Risk Disclosure
All investing involves risk, including the possible loss of the entire amount invested. This document describes the principal categories of risk in general terms.
Last updated: January 1, 2026
Purpose of this disclosure
This Risk Disclosure describes, in general terms, categories of risk associated with investing in tangible and asset-backed investments. It is not exhaustive, and it does not describe every risk applicable to any specific investment.
The risks applicable to a particular investment are described in the formal offering documents for that investment, which should be read in full before any decision is made.
All investing involves risk, including the possible loss of the entire amount invested. No investment strategy, diligence process, or asset backing can eliminate risk or assure a profit.
Market risk
The value of an investment may decline because of changes in market conditions, investor sentiment, capital availability, or supply and demand for a particular type of asset. Real asset values are influenced by transaction activity, financing conditions, construction costs, and comparable sales evidence, all of which can move unfavorably.
Declines may be sudden, prolonged, or both, and may occur even where the underlying asset continues to operate as expected.
Liquidity risk
Tangible and private investments are generally illiquid. There is typically no public market for them, transfers may be restricted, and selling an asset can take months or longer.
You should be prepared to hold an investment for its full expected term and to bear the economic consequences of the investment for an indefinite period. In adverse conditions, an asset may only be sellable at a significant discount to its estimated value, or may not be sellable at all.
Economic risk
Broad economic conditions — employment, growth, consumer demand, trade, and business investment — affect the demand for space, energy, transport, agricultural output, and credit. A downturn may reduce occupancy, utilization, pricing, and the ability of counterparties to meet obligations.
Interest rate risk
Changes in interest rates affect real assets in several ways. Higher rates increase the cost of debt, may reduce the amount of financing available, and generally place downward pressure on the valuations of income-producing assets. Rate movements can also affect refinancing capacity at maturity.
Investments using floating-rate debt are exposed to increases in debt service costs, which reduce cash available for distribution.
Inflation risk
Inflation may increase operating costs, maintenance expense, insurance premiums, and capital expenditure faster than revenue can adjust. While many real assets carry some inflation linkage, that linkage is imperfect: escalators may be capped, contractual resets may lag, and regulated pricing may adjust slowly.
Conversely, deflation or falling prices may reduce revenue and asset values.
Credit and counterparty risk
Cash flow from a real asset generally depends on someone paying — a tenant, an offtaker, a borrower, a lessee. If that counterparty experiences financial difficulty, defaults, or becomes insolvent, expected income may be reduced, delayed, or lost.
In secured lending, enforcement against collateral takes time, involves cost, and may recover less than the outstanding obligation.
Operating and asset-specific risk
Real assets require active management. Performance depends on the competence of operators, unexpected maintenance or capital requirements, physical damage, obsolescence, environmental conditions, construction and development risk, weather, disease, and other events specific to the asset.
Insurance may not cover all losses, and coverage may become unavailable or uneconomic.
Regulatory and legal risk
Changes in law, regulation, taxation, zoning, permitting, environmental standards, or rate regulation may increase costs, restrict operations, reduce revenue, or impair value. Permits and approvals may be revoked, conditioned, or not renewed.
Litigation, title defects, and disputes with counterparties or authorities may also result in expense and loss.
Valuation risk
Real assets are not priced continuously. Valuations rely on appraisals, models, and assumptions that involve judgment, and reported values may differ — potentially materially — from the price ultimately realized on a sale.
Leverage risk
The use of borrowed money magnifies both gains and losses. Leverage increases the sensitivity of equity value to changes in asset value, creates fixed obligations that must be met regardless of performance, and introduces refinancing risk at maturity.
A breach of loan covenants may result in restrictions, additional costs, or a lender exercising remedies including foreclosure, which could result in the loss of the entire investment in that asset.
Concentration and diversification limitations
Diversification does not eliminate risk and does not ensure a profit or protect against loss. Assets that appear uncorrelated in normal conditions may decline together during periods of broad market stress, when correlations frequently rise.
A portfolio may become concentrated by asset class, geography, counterparty, sector, or vintage. Concentration increases the impact that a single adverse event can have on overall results.
Tax risk
Tax treatment depends on individual circumstances and on the law of the relevant jurisdictions, both of which may change, potentially with retroactive effect. Tax reporting for real asset investments may be complex and may be delivered later than for conventional investments.
Structural risks
Investment structures may include limited transfer rights, restrictions on withdrawal, capital call obligations, subordination to other investors or lenders, key person dependency, conflicts of interest between the manager and investors, and fees and expenses that reduce returns regardless of performance.
Other risks
Additional risks include cybersecurity incidents, fraud, force majeure events, natural disasters, pandemics, geopolitical disruption, and changes in the availability or cost of insurance, labor, materials, or utilities.
The risks described in this document are not exhaustive. Prospective investors should review the complete risk factors set out in the offering documents applicable to any specific investment and should consult their own professional advisors.
Questions about this document? Write to us at [email protected], or by mail at Prime Summa, 000 Corporate Drive, Suite 000, Franklin, Tennessee 37067, United States. Address and telephone details are placeholders pending confirmation.
This document is provided for general informational purposes and does not constitute legal advice. It should be reviewed by qualified counsel before publication.