Disclosure & Disclaimer

Disclosure & Disclaimer

These materials are for informational purposes only, and are not intended to provide, and should not be relied on, for investment, tax, legal or accounting advice and shall not be deemed to constitute such advice under any United States federal law. It is not provided with regard to your specific investment objectives, financial situation, tax exposure or particular needs. The materials do not constitute an offer to sell, or a solicitation of an offer to purchase, any securities, which only can be made at the time a qualified offeree receives a confidential private placement memorandum (“offering memorandum”). All information contained herein is qualified in its entirety by information contained in the offering memorandum of the applicable investment. Any such offer or solicitation will be made in accordance with applicable securities laws.

Investing involves significant risk and has the potential for partial or complete loss of funds invested. Diversification does not assure a profit or guarantee against loss in declining markets. You should consider your investment objectives, risks, charges, and expenses of the underlying funds and consult your personal tax, legal and accounting advisors before engaging in any transaction. You should carefully read the final offering memorandum and/or other organizational, supplemental, and controlling documents before making an investment decision regarding any security. You are encouraged to ask questions of and receive answers from Orion and to obtain any additional information they deem necessary concerning the matters described herein.

Neither this website nor any attachment hereto is intended, nor should it be construed as, a solicitation or offer to invest in, buy, or sell, any security, financial product or instrument issued in any offering, nor does anything in this website or any document attached hereto, constitute tax, investment, or legal advice. Any investment is subject to risks, many of which are substantial. No investment should be made under any offering document by any investor who cannot afford to lose their entire investment and who are not prepared to hold their investment for a long period of time. There are likely substantial restrictions on the re-sale of any securities purchased by an investor, and no investor should invest without the guidance and approval of competent legal, tax and financial advisers. By receiving and reading this website, each recipient acknowledges and agrees that all content, information, and documents contained herein and attached hereto, are proprietary, may constitute trade secrets, are highly confidential, and the recipient will not disclose the same to anyone without the prior written consent of the author and/or owner of the information conveyed herein.

Investments, including interests in real estate and private funds, are subject to investment, tax, regulatory, market, macro-economic and other risks, including the potential loss of the entire principal amount invested. Past performance as well as any projection or forecast used or discussed in these materials are not indicative of the future or likely performance of any investment product. Statements may be forward looking, and such statements necessarily involve known and unknown risks and uncertainties that may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such statements. These materials are not intended to be a risk disclosure statement.

The views, opinions, and assumptions expressed herein are as of the date herein, subject to change without notice, may not come to pass and do not represent a recommendation or offer of any particular security, strategy, or investment. The contents herein do not purport to be complete and are subject to change and may be modified, deleted, or replaced at any time in Orion’s sole discretion and without prior notice. Orion undertakes no duty to update any forward-looking statements appearing in these materials. The provision of any services or products provided by Orion or any of its affiliates are expressly subject to the particular terms and conditions contained in separate written agreements between you and Orion or such affiliate, as applicable. Orion will not provide any individualized advice or consulting unless agreed to by a separate written agreement.

None of the information contained herein has been filed or will be filed with the Securities and Exchange Commission, any regulator under any state securities laws or any other governmental or self-regulatory authority. No governmental authority has passed or will pass on the merits of this offering or the adequacy of this document. Any representation to the contrary is unlawful. Any Orion fund described herein will not be registered under the Investment Company Act of 1940, as amended, in reliance on an exception thereunder. Interests in such funds will not be 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 said Act and such laws. Any investors in such funds will be required to be “accredited investors,” as such term is defined under the rules and regulations promulgated under the Securities Act.

The contents herein are a trade secret, the disclosure of which is likely to cause substantial and irreparable competitive harm to Orion and or its investment funds and their respective affiliates. Any reproduction or distribution of these materials, in whole or

in part, or the disclosure of its contents, without the prior written consent of Orion is prohibited. All right, title and interest in and to the information contained in this presentation is the sole and exclusive property of Orion,

Historical and Targeted Performance Results

Performance information is presented net of all fees and expenses unless marked otherwise. For all periods the performance information includes the reinvestment of distributions unless otherwise noted.

Target returns are presented in order to help prospective investors understand the applicable investment strategy in comparison to other investment strategies. Targeted investment characteristics and return profiles are for informational purposes only, are not indicative of future results, and are not guarantees. There can be no assurance that any investment will have these characteristics or terms, that targeted returns will be met or that investor capital will not be lost.

Target returns are hypothetical performance. Hypothetical performance does not represent an actual investment in any of the offerings sponsored by Orion, may not reflect the potential effect of material economic and market related factors and do not represent the actual performance or experience of any given investor on the Orion platform. The target returns shown were achieved by means of the application of a model. There are frequently sharp differences between hypothetical performance results and the actual results subsequently achieved by an investment. An investment decision should not be based on hypothetical performance.

Target return projections include several assumptions. Target returns are based on the average projected returns of each fund, which is in turn based on the weighted average projected return of each individual real estate asset held by that offering, minus assumptions for fees, expenses, and potential downside costs. Targets are revised periodically as deemed necessary by Orion.

The funds managed by Orion generally pay distributions as further described in each fund’s offering memorandum that may consist of ordinary income and capital gains. The tax characteristics of these distributions are generally not finalized until after year-end.

The return and performance information shown uses or includes information compiled from third-party sources. While we believe the third-party information comes from reliable sources, we do not guarantee the accuracy of the information and may receive incorrect information from third-party providers. Unless otherwise indicated, the information has been prepared by us and has not been reviewed, compiled, or audited by any independent third-party or public accountant.

Investment Related Risks

Lack of Liquidity. Our funds are generally illiquid with either no or limited liquidity based upon available cash flows. Accordingly, your investment requires a long-term commitment, with no certainty of return. It may take significant time before a fund generates distributions which are not guaranteed. Additionally, the types of assets in which our funds intend to invest are illiquid and will remain so for an indefinite period. Depending on market activity, volatility, applicable laws and other factors, each fund may not be able to promptly liquidate its investments at an attractive price or at all. The sale of any such investment may be subject to delays and additional costs and may be possible only at substantial discounts.

Dependence on Key Personnel. The success of each fund will be dependent on the financial and managerial experience of Orion and its personnel. There can be no assurance that current Orion personnel will continue to be associated with Orion or its affiliates throughout the life of the fund. Similarly, there can be no assurance that the members of a fund’s investment committee will remain the same during the life of the fund. If the fund’s management team cannot agree on decisions affecting the fund, it may adversely impact investment results of the fund, or the loss of personnel. Additionally, Orion personnel may be engaged in other activities besides management of the funds.

Risks Inherent in Real Estate Investments. All real estate investments are subject to some degree of risk. For example, real estate investments are relatively illiquid and, therefore, may tend to limit the fund’s ability to promptly adjust the fund’s portfolio in response to changes in economic or other conditions. No assurances can be given that the fair market value of any real estate investments held by the fund will not decrease in the future or that the fund will recognize full value for any investment that the fund is required to sell for liquidity reasons. Other risks include changes in zoning, building, environmental and other governmental laws, changes in operating expenses, changes in real estate tax rates, changes in interest rates and changes in the availability, costs and terms of mortgage funds, energy prices, changes in the relative popularity of properties, the ongoing need

for capital improvements, cash flow risks, construction risks, as well as natural catastrophes, acts of war, terrorism, civil unrest, uninsurable losses and other factors beyond the control of the fund or the management team.

References to ‘assets under management’ or ‘AUM’ represent our common equity position or preferred equity positions managed by Orion as to which Orion is entitled to receive a fee, preferred return, or carried interest. Orion’s calculation of AUM may differ from the calculations of other real estate asset managers and, as a result, Orion’s measurement of its AUM may not be comparable to similar measures presented by other asset managers.


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