PROTECT THE PLANET. 
INVEST IN CHANGE

GAIN ACCESS TO A CARBON INVESTMENT OPPORTUNITY DIRECTLY FROM THE KEEPERS OF THE AMAZON RAINFOREST

THE TREE IPO
IS NOW OPEN

$10 PER SHARE


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Strategic Partners

How it works 

1

Landowner applies to join
TreeBR Alliance

2

TreeBR completes
technical assessment to
assess carbon stock

3

Landowners agree to
adhere to the TreeBR
Alliance standards

4

TreeBR conducts additional
due diligence of the project to
ensure quality and suitability

5

TreeBR purchases CPR Note (on credit) from the Landowner at the current wholesale price per tCO2e

6

TreeBR issues TREE
shares representing the
right to offset 1 tCO2e

7

Offering proceeds go first as
payment to Landowners for
the CPR Notes

8

New Landowners are
incentivized to join
the alliance


By providing appropriate incentives and eliminating barriers to entry, TreeBR is allowing Landowners to monetize their land through conservation rather than extraction


SCHEDULES

Highlights

Vote for the future you want

Preserve the Amazon Rainforest & Offset your Carbon Footprint through TREE

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DIRECT TO LANDOWNERS

TreeBR is an alliance of landowners. TREE proceeds go directly to landowners not through intermediaries

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REDUCE YOUR IMPACT

Take action. One TREE share represents one ton of carbon offset and can be easily retired at the investor’s request

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ASSET-BACKED SECURITY

TREE shares represent Carbon Removal Stock backed by the Amazon Rainforest

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GLOBAL STOCK EXCHANGE

Provides transparency and liquidity to global retail investors and participation in potential TREE price increases

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IMMUTABLE RECORD

A permanent record of ownership or retirement TREE will be recorded on the blockchain

The TreeBR Alliance adheres to the highest industry standards
in order to provide credible, auditable and transparent Carbon Offsets :

01

The TreeBR Alliance ensures that the carbon removal has genuinely taken place:

Prior to joining the TreeBR Alliance, Landowners are required to engage with an independent third party to verify their Carbon Removal Stock

02

Carbon Offsets contributed by Alliance Landowners must be measurable and quantifiable:

All the projects developed under the TreeBR Alliance of Landowners are created by applying globally recognized standards such as Verified Carbon Standard, Gold Standard, Social Carbon, and others to ensure the performance and quality of all the activities conducted by the Alliance Landowners

03

The TreeBR Alliance requires a long-term conservation commitment:

Landowners who join the TreeBR Alliance must agree to preserve their native forest for a minimum of 30 years. Furthermore, the TreeBR Alliance will continue to monitor projects after the end of the contract term, and publicly report any significant reversal in carbon retention as well as future mitigation strategies; and

04

Safeguard against the release of carbon back into the atmosphere:

The TreeBR Alliance holds a number of Carbon Offsets that has not yet been sold to TreeBR SPV for issuance as a buffer against any event that could lead to the release of captured carbon such as, a contract is broken by a Landowner, or a natural disaster releases captured carbon. Should such an event occur, the TreeBR Alliance will issue a new CPR note to the TreeBR SPV, who will then issue and immediately retire the equivalent amount of TREE Shares as the amount of tCO2e released back into the atmosphere. The buffer (the “Carbon Stock Buffer”) will be based on 150% of the amount of deforestation over the 30 year period (1988 - 2018).

05

Auditability of the Carbon Removal Stock & Offsets:

Blockchain Retirement Records will always be issued with a specific transaction hash recorded on the Blockchain and therefore, once retired, TREE shares and Carbon Offsets cannot be resold or retired again. Total Carbon Removal Stock will be reviewed and verified on a biannual basis by an independent third party firm. TreeBR intends to use market-leading registries such as Markit™ Environmental registry and BART Digital to carry out Carbon Offsets registration, CPR Notes, and the blockchain decentralized immutable ledger for enhanced transparency and credibility of TreeBR’s operations.

06

All issued TREE shares represent measurable carbon removal that has already happened:

TreeBR will never issue any TREE shares representing future Carbon Offsets. In order to join the TreeBR Alliance, Landowners will contract an independent third-party firm to ensure the Carbon Offsets have already taken place.

FAQ

What are TREE Shares? TREE Shares are the Class B Preferred Retractable Shares issued by TreeBR Carbon Offsets Inc. to be listed on MERJ Exchange, each one representing the right to offset the emission of one ton of carbon equivalent (tCO2e). 1 TREE = 1 tCO2e
What are TREE Tokens? TREE Tokens are Tokenized Securities representing depositary interest in TREE Shares and will be traded on MERJ Exchange. TREE Tokens will be used to track the retirement of TREE Shares and the underlying Carbon Offsets on the blockchain.
What is a carbon offset? A carbon offset is a standard unit representing the right to offset the emission of one ton of carbon equivalent (tCO2e) on a voluntary basis. By purchasing and retiring a carbon offset, an individual or organization can offset their own carbon footprint and become carbon neutral.
How are the carbon offsets verified? Prior to joining the TreeBR Alliance, Landowners will be required to engage with Ambiental Amazonia, a well-known and highly regarded forestry and engineering consulting firm certified by INCRA, the Brazilian Federal agency in charge of land occupancy policies, and licensed by CREA ( Regional Council of Engineering, Architecture and Agronomy), the professional association issuing professional licenses to Engineers and Agronomists in Brazil. Globally recognized standards such as Verified Carbon Standard, Gold Standard, Social Carbon and others will be applied to ensure the performance and quality of all the activities conducted by the Landowners and the accurate management of the carbon credits in connection with such activities.
How are carbon offsets generated? Carbon offsets or carbon credits are credits given to Carbon Sinks in connection to any activities causing the reduction of carbon emissions and carbon removals from the atmosphere. A carbon sink is any reservoir, natural or otherwise, that accumulates and stores some carbon-containing chemical compound for an indefinite period and thereby lowers the concentration of CO2 from the atmosphere. Globally, the two most important carbon sinks are vegetation and the ocean.
Why a stock exchange listing/IPO? Listing on the stock exchange is the most direct way to allow landowners to connect to the market. A regulated stock exchange serves as the most transparent and liquid medium for buyers and sellers to connect on a global basis.
Where does the money from the offering go? The offering proceeds, net of expenses, go directly to the landowners. The landowners will be the ultimate owners of the TreeBR entity and as such will be the ultimate benefactors of the offering proceeds, not an intermediary. As additional landowners join the TreeBR Alliance, they will share in the offering proceeds which will incentivize and fund preservation.
What is the difference between TREE and TreeBR? TREE is the ticker symbol for the security being offered. TreeBR is an alliance of landowners that oversees and manages the validation of carbon credits underlying the TREE security. TreeBR was created as an alliance of landowners to facilitate worldwide distribution of Carbon Offsets originated by the removal of carbon dioxide from the atmosphere by the rainforest. The alliance’s mission is to create potential returns to landowners from the conservation and exporting of carbon offsetting rights, bringing to the Amazon region the same social and economic benefits created by the production of commodities in most rural communities of Brazil.
Why MERJ? First and foremost, MERJ is the only stock exchange in the world that can actively list, offer and trade digital securities today. Secondly, MERJ provides a global regulatory framework that allows investors to invest from all over the world.
Why the blockchain? Using blockchain technology enables TreeBR to create an immutable record of the ownership and retirement of TREE shares. Therefore, once retired, TREE shares and Carbon Offsets cannot be resold or retired again. Additionally, tokenizing securities allows for increased transaction speed and ease, while reducing the transaction costs.
What do investors get? Investors get a preferred share retractable into the right to compensate for the emission of one ton of carbon equivalent (tCO2e). The share (and the consequent compensation right) can be resold to another investor at any time on the exchange or can be retracted by request to offset carbon emissions. The carbon offsets underlying the shares are secured by the forest, with no expiration date or time limit to be used.
Who can invest? The IPO on MERJ will be available to both institutional and retail investors on a global basis, with the exception of investors in the United States and Brazil for various regulatory reasons. We do expect to also run a Reg D offering in parallel with the MERJ offering for accredited investors in the United States.
Are there any additional considerations for the Reg D investors? Liquidity will be available either through an ATS in the United States or Reg D investors may ultimately list on MERJ post the one-year lockup period.
How do I invest? Investors should visit TreeBR.co/TREE and read the prospectus and other information available related to the offering. From TreeBR.co/TREE, investors will be able to access an investor portal to create an account on MERJ, complete a subscription agreement, complete KYC/AML, and fund their account.
Does this meet regulatory requirements? Yes, there is a full prospectus approved by the Seychelles Financial Services Authority (FSA), developed under the IOSCO framework, of which Seychelles regulators are an associate member. The FSA and MERJ together are part of the highest standard securities groups around the world, including IOSCO and World Federation of Exchanges, and MERJ is also considered a qualified foreign exchange as recognized by OTC markets in the United States. Note, there will be a separate offering document and process for the United States investors.
How can I fund the investment? We would encourage folks to fund the investment with cryptocurrency. USDC, a stablecoin, is likely the most efficient means. USDC can be funded on four different blockchains - Ethereum, Stellar, Algorand, and TRON. You can also fund with Bitcoin, Ethereum, Bitcoin Cash and some other cryptos via BitPay as well as commencing a wire to fund your account. The easiest, most cost effective way is to transfer USDC to MERJ.
Are the carbon offsets certified? Globally recognized standards such as Verified Carbon Standard, Gold Standard, Social Carbon and others will be applied to all projects to ensure the performance and quality of all the activities conducted by the Landowners. Landowners must agree to preserve their native forest for a minimum of 30 years, which ensures a long-term conservation commitment.
Can TREE be used to offset carbon emissions? Each TREE (a Class B share issued by TreeBR Carbon Offsets Inc.) is retractable. When the shareholder elect to retract their TREE shares, the shares will be canceled and the holder of record will receive a certificate of retirement of one tCO2e to be used for compensating for the emission of one tCO2e by the holder of the certificate. .
What is the retirement process? In order to retire TREE shares, the shareholder must remove their shares from the MERJ Exchange and then send those shares to the TreeBR Irretrievable Wallet (a Blockchain wallet address whose private access keys have been destroyed, effectively making any asset sent to this wallet address untradeable and irretrievable).

TreeBR will then issue a certificate of Carbon Offset to the shareholder who retired their shares, including the blockchain transaction hash proving the retirement of the TREE shares.
How is TREE different from other Carbon Offsets? Two key pieces that really differentiate TREE. First, TreeBR is bringing landowners directly to the marketplace without intermediaries. Second, by that direct connection via a stock exchange, buyers and sellers ultimately have access to a global regulated marketplace which allows for transparent buying and selling of carbon offsets, and ultimately the retirement of those offsets.
How is TREE different from other carbon investment opportunities? Many carbon investments are represented by intermediaries, which buy and sell carbon offsets on behalf of landowners to the market and retain the majority of the proceeds. Very few carbon investments trade on a regulated, global stock exchange. Further, ETFs that track futures contracts for the regulated carbon market are more geared toward those looking to speculate on price of carbon credits rather than make a direct impact, as there is no ability to retire those securities.
How much of the rainforest is already connected to the TreeBR alliance? So far, TreeBR has received the support of Boa Esperança Participações Ltda., owner of 12,000 hectares of land with a native forest coverage of 92% and Companhia de Desenvolvimento Nova Olinda, owner of a 17,000 hectares property, also with 92% of forest coverage. Both properties are in the State of Acre, Brazil.
How can landowners join the TreeBR Alliance? In the future, all new landowners wishing to join TreeBR to distribute their voluntary carbon offsetting rights globally, shall be subject to a similar technical assessment of their carbon removal stock by a qualified forestry engineering and consulting firm.

Based on the technical measurement of their carbon sink and potential for a long-term conservation plan , landowners issue CPR Notes transferring the rights over all or part of their carbon stock to TreeBR and TreeBR issues retractable preferred shares, each one share corresponding to one tCO2 of carbon rights transferred. In the future, new additions to the carbon stock may be subject to follow-on transactions between the landowners and TreeBR.

TreeBR will be legal curator of the carbon sinks, responsible to manage the offsetting by holders of TREE shares/tokens, as well as annual following up on independent auditing reports on ongoing conservation projects.

disclaimers

Non-US Disclaimer The material contained herein was prepared in the context of a potential offering and listing of TreeBR securities on MERJ Exchange. Its content should not be interpreted as legal advice, or an offer to buy, sell or subscribe to securities of any kind, in any way or fashion, and does not contain investment recommendations of any kind. These materials are for informational purposes only and are confidential. This presentation is being circulated on a confidential basis to a limited number of sophisticated investors who demonstrate a high level of financial sophistication and ability to accept risk, and is solely for purposes of discussion to assist them in determining whether they have a preliminary interest in the investment opportunity described herein. An investment in TreeBR entails a high degree of risk. While the information contained in this presentation is believed to be reliable for the purpose used in this presentation, TreeBR does not assume any responsibility for the accuracy or completeness of such information and such information has not been independently verified by TreeBR. This presentation provides an overview of TreeBR and is not intended to be taken by, and should not be taken by, any individual recipient as investment advice, a recommendation to buy, hold or sell any security, or an offer to sell or a solicitation of offers to purchase any security. An offer or solicitation to buy securities of any kind in any TreeBR vehicle will only occur subject to the terms and conditions contained in operative agreements provided by TreeBR. This presentation may contain projections, forecasts and forward-looking statements regarding our strategy and opportunities for future growth. This information is based primarily on our current expectations and estimates or projections of future events and trends, which affect or may affect our business and results of operations. Although we believe that these projections and forward-looking statements are based on reasonable assumptions, they are subject to several risks and uncertainties and are made with the information currently available to us. Certain information contained herein constitutes “forward-looking statements,” which can be identified by the use of terms such as “may”, “will”, “should”, “expect”, “anticipate”, “project”, “estimate”, “intend”, “continue,” “target” or “believe” (or the negatives thereof) or other variations thereon or comparable terminology. Due to various risks and uncertainties, actual events or results may differ materially from those reflected or contemplated in such forward-looking statements. As a result, investors should not rely on such forward-looking statements. No representation or warranty is made as to future performance or such forward-looking statements. The projections have been prepared and are set out for illustrative purposes only, and do not constitute a forecast. They have been prepared based on TreeBR’s current view in relation to future events and financial performance of the investments and various estimations and assumptions made by TreeBR, including estimations and assumptions about events that have not occurred, any of which may prove to be incorrect. Actual results may vary significantly. These materials are not for “U.S. Persons” as defined by the US Securities and Exchange Commission and not for persons with residence or nationality from Brazil, and potential offering and listing of TreeBR securities on MERJ Exchange may not be discussed with any such person or while a person is located in the United States or Brazil. TreeBR securities may not be resold to any U.S. or Brazilian person, including to any person located in such jurisdictions. Please immediately return or delete this presentation if you are a U.S. Person or a person with residence or nationality from Brazil and notify the sender of the same. Investors must ensure the satisfaction of any securities laws and regulations in their jurisdiction.
US Disclaimer The material contained herein was prepared in the context of a potential offering and listing of TreeBR securities on MERJ Exchange. Its content should not be interpreted as legal advice, or an offer to buy, sell or subscribe to securities of any kind, in any way or fashion, and does not contain investment recommendations of any kind. These materials are for informational purposes only and are confidential.
Brazil Disclaimer The material contained herein was prepared in the context of a potential offering and listing of TreeBR securities on MERJ Exchange. Its content should not be interpreted as legal advice, or an offer to buy, sell or subscribe to securities of any kind, in any way or fashion, and does not contain investment recommendations of any kind. These materials are for informational purposes only and are confidential.
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This Website contains material related to a potential offering and listing of TreeBR Carbon Offsets Inc. ("TreeBR") securities on MERJ Exchange. An investment in TreeBR entails a high degree of risk and may result in a complete loss of investment, and the securities will be subject to holding period requirements and are intended for investors who do not need a liquid investment.

If you are interested in learning more about TreeBR securities, please complete your information through the "Registered Interest" fields below. We will review your eligibility to invest, and if we believe that you may be eligible, will contact you with further details. TreeBR has the right to determine your eligibility in its sole discretion. Investors must ensure the satisfaction of any securities laws and regulations in their jurisdiction (including Brazil and the United States).

TreeBR does not assume any responsibility for the accuracy or completeness of the information on this Website and such information has not been independently verified by TreeBR. This Website provides an overview of TreeBR and is not intended to be taken by, and should not be taken by, any individual recipient as investment advice, a recommendation to buy, hold or sell any security, or an offer to sell or a solicitation of offers to purchase any security. An offer or solicitation to buy securities of any kind in any TreeBR vehicle will only occur subject to the terms and conditions contained in offering documents provided by TreeBR that contain important information about the investment and TreeBR, including risks. Potential investors should carefully read the offering documents, should conduct their own due diligence and are encouraged to consult with their tax, legal and financial advisors.

Offers and sales of any securities will not be registered under the laws of any jurisdiction and will be made solely to qualified investors under all applicable laws. TreeBR securities, if offered and sold in the United States, will be offered and sold in the United States under an exemption provided under the Securities Act, including Section 4(a)(2), Regulation D or Regulation S promulgated thereunder. The Securities have not (and will not) be approved or disapproved by the U.S. Securities and Exchange Commission ("SEC") or by the securities regulatory authority of any state or other jurisdiction, and neither the SEC nor any such authority has passed upon the accuracy or adequacy of this email nor is it intended that the SEC or any such authority will do so.

Any public offering for the distribution of securities in the Brazilian territory, addressed to natural, legal, fund, or universality of rights, residents, domiciled or constituted in Brazil, must be submitted prior to registration with the Brazilian securities commission (CVM), pursuant to the provisions of this ICVM 400/2003. (Article 2nd of ICVM 400/2003, regulating public offering of securities in Brazil)

The offering referred herein was not and will not be subject to registration with the Brazilian securities commission and is not intended to be addressed to any natural, legal, fund, or universality of rights, residents, domiciled or constituted in Brazil.