Slide 1: Formalizing A Successful Partnership
Q ValueSetters Netcapital Formalizing A Successful Partnership A Powerful Fintech Leader in Private Capital Markets
Slide 2: Forward-Looking Statements
Forward-Looking Statements This presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on the current beliefs and expectations of ValueSetters’ management and are subject to significant risks and uncerta
Slide 3: ValueSetters: benefits of leveraging Netcapital platform
4 ValueSetters v) Leverages Netcapital’s established, rapidly growing technology platform to scale ValueSetters’ services, particularly its digital marketing capabilities Provides substantial increase to VSTR’s "potential revenue streams » Streamlines experience for clients raising capital online @
Slide 4: Access to ValueSetters' digital marketing expertise
YA Provides access to ValueSetters’ proven "digital marketing expertise and strategic advisory services q ) Allows Netcapital to capitalize on ValueSetters deep network of potential investors Enables sourcing of promising deals, including disruptive technology companies @ Delivers enhanced value pro
Slide 5: History of Successful Collaboration & Compatibility
History of Successful Collaboration & Compatibility Strong track record: Collaborative efforts have resulted in Netcapital’s most successful fundraising campaigns. Shared aspirations, cultures, values: * Commitment to empowering innovators, entrepreneurs and business leaders to successfully build an
Slide 6: Netcapital: A Leader and Innovator in Private Capital Markets
Netcapital: A Leader and Innovator in Private Capital Markets ivy) Built one of the first online private <_ fundraising platforms. Differentiated platform provides both a primary and secondary market. Enables entrepreneurs and investors to work together to create value. iv) Democratizing private cap
Slide 7: Prior Model - Flawed & Antiquated
Prior Model - Flawed & Antiquated Obstacles for Investors & Issuers Investors: Lack of Access & Liquidity * Only 3% of U.S. households qualify as accredited investors * Private investments locked up until IPO or takeout Issuer: Difficulties Raising Capital * Average entrepreneur meets with 40 instit
Slide 8: Netcapital: An Innovative Model - Democratizes Fundraising
Netcapital: An Innovative Model - Democratizes Fundraising Provides Solutions & Creates Opportunities Allows investors to buy and sell shares in private companies through FINRA registered funding portal + Individuals gain access to private company investments previously only available to Venture Cap
Slide 9: Market Opportunity: Significant and Growing
Market Opportunity: Significant and Growing Democratization of private capital markets and online fundraising is in its infancy. if 5 2019 Market Overview Rule 506(b) of Regulation D $1,492 billion Rule 506(c) of Regulation D $66 billion Regulation A: Tier 1 $0.044 billion Regulation A: Tier 2 $0.99
Slide 10: SEC Regulatory Changes Benefit Private Markets
SEC Regulatory Changes Benefit Private Markets In March 2020, The Securities and Exchange Commission (SEC) proposed meaningful changes to multiple private securities exemptions. Offering Limits were increased Regulation Crowdfunding: * Raised to $5 M from $1.07 M * Accredited investors: limits remov
Slide 11: SEC Regulatory Changes Continued
SEC Regulatory Changes Continued Offering Limits were increased: Regulation A Regulation D, Rule 504 Marketing and Other * Tier 2 raised to Raised to $10M from $5M Additional positive 875M from $50M revisions to marketing + Secondary sales (‘Test-the-Waters”, “Demo raised to $22.5M Day”), special pu
Slide 12: Netcapital Competitive Advantages
Netcapital Competitive Advantages @ Early mover advantage: * Trusted and well recognized brand and platform * Strong existing investor base that is growing rapidly Integrated secondary platform provides easy transferability of marketable securities = al 12 g ValueSetters
Slide 13: Netcapital: Strong, Scalable Business Model
Netcapital: Strong, Scalable Business Model 75% SUCCESS rate of offerings raised on the platform Q Dollars invested have doubled over the last six months ap -@ Volume traded through Secondary Transfer Platform has quadrupled over past six months New investors up more than tenfold over past year 13 g
Slide 14: About ValueSetters
About ValueSetters ValueSetters is a Boutique Advisory Firm We work with companies at all stages to provide assistance with: & Raising Capital Technology Consulting Ly ra Strategic Digital Advice Marketing Economic Development 14 g ValueSetters
Slide 15: Business Model
Business Model Fee-Based Revenue Model Plus Equity Stakes iv) Charge fixed fees for services provided iv) Take equity stakes in select technology start-ups, including: DRONE Games AKINescRowD = DEUCE) o Zelgor Eq Holler 15 g ValueSetters
Slide 16: Value Proposition: Experience and Results Attract Clients
ValueSetters Value Proposition Experience and Results Attract Clients iv) Professional investor experience provides unique capabilities * Effective message crafting to all types of investors + Deep network of potential shareholders Experience in starting/selling/growing successful businesses Politic
Slide 17: Track Record
Track Record ValueSetters Delivers Results for Clients Established strong track record in marketing private, online capital offerings Proven unique capabilities in targeted digital marketing to potential investors Successfully completed multiple multi- million-dollar equity raises ZBBRAIDY Braidy In
Slide 18: Team
Team Existing Management Team Remains in Place Cecilia Lenk CEO ValueSetters, Inc. * Ph.D., Harvard « Angel Investor, Launchpad Venture Group Coreen Kraysler, CFA CFO ValueSetters, Inc. + S.M., MIT Sloan « Former Morningstar 5-star Rated Portfolio Manager Kathy Kraysler CMO ValueSetters, Inc. °M.B.A
Slide 19: Reverse Stock Split
Reverse Stock Split Pursuant to the agreement, prior to the closing date: ValueSetters shall complete a reverse stock split at 2000 for 1 Once effective, ValueSetters common shares issued and outstanding will be reduced to approximately 415,000 from approximately 831.3 million Further information re
Slide 20: Investment Case Summary
Investment Case Summary Powerful Fintech Leader in Private Capital Markets @ Creates a powerful and differentiated fintech leader that is well positioned for growth within private capital markets. Combines ValueSetters’ unique and proven capabilities and Netcapital’s scalable technology platform Syn
Slide 21: ValueSetters contact
gy ValueSetters Coreen Kraysler, CFA ckraysler@valuesetters.com 781-925-1700 YHHOO