Disclaimer

Last updated: September 22, 2026

This Disclaimer applies to azuriacapital.com (the “Site”), operated by Azuria Capital LLC (“Azuria Capital”), and to all information, materials, and content published on or made available through it. Please read it carefully.

 

No offer or solicitation

The Site is for informational purposes only. Nothing on it constitutes an offer to sell, or a solicitation of an offer to buy, any security or investment product, in any jurisdiction or to any person. Any offer of interests in Azuria Mining Fund (defined below) will be made only by means of the Fund’s confidential private offering memorandum and related subscription documents (the “Offering Documents”), delivered to eligible investors. The Offering Documents contain the complete terms of the offering, including the risk factors, conflicts of interest, fees, and expenses that any prospective investor must consider before investing. In the event of any inconsistency between the Site and the Offering Documents, the Offering Documents govern.

 

The Fund and who may invest

“Azuria Mining Fund” or the “Fund” refers collectively to Azuria Mining Onshore Feeder Fund LP, a Delaware limited partnership; Azuria Mining Offshore Feeder Fund Ltd., a Cayman Islands exempted company; and Azuria Mining Fund LP, a Cayman Islands exempted limited partnership, through which the feeder funds invest. Azuria Capital LLC serves as investment manager to the Fund. Azuria Mining Fund GP LLC serves as general partner of Azuria Mining Fund LP and Azuria Mining Onshore Feeder Fund LP.

Interests in the Fund are offered privately — in the United States pursuant to Rule 506(c) of Regulation D under the Securities Act of 1933, and outside the United States to non-U.S. persons pursuant to Regulation S. Interests are generally available only to investors who qualify as both “accredited investors” under Rule 501 of Regulation D and “qualified clients” under Rule 205-3 of the Investment Advisers Act of 1940, and who satisfy the further eligibility requirements described in the Offering Documents. Investor eligibility, including verification of accredited-investor status as required by Rule 506(c), is confirmed before any subscription is accepted. Admission to the Fund is not open to the general public.

The interests have not been and will not be registered under the Securities Act of 1933 or the securities laws of any state or other jurisdiction, and the Fund is not registered as an investment company under the Investment Company Act of 1940, in reliance on Section 3(c)(1) of that Act. The interests have not been approved or disapproved by the U.S. Securities and Exchange Commission (“SEC”) or any state or other securities regulator, and no such authority has passed upon the accuracy or adequacy of any information about the offering. Any representation to the contrary is a criminal offense.

 

Risk

An investment in the Fund involves significant risk, including the possible loss of the entire amount invested. The Fund may use leverage, may concentrate its investments, and invests in the mining and natural resources sector, which is subject to commodity-price, geological, operational, political, and regulatory risks. Interests are illiquid, subject to restrictions on transfer and withdrawal, and have no public market. There can be no assurance that the Fund will achieve its investment objectives. An investment in the Fund is suitable only for sophisticated investors who can bear these risks and have no need for liquidity. Prospective investors should read the “Risk Factors” section of the Offering Documents in full.

 

Not advice

Nothing on the Site constitutes investment, legal, tax, or accounting advice, or a recommendation to buy, sell, or hold any security or to pursue any investment strategy. Content is general in nature and does not take into account your objectives, financial situation, or needs. Consult your own professional advisers before making any investment decision.

 

Adviser status

Azuria Capital LLC is not registered as an investment adviser with the SEC or any state securities authority and relies on available exemptions from registration. Azuria Capital currently provides investment management services only to private investment funds and does not offer advisory services to the public through the Site.

 

Opinions, sources, and positions

Views expressed on the Site — including in articles, research, charts, and media appearances — are those of the named author or speaker as of the date indicated, are subject to change without notice, and do not necessarily reflect the views of Azuria Capital or the Fund. Information drawn from third-party sources is believed to be reliable but has not been independently verified, and Azuria Capital makes no representation as to its accuracy or completeness. Charts and market data are illustrative and current only as of the dates shown. Azuria Capital, the Fund, and their affiliates and personnel may hold, acquire, or dispose of positions in the securities, commodities, or asset classes discussed. We are under no obligation to update any information on the Site.

 

Forward-looking statements

The Site contains forward-looking statements about market conditions, industry trends, investment opportunities, and the intentions and expectations of Azuria Capital and the Fund, often identified by words such as “expect,” “intend,” “believe,” “anticipate,” “target,” “may,” “will,” and similar expressions. These statements are based on current assumptions and are subject to risks and uncertainties, many of which are outside our control. Actual events and results may differ materially. Nothing on the Site is a promise or guarantee of any future result, and we undertake no obligation to update any forward-looking statement.

 

Past performance and prior experience

Past performance is not indicative of future results. No performance record of the Fund or of any Azuria Capital investment strategy is presented on the Site. References to prior transactions, investments, companies, or achievements — including transactions in which Azuria Capital personnel participated before Azuria Capital was formed, or in a personal or other professional capacity — are provided as biographical and industry background only. They were not made by the Fund, may not be representative of the Fund’s investments, and should not be taken as an indication of how the Fund will perform.

 

Third-party media and marks

The Site displays media appearances, interviews, articles, and other third-party material, and identifies publications and outlets in which Azuria Capital personnel have appeared. Inclusion is for attribution and reference only and does not imply that any publication, broadcaster, or platform endorses, sponsors, or is affiliated with Azuria Capital or the Fund. All third-party names, logos, and marks remain the property of their respective owners.

 

Jurisdiction

The Site is not directed to, and the interests described on it are not offered to, any person in any jurisdiction where such offer, solicitation, publication, or availability would be unlawful or would subject Azuria Capital, the Fund, or their affiliates to any registration or licensing requirement. In particular, the Site is not directed at persons in the United Kingdom or the European Economic Area and is not intended as marketing of the Fund in those jurisdictions, and no invitation to subscribe for interests may be made to the public in the Cayman Islands. Azuria Capital and its affiliates do not solicit business in jurisdictions where they are not authorized to do so. Persons accessing the Site from outside the United States are responsible for complying with the laws that apply to them.

 

Questions

Azuria Capital LLC
Denver, Colorado, United States
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