INVESTOR PRESENTATION – NOVEMBER 2015 BUSINESS OVERVIEW – JANUARY 2017

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North Capital is the leading provider of transaction

technology and RegTech services for private securities

marketplaces, broker-dealers and sponsors of alternative

investments.

North Capital

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WHY WE HAVE AN EDGE:

Highly experienced team and extensive network. Bear Stearns, UBS, Goldman Sachs, Bankers Trust.

Self-clearing custodial BD solution will be transformative for the exempt securities market.

Proven marketplace technology platform for private securities offerings, with a large and growing installed base, that empowers private marketplaces and creates a network effect among partners. Over 11,000 transactions; 250 deals.

Focus on exempt securities: private securities, alternative investments, and wholesale distribution; NCPS is the leading broker-dealer for funding platforms and became a self-clearing, custodial broker-dealer in December, 2016.

Strong investment research, due diligence, and advisory capabilities. Recognized expertise in asset allocation, alternative investments, portfolio construction. Registered Investment Advisor.

Market Leader

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How We Help our Customers

JOBS ACT

Private securities markets are fragmented and idiosyncratic, with high distribution costs and limited standardization. Until 2012 with the passage of the JOBS Act, the private placement market had not changed in 30 years.

We have solved one of the most vexing problems in financial services: how to systematize the offering, transaction, settlement, and custody of private and other exempt securities using technology that can be deployed across multiple platforms and markets to scale distribution.

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Marketplace Technology

Managed Assets

How We Help our Customers

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OK

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EA

LER

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ESCROW AGENTS

CUSTODIANS

ADMINISTRATORS Our SaaS technology solutions link global markets and apply

components of traditional public securities transaction

processing to streamline private securities processing.

Marketplace Technology

•  TransactCloud •  Marketplace as a Service (MaaS) •  TransactAPI (TAPI) •  Direct Invest Button (DIB)

•  Subscription Escrow •  Broker-Dealer as a Services •  Syndication and Wholesale Services

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Marketplace Technology: Products

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BROKER DEALERS

FUNDING PLATFORMS

FUND MANAGERS

ADVISORY GROUPS

TRUST COMPANIES

WHO USES OUR MARKETPLACE TECHNOLOGY AND SERVICES?

ISSUERS

Marketplace Technology: Our Customers

TRANSFER AGENTS

REGISTERED FUNDING PORTALS

ADVISORY GROUPS

Historically, the market for private offerings has been fragmented with

limited standardization, creating barriers to widespread distribution.

We streamline the offering, transaction, and settlement of “best efforts” offerings

in a compliant environment to facilitate distribution at scale.

Marketplace Technology: Accelerating Sales

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Deal Structure

5-25percent

•  Alternatives are commanding more attention from advisors: 5-25% in many portfolios;

•  Sponsored private funds (AIP); •  Regulation A REIT offerings; •  Separately managed accounts; •  Interval funds.

Managed Assets

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•  Investors and advisors are searching for alpha; •  Emergence of barbell portfolios of index funds + alternative

investments; •  Ease of access, ease of processing, and ease of reporting are

prerequisites for advisors; our technology solves these pain points;

•  Advisors also demand liquidity, transparency, and value for their customers;

North Capital manufactures and distributes alternative investment products for advisors and their customers.

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Managed Assets

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Managed Assets

REGISTERED FUNDS

SMAs

REG A

VENTURE

HEDGE FUNDS

PRIVATE EQUITY

REAL ESTATE

MPL

EXOTICS

PRIVATE

WHY COVER THESE AREAS AND OFFERING TYPES

Our customers: •  Majors •  Independent Broker Dealers •  Registered Investment Advisors •  Proprietary Network (Access Invest) •  Syndication Networks

Technology underpins our distribution capability.

Managed Assets

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North Capital Management Team

STEPHANIE HOLT CFO

ANTON PRAKASH CHIEF TECHNOLOGY OFFICER

JAMES P. DOWD, CFA FOUNDER & CEO

CRAIG GOOS FOUNDER & MANAGING DIRECTOR

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MARKETPLACE TECHNOLOGY MANAGED ASSETS

24 TOTAL PERSONNEL 13 FULL-TIME 6 PART-TIME 5 DEDICATED CONTRACT