These offering materials may contain forward-looking statements and information relating to, among other things, the company, its business plan and strategy, and its industry. When used in the offering materials, the words “estimate,” “project,” “believe,” “anticipate,” “intend,” “expect” and similar expressions are intended to identify forward-looking statements. These statements reflect management’s current views with respect to future events and are subject to risks and uncertainties that could cause the company’s actual results to differ materially from those contained in the forward-looking statements. Actual results and trends in the future may differ materially from those suggested or implied by any forward-looking statements depending on a variety of factors. All written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by the previous statements. Investors are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date on which they are made. Except for any obligations to disclose information as required by applicable laws, we undertake no obligation to update any information contained above or to publicly release the results of any revisions to any statements that may be made to reflect events or circumstances that occur, or that we become aware of, after the date of the publishing of the above.

Investors should always conduct their own due diligence, not rely on the financial assumptions or estimates displayed herein, and should always consult with a reputable financial advisor, attorney, accountant, and any other professional that can help them to understand and assess the risks associated with any investment opportunity. Any investment involves substantial risks. Major risks, including those related to Equity Protection and/or the potential loss of some or all principal, are disclosed in the private placement memorandum for each applicable investment.

Investors in these offerings will be clients of the issuer and not Dalmore Group, LLC (“Dalmore”), a registered broker-dealer and member FINRA/SIPC. Dalmore’s role in the transaction is to facilitate back office and regulatory functions related to the Regulation A transaction and acts only as the broker/dealer of record for the Regulation A and Regulation D offerings listed. Dalmore is not providing investment advice or recommendations, or legal or tax advice. You can review the background of our broker-dealer and our investment professionals on FINRA’s BrokerCheck

An offering statement regarding the Regulation A offering has been filed with the SEC. The SEC has qualified that offering statement, which only means that the company may make sales of the securities described by the offering statement. It does not mean that the SEC has approved, passed upon the merits, or passed upon the accuracy or completeness of the information in the offering statement. The offering circular and related supplements can be found HERE. Please Note that our Regulation D offerings are open to accredited investors ONLY. Accredited investors are defined as having a net worth over $1 million, excluding primary residence, or income over $200,000 (individually) or $300,000 (with spouse/partner) in each of the prior two years, and reasonably expect the same for the current year. Investors should read the relevant Private Placement Memorandum and consider the risks disclosed therein before investingPrivate Placement Memorandums for the Regulation D offerings can be found HERE.

The following statement applies to Regulation A offerings ONLY: An offering statement relating to Phoenix Capital Group Holdings I LLC’s (“PCGH I”) securities has been filed with the Securities and Exchange Commission but has not yet become qualified. These securities may not be sold nor may offers be accepted prior to the time the offering statement becomes qualified. No money or other consideration is being solicited with regard to PCGH I’s securities, and if sent in response to any solicitation of interest set forth hereon, will not be accepted. No offer to buy PCGH I’s securities can be accepted, and no part of the purchase price can be received until PCGH I’s offering statement is qualified, and any such offer may be withdrawn or revoked, without obligation or commitment of any kind, at any time before notice of its acceptance given after the qualification date. Any person’s indication of interest in PCGH I’s securities involves no obligation or commitment of any kind. PCGH I’s most recent offering statement amendment, containing PCGH I’s most recent preliminary offering circular, may be obtained HERE.

Investment Offerings