Acknowledgement

This is neither an offer to sell nor a solicitation of an offer to invest in Prime Pinnacle or any of Prime Pinnacle managed funds as described herein. Membership is only by the requested,reviewed and acceptance of membership prospectus. Furthermore, you must be approved to become a member by the Board of Directors or Membership Committee. This sales and advertising literature must be read in conjunction with the prospectus in order to understand fully all of the implications and risks of the offering of securities to which it relates.

Prime Pinnacle is an Private Investment Management Company.  An investment in Prime Pinnacle or any of their managed funds is subject to risks. A more detailed description of the risk factors is found in the section of the prospectus entitled “Risk Factors.” You should read and understand all of these risk factors before making your decision to invest in shares of our common stock.
Please read the risks below and then click OK to proceed to the Prime Pinnacle Web Site.

• We are a new company and have limited operating history and are subject to the business risks and uncertainties associated with any new business, including the risk that we will not achieve our investment objectives.

• Because there is no public trading market for shares of our common stock and we are not obligated to effectuate a liquidity event by a specified date, it will be difficult for you to sell your shares.

• The amount of any distributions we may make is uncertain. Our distribution proceeds may exceed our earnings; particularly during the period before we have substantially invested the net proceeds from this offering. Therefore, portions of the distributions that we make may represent a return of capital to you.

• We will likely need to continually raise cash or make borrowings to fund new investments. At times, these sources of funding may not be available to us on acceptable terms, if at all.

• We are subject to real estate,financial market and economic risks, including changes in interest rates which may have a substantial negative impact on our investments.

• A significant portion of our portfolio will be recorded at fair value as determined in good faith by our board of directors and, as a result, there will be uncertainty as to the value of our portfolio investments.

• We have not identified specific investments that we will make, and therefore you will not have the opportunity to evaluate our investments prior to becoming a member.

• We intend to invest primarily in both residential/commercial real estate, purchase secured notes, engage in consumer loans, engage in both residential/commercial real estate loans and selected equity investments issued by small and middle market companies. For our secured, the collateral securing these investments may decrease in value over time.

• The members of any/all funds all agree that Prime Pinnacle,LLC will be the designated management company to operate and manage all investment opportunities.

• We may borrow funds to make investments. As a result, we would be exposed to the risks of borrowing, also known as leverage, which may be considered a speculative investment technique. Leverage increases the volatility of investments by magnifying the potential for gain and loss on amounts invested, therefore increasing the risks associated with investing in our securities.

• Current market conditions have adversely affected the capital markets and have reduced the availability of debt and equity capital for the market as a whole and financial firms in particular. These conditions may make it more difficult for us to achieve our investment objectives.

This presentation does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein, nor shall there be any sale of these securities in any state in which such an offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state. Members are advised to carefully consider the investment objectives, risks and charges and expenses of Prime Pinnacle before investing. The Membership may be made only by means of a prospectus and approval by Prime Pinnacle Board of Directors or Membership Committee.

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