved on [date] by Enterprise Investment Partners LLP for the purposes of section 21 of the Financial Services and Markets Act 2000.

This document is directed only at persons in the United Kingdom who are:

• professional clients or eligible counterparties, as defined by the FCA;

or

• certified high net worth individuals, certified sophisticated investors, or self-certified sophisticated investors, in each case within the meaning of Articles 48, 50A and 50 of the Financial Services and Markets Act 2000 (Financial Promotion) Order 2005.

This document describes the intended investment activities of Host Capital Private Markets Limited and opportunities for potential investment club members. It does not constitute an offer to the public or a financial promotion to retail clients other than those who meet the criteria above, nor does it constitute a Direct Offer Financial Promotion. Applications for investment may only be made using the relevant application form, a copy of which is available on request. Investment will only be permitted where the investor has been assessed as appropriate for this type of investment and has confirmed that they meet the relevant investor categorisation requirements.

Investments of the kind referred to herein are generally non-readily realizable securities and are not suitable for all investors. Such investments may be illiquid, volatile and involve a risk of total loss of capital. They may only be marketed to limited categories of investors who have sufficient knowledge, experience and expertise, and an appropriate financial situation. Investments in unquoted companies can be difficult to value or sell, and there may be no secondary market. Club investments are long-term in nature and investors should expect to hold their investment for a minimum of three years. Exit opportunities may be limited, delayed or unavailable. Past performance is not a reliable indicator of future results.

Host Capital Private Markets Limited Club investors are required to make their own independent assessment, or seek professional advice, in respect of the suitability of any investment they make. Nothing in this document should be construed as investment advice or a recommendation.

If you are in any doubt about the suitability of any investment or course of action, you should consult a suitably qualified and regulated financial adviser. Responsibility for assessing the suitability of the investment for an investor’s individual circumstances rests with the Club investor and, where applicable, their financial adviser.

Any tax advantages associated with investing are based on current legislation, are subject to change, and depend on the individual circumstances of each investor. Tax reliefs are not guaranteed and may be denied or withdrawn by HM Revenue & Customs if the relevant conditions are not met or cease to be met.

This document may contain statements relating to future business and financial performance and future events or developments that may constitute forward-looking statements. These statements are based on current expectations as at the date of this document and are subject to a number of known and unknown risks, uncertainties and other factors. Actual results, performance or achievements may differ materially from those expressed or implied by such forward-looking statements. There can be no assurance that any forward-looking statements will be realised.

This document is not intended for distribution in any jurisdiction where such distribution would be contrary to local law or regulation.

Dated: 04.02.2026 Ref: HC0126/01

This page sets out the terms on which the Host Capital Private Markets Limited Investment Club provides investment services to its members.

The Club’s investment Advisory Committee will consider investment opportunities which fall within and/or are compatible with the following criteria:

• UK & Europe domicile

• Growth/MBO/VC/Distressed/Restructuring

• Existing businesses with turnover of less than £20m pa or Start-up opportunities with proof of concept.

• Sector agnostic but preferred sectors are:

  • Financial

  • Technology

  • Energy

  • Sustainable

  • Real Estate

  • Consumer

  • Leisure

• Have potential to generate IRR more than 20% pa over a five-year term.

• Minimum aggregate Club Investment shall be £250,000 GBP on any investment opportunity.

• Club member investments will be administered via a Trust agreement & Nominee Company structure full details of which is available on request.

• For further information on the Club’s Investment Policy can be requested from Host Capital Private Markets.

• Host Capital Private Markets Limited reserves the right to change the Club’s investment strategy and/or policy with prior notice to Members.

• Membership is strictly by invitation only and at the discretion of Host Capital Private Markets Limited.

• Member eligibility shall depend on whether you qualify as either a Sophisticated, High New Worth or Professional Investor.

• The Club membership shall be restricted to a maximum of 100 members which may be increased at the sole discretion of Host Capital Private Markets Limited.

• Members are under no obligation to commit capital or invest in new opportunities introduced to them by the Club.

• However, all Members are expected to actively consider opportunities introduced to them and where they indicate interest to invest allocate the necessary capital in readiness for their investment.

• Minimum investment per Club Member is £25,000 GBP. There is no maximum.

• Where investment opportunities are over-subscribed, the Club’s Investment Advisory Committee shall scale back member investments on a strict pro-rata basis.

• Investing Members shall be provided with quarterly reports on investments made through the Club.

• Host Capital Private Markets Limited reserves the right to vary the minimum investment per member on 30 days’ notice.

There is no ongoing subscription or annual management fee applied to Club Members. Instead, Members shall only pay a single set-up fee, applicable taxes and a performance fee described below:

• A single fee of up to 5% + VAT of the Member’s capital investment in each investment opportunity to cover the Club’s due diligence and ongoing monitoring fees. This fee is calculated by multiplying the relevant percentage fee applicable (maximum of 5% + VAT) by each participating Club Members individual investment. The fee shall be payable by the participating Club Member within 5 business days of invoice receipt. The fee is payable each time an investment is made by the Club Member and is added to the Club Member’s investment amount. Any applicable taxes due (such as Stamp Duty) shall be calculated at the time of investment notified to the Club Member and added to the investment amount.

• A performance related fee equivalent to 20% of the capital gain achieved over a 15% pa IRR hurdle rate achieved over the term of the investment. The performance fee is payable only on successful exit from the investment and is deducted from the capital returned.

• Host Capital Private Markets Limited reserves the right to change Member charging only for new investments and with 30 days’ notice to Members.

• Host Capital Private Markets Limited may separately receive fees from the companies in which the Club invests. Such fees will be in compensation for advising the company on matters such as capital raising, investment structuring and corporate governance. Such fees are paid directly by the company and not deducted from members investment.