Annual General Meeting of Shareholders. February 28, 2008

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1 Annual General Meeting of Shareholders February 28,

2 Forward Looking Statements This session and answers to questions contain forward-looking statements that require assumptions about expected future events and financial and operating results that are subject to inherent risks and uncertainties. There is significant risk that assumptions, predictions and other forward-looking statements will not prove to be accurate. Readers are cautioned not to place undue reliance on forward-looking statements as a number of factors could cause actual future results, conditions, actions or events to differ materially from the targets, expectations, estimates or intentions expressed. The Corporation disclaims any intention or obligation to update or revise forward looking statements, except as required by law. Factors that could cause actual results to differ materially include, but are not limited to: competition (including more active price competition and the possibility of new wireless competition after the 2008 spectrum auction); economic growth and fluctuations; capital expenditure levels (including possible wireless spectrum asset purchases); financing and debt requirements (including debt financings); tax matters; human resource developments; business integrations and internal reorganizations; technology (including reliance on systems and information technology, evolving wireline broadband and wireless next generation technology options and the possible need for prospective wireless sharing arrangements to achieve cost efficiencies and reduce deployment risks); regulatory approvals and developments (including the spectrum auction, tower sharing and roaming rules, the new media proceeding and possible changes to foreign ownership restrictions); process risks; health, safety and environmental developments; litigation and legal matters; business continuity events (including manmade and natural threats); any prospective acquisitions or divestitures; and other risk factors discussed herein and listed from time to time in the Corporation s reports and public disclosure documents including its annual report, and other filings with securities commissions in Canada (on For further information, see Section 17: Risks and Uncertainties in the Corporation s annual 2007 Management Discussion and Analysis, as well as updates reported in the Corporation s 2007 Interim Management s Discussion and Analyses. 2

3 Agenda 1. Introductions 2. Scrutineers Report 3. Notice of Meeting and Minutes of Last Meeting 4. Tabling of Financial Statements 5. Election of Directors 6. Appointment of Auditors 7. Further Business and Termination of Official Meeting 8. Financial Statements Review 9. CEO Review 10.Shareholders Questions 11.Closing of Meeting 3

4 Election of Directors 4

5 Election of Directors Nominations: Gerald T. McGoey Peter Minaki Louis Mitrovich Douglas Reeson 5

6 Appointment of Auditors KPMG LLP 6

7 Further Business and Termination of Official Meeting 7

8 Financial Statements Review 8

9 Consolidated Balance Sheet Years ended August 31, ASSETS Total current assets $11,366 $11,192 Capital assets, net 12,508 18,091 Deferred charges $24,003 $29,479 LIABILITIES AND SHAREHOLDERS' EQUITY Total current liabilities $18,921 $15,643 Long-term debt 1,800 1,814 Liability component of convertible debentures Total liabilities 21,490 18,250 Non controlling interest 2,202 7,752 Shareholders' equity Share capital 58,139 58,139 Contributed surplus 2,056 1,041 Deficit (59,884) (55,703) Total shareholders' equity 311 3,477 $24,003 $29,479 9

10 Consolidated Statement of Operations Years ended August 31 In thousands of dollars Sales and service revenue $24,620 $29,877 Carrier and cost of sales 11,996 13,116 Gross margin 12,624 16,761 Gross margin % 51.3% 56.1% Operating expenses 21,676 23,581 Loss from continuing operations (3,181) (3,633) (Loss)/income from discontinued operations (1,000) 1,221 Loss for the year $ (4,181) $ (2,412) 10

11 Consolidated Statement of Cash Flows Years ended August 31 In thousands of dollars Cash flows from/(used in) continuing operations $1,675 $ (1,434) Cash flows from/(used in) discontinued operations (350) (398) Cash flows from/(used in) operating activities 1,325 (1,832) Cash flows from/(used in) financing activities (35) 524 Cash flows from/(used in) investing activities (121) 2,269 Increase in cash and cash equivalents 1, Cash and cash equivalents at beginning of year 8,481 7,520 Cash and cash equivalents at end of year $9,650 $8,481 11

12 Financial Statements Review 12

13 CEO Review 13

14 Outline of Review Key events Global trends and developments Your company past and future 14

15 Look s Spectrum Assets Mobile Broadcast has access to more than 300 video channels today 15

16 Outline of Review Key events Global trends and developments Your company past and future 16

17 Key events 1. AWS Spectrum Auction in USA raised approximately $14 billion 2. Look commenced Shareholder Maximization process 3. Industry Canada released 2008 AWS Auction Consultation Paper 4. Bell Canada filed a Notice of Intent to Disconnect Look services 5. BCE announced that it was in formal discussions to go private 6. Look discontinued formal Shareholder Maximization process 7. Look filed an Application against Bell Canada with the CRTC 17

18 Key events 8. Look commenced injunction proceedings against Bell Canada, which Look won 9. UBS filed a statement of claim against the Inukshuk Wireless Partnership 10.Look implemented its Tax Reorganization Plan 11.Industry Canada announced proposed policy decisions for the 2008 AWS Auction 12.USA 700 MHz auction raised approximately $20 billion 13.Industry Canada is expected to release within the next week the final AWS Auction rules including Mandatory Roaming and Antenna Tower and Site Sharing 18

19 Outline of Review Key events Global trends and developments Your company past and future 19

20 Consumer Expectations Anywhere, Anytime Always on, always with me I want what I want, when I want it MOBILITY PERSONALIZATION INTERNET 20

21 Voice Is Dead Is Here 21

22 Mobile Developments South Korea SK Telecom offers an "AnyFishing service Switzerland Card Guard AG uses wireless devices to check a patient's heart rate or glucose levels Japan DoCoMo of Japan says a cell phone can take the place of most contents in a purse United States Intel President and CEO Paul Otellini: Internet will be personal, proactive, predictive and context aware Internet will provide what you want, how you want it, wherever you are and whenever you want it Need for a ubiquitous mobile broadband infrastructure 22

23 Darren Entwistle February 15, 2008 Conference Call: "You don't want to be in a situation where you prematurely move to a new technology" Entwistle suggested that Telus has a responsibility to its investors to "sweat the heck" out of its CDMA investments (Toronto Star, Chris Sorensen, February 16, 2008) 23

Dr. Michael Geist The promise of an always-on mobile Internet delivered through cell phones and wireless devices has long been touted as the next stage in the evolution of electronic communication

24 Dr. Michael Geist The promise of an always-on mobile Internet delivered through cell phones and wireless devices has long been touted as the next stage in the evolution of electronic communication and commerce. That next stage is a reality in many countries, yet Canada finds itself falling behind even developing countries as a consequence of overpriced mobile data services in our cozy uncompetitive market. (Toronto Star, Dr. Michael Geist, July 23, 2007) 24

European Union February 11, 2008 Associated Press: the rip-off costs they charge for wireless Internet and text messages must come down by July 1 to avoid EU intervention To avoid regulation, the

25 European Union February 11, 2008 Associated Press: the rip-off costs they charge for wireless Internet and text messages must come down by July 1 to avoid EU intervention To avoid regulation, the industry will have to show its responsiveness to consumer concerns by credible reductions Vodafone Group PLC, Royal KPN NV and Germany s E-Plus all announced immediate price drops Vodafone Group PLC announced a data plan bundle price drop of 50% for domestic usage and 85% for international usage 25

26 WiMAX Spectrum Deployed primarily in the 2.5 to 2.7 GHz band In the long term, this will put greater pressure on voice prices as is the case in wireline and increase the importance of bandwidth and spectrum. Subsequently, companies with premium spectrum positions and data focused products are at an advantage (National Bank Financial The Economics of Wireless Broadband, Greg MacDonald, January 2008) 26

27 WiMAX Mobile Voice Is Dead - Price Wars In North America February 19, 2008 announced at $99.99 unlimited calling plan Five hours later announced its own unlimited calling plan Announced its own $99.99 unlimited calling plan but included unlimited text and picture messaging Expected to announce new plans that will undercut other providers by as much as 40% 27

28 WiMAX Commoditization of mobile voice 28

29 WiMAX Benefit Bandwidth Speed Comparison (Avg. Consumer) Throughput (Mbps) GSM-EDGE CDMA-EV-DO WiMAX (802.16e) LTE 29

30 Licensed WiMAX Spectrum Mobile Broadcast Global mobile broadband developments 30

31 2008 AWS Spectrum Auction 31

32 Policy Decisions Mandatory roaming provisions at commercial rates Mandatory antenna tower and site sharing at commercial rates Binding arbitration for commercial negotiations within specified timelines A set aside of 40 MHz of AWS spectrum exclusively for New Entrants 50 MHz of AWS spectrum, 10 MHz of spectrum as an extension to the existing PCS band and 5 MHz of spectrum as one way broadcast spectrum open to all bidders 32

33 Incumbent Views Government of Canada does not have the authority to effect the policy and licence changes Criticism of 40 MHz AWS spectrum set-aside and allocation of blocks Lengthening the timelines for concluding a commercially negotiated agreement for mandatory roaming and antenna tower and site sharing from 90 days up to 210 days The implied threats of litigation could make a New Entrant reluctant to bid in the AWS Auction 33

34 Industry Canada AWS Band Plan Set-asides Set-asides A B C D E F Existing PCS A B C D E F MHz MHz Tier 3 Tier 2 Tier 2 Tier 3 Tier 3 Tier 3 Tier 3 Tier 2 Tier 2 Tier 3 Tier 3 Tier 3 LOOK - MDS LOOK - MDS MHz Look spectrum and AWS spectrum ~ 90 MHz 34

35 Opening Bids 2008 AWS Auction Service Area Name 2007 Population (millions) Opening Bids $/MHz/Pop New Entrants Opening Bids per 40 MHz ($M) All Bidders Opening Bids per 50 MHz ($M) Total Opening Bids per 90 MHz ($M) Eastern Quebec 1.6 $0.057 $4 $5 $9 Southern Quebec 5.2 $0.285 $59 $73 $132 Eastern Ontario and Outaouais 2.1 $0.122 $10 $13 $23 Southern Ontario 8.8 $0.285 $100 $125 $225 Look's service areas 17.7 $0.245 $173 $216 $389 Rest of Canada 12.3 $0.124 $61 $77 $138 Total 30.0 $0.195 $234 $293 $527 Look's service area as a % of total 59% 74% 74% 74% 35

36 2001 PCS Spectrum Auction Results Opening bids - $123M Closing bids - $1.5B Closing bids in Look s service area - $1.4B Spectrum auctioned - 40 MHz Purchasers $393M $720M $355M 36

37 Oligopoly Fears New Entrants are entitled to roam on Incumbent s networks for 5 years within their home territory and 10 years outside All entities, including New Entrants, are entitled access to the antenna towers and sites of the Incumbents Binding arbitration used to settle disputes 37

38 Bell Canada Alleged Fears over Antenna Tower and Site Sharing In a press release on September 16, 2005, Stephen Wetmore, Group President National Markets, Bell Canada, had this to say about Rogers and Bell sharing infrastructure: This is an efficient, effective and responsible approach to getting more high speed Internet services to more Canadians more quickly 38

39 New Entrants Favorable AWS Auction rules But: Costly to roll out a National Network No significant foreign ownership allowed Therefore: Regional players are likely to emerge 39

40 Consortium of Convenience Lower cost of AWS spectrum Fully compatible network designs Shared infrastructure A regional footprint with a national presence Shared back office services Leveraging of brands and customer bases by expanding current offerings 40

41 Key Dates March 5, 2008 Final AWS Auction rules published March 10, Deadline for bid applications March 14, Industry Canada will publish the list of applicants, deposits and licences bid on March 31, Industry Canada will publish the final list of qualified bidders May 27, AWS Auction commences 41

42 Summary But: Your assets are strategically important Look s spectrum holdings are equal in size to the entire AWS Band We support the move to promote increased domestic competition through mandatory roaming and antenna tower and site sharing Regional players are likely to emerge New Entrants may choose to enter into a Consortium of Convenience to effectively compete Incumbents continue to threaten the Government of Canada Foreign ownership is still required to introduce real competition into Canada 42

43 USA FCC Spectrum Auctions 43

44 USA FCC Auctions Results In September 2006 the FCC AWS Auction concluded with the following results: Spectrum auctioned: 90 MHz Gross Bids: $13.9 billion In February 2008 the FCC 700 MHz Auction produced the following results: Spectrum auctioned: 62 MHz Gross Bids: $19.5 billion ~ $33 Billion in Auction Proceeds 44

45 USA FCC 700 MHz Auction Quotes Customer demand for mobile services, including voice, data and video, is continually increasing. Aloha s spectrum will enable AT&T to efficiently meet this growing demand and help our customers stay connected to their worlds (AT&T, Forrest Miller, Group President, Corporate Strategy and Development) an absolute incredible purchase [that allowed them] to really leapfrog everyone else (Zachary Research Investment, Patrick Comack, Analyst) 45

use any device New bidders such as Google, Chevron

46 USA FCC 700 MHz Auction - Strategic Changes Open access: Right to download any application Right to use any device New bidders such as Google, Chevron and Vulcan Spectrum (Paul Allen Co-founder of Microsoft) 46

47 Outline of Review Key events Global trends and developments Your company past and future 47

48 Look s Unique Assets Look Communications Inc. SPECTRUM BROADCAST LICENCE TAX ASSETS SUBSCRIBERS NETWORK 48

49 Maximization of Shareholder Value Discontinued due to: The significant developments in the market related to, amongst other things, BCE s privatization talks Industry Canada s Consultation Paper introducing the AWS Spectrum Auction A sudden and hostile climate with two of the three Incumbent wireless carriers in this country 49

50 MOBILE VOICE WILL BE A COMMODITY 50

51 2007 Key Messages Last Year Assets are strategically important Shareholders have unique assets that are appreciating The value of the assets is not reflected in: Financial Statements Market Capitalization We will continue to evaluate opportunities to maximize shareholder value through: Partnerships Strategic Alliances Other transactions Discussions continuing 51

52 Why No Transaction? Canada is a small market dominated by the Oligopoly and there is no incentive to introduce new technology and services Look s spectrum and broadcast licenses while attractive assets still await the deployment of WiMAX or LTE The significant developments in the market related to, amongst other things, BCE s privatization talks and the AWS Auction policy decisions As a group we have ongoing litigation with Bell Canada and Rogers 52

53 2008 Key Messages These unique assets are strategically important and continue to appreciate in value World wide developments in 2.5 to 2.7 GHz band We will continue to evaluate opportunities to maximize shareholder value and raise financing The world for the Oligopoly will change 53

54 Annual General Meeting of Shareholders QUESTIONS? 54

55 Annual General Meeting of Shareholders February 28,

UNIQUE BROADBAND SYSTEMS, INC.

Management s Discussion and Analysis of Financial Condition and Results of Operations of UNIQUE BROADBAND SYSTEMS, INC. Unaudited three months ended November 30, 2007 and 2006 UNIQUE BROADBAND SYSTEMS,