1. The Equity MarketplaceWhere startups can use their equity to hire talent, buy products and services, and raise funds from equitylancers

2. Investment Thesis What is EquityLancer? An equity marketplace made up of startups and equitylancers (those that accept equity as a form of compensation) Why is it valuable? Our network of equitylancers provides a unique option to startups who lack capital and need resources to develop their business ideas How is this different? Unlike on LinkedIn, AngelList, or other means, equitylancers are eager to forego cash in lieu of equity and in the EquityLancer marketplace startups can use equity as a form of payment 12/26/2013Valuable properties will be built off equitylancer networks using APIs that connect to our database Diversity of the equitylancer database allows for multiple targeted APIs Great businesses can be built off the equitylancer network, starting with matching equitylancers and opportunities containing equity Its a network effects business, which means it has inherent defensibility with a networkConfidential - Do Not Distribute2 3. Problem and Solution There is no effective method for finding and collaborating with people and/or businesses that accept or provide equity as a form of compensation: Using equity as a form of compensation to acquire talent from job boards and professional social networks fails Using equity to acquire products and services from marketplaces fails Paying with equity online fails12/26/2013The term equitylancer was coined to identify those people and businesses that accept equity in full or partial compensation. Equitylancers and startups can interact with each other for free in our Equicenter. The Equicenter is a community-controlled resource center in which members can find tools and build up their reputation by submitting articles, questions, answers and comments. We created an equity marketplace so that startups can promote their opportunities (e.g. jobs, startup investments, provider services and products, etc.) that contain an equity component and equitylancers can advertise their products and services that theyre willing to sell in exchange for equity. As a result, members can search for products, services, and opportunities, as well as equitylancers and company profiles. Startups can contact equitylancers or inquire about their product or service, and equitylancers can contact startups or apply to or inquire about their opportunities. All of which requires little to no cash. With our equity payment processor, paying with equity will be easy and the management of the companys stock will be able to take place online, in one area.Confidential - Do Not Distribute3 4. Marketplace Mockup The marketplace is made up of opportunities posted by startups, and products and services advertised by equitylancers. Equitylancers can apply to an opportunity if they meet the opportunitys requirements. Startups can inquire about a product or service if they meet the providers requirements. Members can search opportunities, products, and services by location, relevant skills and interests, availability, equitylancer type, reputation, number of followers and connections, latest activity, and signup date.12/26/2013Confidential - Do Not Distribute4 5. The Equitylancer NetworkThe equitylancer network is made up of job seekers who want to work at a startup as a co-founder, early-stage employee, advisor, consultant, board member, or student. In addition to talent, equitylancers also include investors and providers of products and services. Thus, the equitylancer network consists of people and businesses that provide resources such as talents, products, services, and funds in exchange for equity. 12/26/2013Co-Founders Job seekers who want to join a new startupEmployees Job seekers who want to join an existing startupAdvisors Professionals who offer guidance to startupsConsultants Short-term job seekers who accept equity compensationBoard Members People that want to join the board of an existing startupStudents Non-professionals who seek internships at startupsInvestors Accredited and nonaccredited investorsConfidential - Do Not DistributeProviders Businesses that accept equity for their products and services5 6. Competitive Analysis Competition Job boards and professional social networks such as LinkedIn and Co-Founders Lab Funding platforms such as AngelList Marketplaces such as CraigslistAdvantages 12/26/2013Differential: Startups can search through our unique network of equitylancers (the only database of equity-minded individuals in the world); startups can pay for resources in the marketplace, as well as premium features and subscriptions, with their equity; equitylancers can sell their resources for equity Technology: We will invent our own process for exchanging equity online (payment processing tool like PayPal, but for equity), and potentially enable other websites to use our technology Low Price: We can offer low, competitive cash prices on products for which we accept equity payment Freemium: Members can access a majority of the site for free, including communication features, and they can add on as little or as many features as they desire at any given timeConfidential - Do Not Distribute6 7. Equitylancer Market Who are equitylancers?The alternative to all cash paymentPeople or businesses that are willing to exchange their talents, products, services, or funds for equity such as co-founders, programmers wanting an ownership stake, independent contractors, executives and managers over the age of 50, employed individuals who seek a parttime role in a potentially viable startup, providers of products and services that desire a stake in their clients success, students, and investors who seek to fund earlystage startups made up of equitylancers that put their skin in the game. As the structure of the management employment market continues to change and the ranks of younger managers and unemployed business school and college graduates grow, they will represent an additional fertile market for equity opportunities requiring their specific talents. While many of these managers will not have entrepreneurial experience, they will be drawn to these equity opportunities by disposition as well as necessity. The successful development of this market segment will require substantial guidance and education for potential equitylancers.12/26/2013The biggest gain in self-employment has occurred in the age group of those 55 and older, but 55% of self-employed are over 40 Quite impressive is the fact that over 20% of new businesses in the US are being created by this age group, more than double the percentage from just 10 years earlier Older managers represent a significant market opportunity, since they have few traditional employment alternatives but do possess the experience and knowledge to start their own businesses The growth of workers classified as independent contractors, freelancers, 1099s, and temporary workers might represent close to 50% of the U.S. workforce in less than 20 years. As they compete for work, many will be open to performing services for equity as a way to gain new clients and help secure their futures as equity owners in the clients they serveConfidential - Do Not Distribute7 8. Startup Market Dire need for resourcesHuge growth potentialRoughly 600,000 start-ups are launched annually in the United States and are the primary drivers of employment, creating over 65% of net new jobs. Many of these new businesses are starved for human and financial capital as well as products and services and many more would be created if these resources were more readily available. Less than 60,000 new businesses are funded by VCs and Angels annually while small business loans continue to fall.12/26/2013400M+ startups throughout the world that want to create a startup 100,000 startups created daily throughout the world Less than 10% have the capital to build their business and are in dire need of resources Rapid increase in business incubators, accelerators and entrepreneurial business programs has spurred even greater startup growth; 1/3 of business incubators in the U.S. are operated by universitiesConfidential - Do Not Distribute8 9. Disruptions Equitylancers Rapidly growing number of equitylancers and entrepreneurs in a weakened economy due to material changes in structure and dynamics of the employment market leading to permanent oversupply of managers, consultants and most other talent Younger managers; frustrated by a difficult market are pursuing new lifestyles, accepting lower direct compensation with equity ownership and some control over their future Consultants displaced from the corporate world and ready to help start-ups in their area of expertise because permanency has been lost in managerial employment as more and more work becomes project oriented Baby boomers are being rejected at age 50; no desire to retire, or cant afford that result; many have lost a material portion of their nest eggs, but still have their human capital to contribute Startups Material changes in startup financing such as the evolution of funding from VCs then to angels to seed funds, then accelerators and incubators to crowdfunding, and now equity-driven An examination of capital raised through VCs from 1995 2010 reveals that of the approximately 10M startups launched during that period less than 1% (0.62%) ever received VC funding12/26/2013Confidential - Do Not Distribute9 10. How It Works For StartupsConcept StageVisit EquityLancer.comMessage EquitylancersOffer DealSearch for equitylancers and list an Contact the equitylancers directly or Negotiate an equity arrangement opportunity in the marketplace inquire about their products or services and generate a contractFor EquitylancersVisit EquityLancer.comMessage StartupsNegotiate DealProviderSearch for opportunities and list a product or service in the marketplaceContact the startups directly or apply to their opportunitiesAccept the equity arrangement and electronically sign the contract12/26/2013Confidential - Do Not Distribute10 11. Freemium Business Model Freemium FeaturesPremium Features Browse marketplace (opportunities, products, and services), equitylancers, startups, and Equicenter Search the marketplace, startups, and Equicenter using advanced search filters Submit posts such as questions and answers to the Equicenter and build a reputation Follow, connect with, and message other members12/26/2013 Search equitylancers using advanced search filters List an opportunity (must contain an equity component for compensation) Advertise a product or service (must be willing to accept equity as payment) Feature a listing, posting, or submission View the reputation of other members Display a premium badge on your profile View statistics and whos viewed your profile Gain access to our equity calculator Gain access to concierge servicesConfidential - Do Not Distribute11 12. 5-Year Financial Projections FIVE YEAR INCOME STATEMENT FOR EQUITYLANCER (FIGURES USD)2014Net Sales715,0962,823,233Cost of Sales291,175Gross Income201720187,657,58318,434,14044,286,595631,5561,092,3212,813,6754,366,817423,920Operating Expenses (SG&A)2,191,6786,565,26115,620,46539,919,778537,7722,211,2834,771,2828,555,40114,289,218(113,852)Net Profit Before Taxes (Pretax Income)20152016(19,606)1,793,9797,065,06425,630,560Marketing Plan StagesOnline Marketing Spend AssumptionsMarketing Allocation%Pricing$Stage 1 (initial 3 months)$8,083 per monthContent Dev/Distribution17%Standard$10Stage 2 (months 4-6)$30,333 per monthPublic Relations12%Provider$20Stage 3 (months 6-12)75% of premium plan revenuesEmail Campaigns7%Premium$20Stage 3 (months 13-24)50% of premium plan revenuesAffiliate Marketing15%Stage 4 (months 25-36)40% of premium plan revenuesSearch Engine Marketing9%Stage 5 (months 36-48)35% of premium plan revenuesWeb Advertising30%Stage 6 (months 48-60)30% of premium plan revenues12/26/2013Confidential - Do Not Distribute12 13. Convertible Note Were seeking $250,000 in a two-year, 6% note, convertible into preferred shares at a 30% discount from the valuation of the Companys initial Series A funding of a minimum of $1,000,000, with a $3 Million cap 12/26/2013Confidential - Do Not Distribute13 14. Use of Funds The funds will be used YEAR 1 EXPENSES SUMMARY primarily for completing the Operating Expenses build out of our new website Marketing, Web Advertising, etc. and acquiring new members Compensation through sales and marketing. Travel & Entertainment The funds will be combined Security Deposits, Misc with the revenues generated Consulting, Legal and Accounting from the new website. In the Insurance first year, $388,767 will be spent on Marketing and about Occupancy Cost of Sales $256,383 will be spent on Compensation compensation for product Merchant Processing and Collections development. A full set of Web Development, IT Systems financial documents are available for serious investment inquiries.12/26/2013Confidential - Do Not DistributeTotal 537,772 388,767 64,977 25,726 24,144 18,000 15,000 1,157 291,175 256,383 28,604 6,18914 15. Team Ken Kwit CEO Founder and Former President, WineSource.com Former CEO and Chairman of the Board, Expressions Founder and Former CEO, Post Tools Former CEO, President, and Chairman of the Board, Sonoma Vineyards Former VP and General Counsel of Norton Simon, Inc. (then a Fortune 50 Company) Founder and Former Managing Partner, NYC Corporate Law Firm of Roth, Carlson, Kwit, Spengler and GoodellBob Lyons Chief of Staffing and VP of Business Development Former VP, Kelly Services and Interim Services (now Randstad) Former VP and Group Product Leader (now Adecco) Former Sales Executive, Ethicon Lieutenant, U.S. Navy12/26/2013Confidential - Do Not DistributeChris Madeira VP of Product Development and Marketing Founder and Former President, Former Director, Phoenix Health Systems Former VP, New Media Communications Founder and Former CEO, Cydera Former Director and Legislative Assistant, National Defense Industrial Association Gabe Rotman VP of Product Design and Online Marketing Founder and CEO, Sharelancer Advisor, Mapsion Consultant, Citrix Systems Founder and Former COO, SteadCom (sold to eTecc Communications) Founder and Former CEO, Ultima Online Virtual Goods Store (sold) Wayde Gilchrist CTO Former CTO, Zindigo, Bean Jar and Green Jobs Former President and CTO, The Idea Store; and Web Software Development Founder, ConsumerRatings.com Webmaster, McAfee Associates Senior Systems Analyst, Symantec15 16. Next Steps Get in touch with us now! Contact: Ken Kwit, CEO Email: ken@equitylancer.com Phone: (561) 398-5279Contact: Chris Madeira, VP Email: chris@equitylancer.com Phone: (703) 868-145112/26/2013Confidential - Do Not Distribute16