Experiential Squared

The Company disclosed that if it cannot secure additional short-term capital during the next 12 months, it may cease operations. The financial statements do not include adjustments for these uncertainties, indicating a going-concern-type risk.

“During the next 12 months, the Company intends to fund its operations, including those of its Series with funding from a Regulation A offering campaign, loans from its manager and funds from revenue producing activities, if and when such can be realized. If the Company cannot secure additional short-term capital, it may cease operations. The financial statements and related notes thereto included in this Annual Report do not include any adjustments that might result from these uncertainties.”

An affiliate of Spendthrift Farm LLC became a majority stockholder in Experiential Squared, Inc. (the Manager) on March 17, 2020. Spendthrift is also simultaneously a Horse Seller and Co-Owner with the Company in several Underlying Assets of existing Series and will continue in those roles in future Series, creating a heightened conflict of interest in valuation and transaction terms.

“On March 17, 2020, an affiliate of Spendthrift Farm, LLC, a Kentucky limited liability company ('Spendthrift'), became a majority stockholder in Experiential Squared, Inc., the Manager of the Company. Spendthrift is also a Horse Seller and Co-Owner with the Company in several of the Underlying Assets of existing Series and will continue to hold those positions in future Series. As such, the Company recognizes that there may be a heightened risk of conflicts of interest representing our interests in these transactions on the one hand and the interests of the Manager and its affiliates in preserving or furthering their respective relationships on the other hand and/or proper valuation of certain transactions (or the perception thereof).”