> For the complete documentation index, see [llms.txt](https://docs.paragon.trade/llms.txt). Markdown versions of documentation pages are available by appending `.md` to page URLs; this page is available as [Markdown](https://docs.paragon.trade/legal/pre-listing-risk-disclosure.md).

# Pre-Listing Risk Disclosure

## Status Flags and Scope

Certain Paragon equity perpetual markets may be designated with a **Pre-Listing** or **Listed** status flag.

A **Pre-Listing** flag indicates that the referenced company’s equity has not yet begun public trading on the qualifying venue or venues identified in the applicable market specifications. A Pre-Listing market is intended to provide derivative exposure to the expected value of a potential future publicly traded security.

A **Listed** flag generally indicates that public trading in the referenced company’s securities has commenced and that the market has transitioned to the post-listing pricing methodology described in the applicable market specifications.

These flags are informational product labels only. They do not constitute a legal classification of the market or the referenced security, confirmation that an offering satisfies any regulatory standard, or a representation that the referenced security will remain publicly traded. In particular, **Listed** does not mean that the Paragon market itself is listed on, cleared by, or approved by a securities or derivatives exchange or regulatory authority.

The status displayed for a market may change as new information becomes available.

## Nature of the Contract

A Pre-Listing equity perpetual is a cash-settled derivative contract providing synthetic price exposure. It is not an investment in the referenced company.

The contract does not convey an equity interest, a private-market or pre-listing security, an allocation in an offering, a right to acquire or receive shares, or any governance, economic, informational, or liquidation entitlement associated with securities of the referenced company, including voting, dividend, information, subscription, allocation, appraisal, redemption, or liquidation rights. It is not tokenized stock or a digital representation of stock, and it confers no interest in the property, business, revenues, or assets of the referenced company.

The value of a position is determined under the applicable market rules and pricing methodology. It is not determined by ownership of, custody over, or delivery of shares in the referenced company.

## Limitations of Pre-Listing Valuation

Before public trading begins, the referenced company may not have a continuously observable, liquid, or generally accepted market price. There may be no objective price at which shares can be purchased or sold, and information concerning private transactions may be incomplete, delayed, unverifiable, restricted, or based on transactions involving different rights and preferences.

Depending on the applicable market specifications, the price of a Pre-Listing market may reflect some combination of:

* Bids and offers submitted to the market;
* Executed trades and available order-book liquidity;
* Public disclosures concerning the referenced company;
* Private-market transactions or indications;
* Announced or estimated offering terms;
* Third-party data sources;
* Market expectations regarding a possible listing;
* The market’s oracle, mark-price, or index methodology; and
* Other information or adjustments specified for the market.

These inputs may be uncertain, inconsistent, stale, erroneous, incomplete, subject to revision, or unavailable. The resulting market price may reflect participant expectations and positioning rather than a directly observable value for any security.

That price may in turn diverge materially from any private-market benchmark, including a price attributed to a recent financing or a secondary transaction in private shares; from any offering benchmark, including an indicated valuation, a published price range, or the final offering price; from any public-trading benchmark, including the first public trade and subsequent opening, intraday, volume-weighted, or closing prices; and from valuations published by analysts or in the media.

Private financing and secondary-market prices may relate to securities with liquidation preferences, transfer restrictions, conversion rights, contractual protections, lockups, or other economic terms that are not available to public shareholders and are not reflected in the perpetual market.

Inactionable Inc. does not represent or warrant that the market price constitutes fair value, reflects the price of an available transaction, predicts the price of an IPO, or will converge to any particular public-market price.

## Information Concerning the Referenced Company

Unless Inactionable Inc. expressly states otherwise in writing, the referenced company and its shareholders, directors, officers, employees, underwriters, placement agents, brokers, stock exchanges, transfer agents, financial advisers, custodians, and other transaction participants:

* Do not sponsor, administer, approve, endorse, or promote the Paragon market;
* Have not reviewed or approved the market specifications;
* Are not responsible for the operation, pricing, liquidity, conversion, or settlement of the market;
* Have no obligation to provide information to market participants; and
* Have no liability for the creation or operation of the market.

The use of a company name, ticker, trademark, logo, or other identifier is intended solely to identify the reference for the market and does not, by itself, indicate a commercial relationship, license, affiliation, sponsorship, or endorsement.

Neither the establishment of a market nor the use of a Pre-Listing or Listed flag represents an endorsement by Inactionable Inc. of the referenced company, its management, its securities, or any proposed offering.

Information concerning a potential public offering may change rapidly and without prior notice. Among other matters, the expected timing, listing venue, offering size, share count, security class, capitalization, valuation, public float, lockup arrangements, underwriters, corporate structure, and use of proceeds may be changed or may not be publicly known.

The referenced company may issue additional securities, conduct a stock split or reverse stock split, reorganize its capital structure, complete acquisitions or dispositions, change its domicile, create a new holding company, or undertake other transactions affecting the anticipated economics of a listing.

## Transition to Public Trading

A Pre-Listing market may be designed to transition to Listed status after qualifying public trading begins. The conditions for that transition, including the relevant venue, security, observation period, data source, conversion ratio, and reference price, will be determined under the applicable market specifications.

An anticipated public-market event is not certain in its timing, form, or outcome. It may be delayed, repriced, materially restructured, suspended, withdrawn, or abandoned. It may occur on a different exchange or in a different jurisdiction than expected, or involve a security or share class other than the one anticipated. It may take the form of a direct listing, merger, business combination, spin-off, reorganization, depositary receipt, or similar arrangement rather than a conventional offering. It may also complete without producing a public reference market of sufficient reliability or liquidity.

The appearance of a Pre-Listing flag is not a representation that an IPO or other listing will occur. Similarly, any estimated listing date, valuation, price range, or transaction structure is subject to change and should not be relied upon as a promise or forecast by Inactionable Inc.

## Administrative and Exceptional-Event Measures

The market specifications may provide for conversion, adjustment, continued trading, suspension, closure, or settlement following a listing event or other specified circumstance.

Where permitted by the applicable market specifications, protocol rules, and terms of use, action may be taken if:

* No qualifying listing occurs before an applicable deadline;
* The proposed offering is cancelled or abandoned;
* The transaction occurs in an unanticipated form;
* The relevant security or listing venue cannot be identified reliably;
* An adequate public price is not available;
* A data source or oracle becomes unavailable or unreliable;
* Trading in the referenced security is halted or materially disrupted;
* A corporate action makes the existing contract parameters unsuitable;
* Continuing the market would create material operational, integrity, legal, or regulatory concerns; or
* Another extraordinary circumstance described in the market specifications occurs.

Such action may include modifying market parameters, changing a data source, applying an adjustment or conversion ratio, transitioning the market to another reference methodology, restricting new positions, reducing leverage or open-interest limits, suspending trading, closing positions, or settling the market.

Any conversion, adjustment, or settlement price may differ materially from the price at which a position was opened, the most recent traded or mark price, an announced offering price, a private-market valuation, or the subsequent trading price of the public security.

A status transition or settlement may result in an immediate change in unrealized profit or loss, margin requirements, liquidation exposure, or account equity. There is no assurance that a participant will have an opportunity to close or adjust a position before the relevant action becomes effective.

## Trading, Margin, and Execution Risks

Pre-Listing markets may have fewer participants, less trading activity, thinner order books, wider spreads, and lower open-interest limits than markets referencing established publicly traded instruments.

As a result:

* Orders may be filled only in part or not at all;
* A participant may be unable to enter, reduce, or exit a position at the desired price;
* Market and stop orders may execute substantially away from displayed or expected prices;
* Relatively small orders may produce significant price movements;
* Prices may gap without trading at intermediate levels; and
* The market may become one-sided or temporarily unavailable.

The availability of one or more liquidity providers does not guarantee continuous quotations, minimum depth, orderly trading, or the ability to exit a position. Liquidity providers may reduce or discontinue their activity, including during volatile or disrupted conditions.

Inactionable Inc. does not guarantee market liquidity, trading volume, order execution, price continuity, or the availability of any counterparty.

Pre-Listing markets may experience abrupt and extreme price movements in response to rumors, media reports, private transactions, regulatory filings, offering developments, listing delays, corporate announcements, changes in market sentiment, or other events.

Positions may be leveraged. Leverage increases exposure to price movements and can cause losses to accumulate more quickly than they would in an unleveraged position. A participant may lose all collateral allocated to a position and, depending on the applicable protocol and account mechanics, may experience other adverse account-level consequences.

Positions that fall below applicable margin requirements may be liquidated automatically and without prior notice. Liquidation orders may execute at unfavorable prices, particularly when liquidity is limited. Liquidations may also contribute to further market movements and additional liquidations.

A change from pre-listing pricing to public-market pricing may produce an abrupt movement in the mark price. Positions near their maintenance-margin requirements may be liquidated immediately following such a change.

Neither the placement of a stop order nor the use of other risk controls guarantees that a position will be closed at the trigger price, at the displayed price, or before liquidation.

## Regulatory Restrictions

The legal and regulatory treatment of equity-linked perpetual markets, blockchain-based derivatives, and pre-listing reference products is uncertain and may differ among jurisdictions.

A market may be unavailable to particular persons or in particular locations. Access may be restricted, suspended, or discontinued in response to legal, regulatory, sanctions, compliance, or operational considerations.

Laws, regulations, regulatory interpretations, enforcement priorities, or platform requirements may change. These changes could affect market availability, contract terms, permissible users, leverage, settlement, data sources, or the ability to maintain an open position.

Each participant is responsible for determining whether accessing or trading a market is lawful in the participant’s jurisdiction and for satisfying any applicable tax, reporting, licensing, registration, sanctions, or other obligations.

The availability of a market through a blockchain protocol or third-party interface does not mean that participation is lawful for every person or in every jurisdiction.

## Paragon Parties and No Guarantees

For purposes of these disclosures, **Paragon** means Inactionable Inc.

The **Paragon Parties** include Inactionable Inc. and its directors, officers, employees, contractors, consultants, agents, licensors, and service providers involved in supporting the applicable market.

To the maximum extent permitted under the applicable terms and applicable law, no Paragon Party represents, warrants, or guarantees:

* That a referenced company will complete a public offering or other listing;
* The timing, structure, venue, valuation, or pricing of any listing;
* The accuracy, completeness, or continued availability of information concerning the referenced company;
* That any market price constitutes fair value or reflects the value of an available transaction;
* That a market will transition to Listed status;
* That any conversion, adjustment, closure, or settlement will produce a particular economic result;
* Continuous liquidity, uninterrupted trading, or execution at any particular price;
* The accuracy, availability, security, or continued use of any oracle, index, data source, methodology, protocol, or interface; or
* The continued availability of the market.

Nothing in these disclosures excludes or limits any responsibility that cannot lawfully be excluded or limited.

## No Advice and Governing Terms

Market descriptions, status flags, specifications, prices, data, research, announcements, and other materials are provided for informational and product-operation purposes. They do not constitute investment, legal, tax, accounting, or other professional advice.

Inactionable Inc. is not recommending that any person open, maintain, reduce, or close a position. No communication concerning a market should be understood as a promise of profit, a prediction that an IPO will occur, or an assessment that a market is suitable for a particular participant.

Participants should independently evaluate the product, review the applicable market specifications and terms, and obtain professional advice where appropriate. Pre-Listing equity perpetuals are highly speculative and may not be appropriate for all market participants.

These disclosures supplement, and do not replace, the applicable terms of use, protocol rules, market specifications, margin and liquidation rules, oracle methodology, and settlement procedures.

If these disclosures conflict with binding market terms or specifications, the applicable binding documentation will control to the extent of the conflict.

By accessing or trading a Pre-Listing equity perpetual, a participant acknowledges the distinctive risks described above, including the possibility of rapid liquidation and the loss of all collateral allocated to the position.


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