BUILDING A REGULATED INVESTMENT PLATFORM AND SECURITY TOKEN EXCHANGE FOR START-UPS AND SMEs Q4 2018
Disclaimer This document has been prepared by Kambio Ltd. ( Kambio Ventures or Kambio ) solely for use in connection with the proposed offering and sale ofpayment tokens by it (the Offering ). The information contained in this document has not been independently verified and no representation or warranty, express or implied, is made as to, and no reliance should be placed on, the fairness, accuracy, completeness or correctness of the information or opinions contained herein. The information set out herein may be subject to updating, revision, verification and amendment and such information may change materially. Kambio is under no obligation toupdate or keep current the information contained in this document and any opinions expressed in it are subject tochange without notice. 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Contents Mission 4 Funding Challenge 5 Funding Solution 10 Business Edge 18 Roadmap 24 3
MISSION At the forefront of blockchain-enabled capital markets providing simple and global access to growth capital 4
FUNDING CHALLENGE 5
Search for Growth Capital High-growth SMEs frustrated with lack of funding options Limited Options Poor Access Complex Process Fragmented Market Execution Time Cost Burden 6
SME Funding Gap Financial industry fails to deliver - focus on Europe Demand 23M companies create over $4T in value, Europe alone * Supply 3M Europeans hold non-real estate assets in excess of $1M $1T up to 20% gap ** * Annual Report on European SMEs, 2016 ** Estimating the financing gap of small and medium-sized enterprises Florencio Lopez de Silanes, Joseph McCahery, Dirk Schoenmaker, Dragana Stanišić 21 August 2015 7
SME Market Opportunity 6% * of all European SMEs are classified as high-growth European SME Overview** 23M 93M $4T $4T $1.7T Number of Companies Staff Employed Value Creation Debt Funding Equity Funding 1.4M High-growth SME Number of Companies 12M European Opportunity Global Opportunity * Nesta, The vital 6 per cent, 2009 ** Efme, Finance for Growth (2017) The Shortage of Risk Capital for Europe s High Growth Businesses 8
Two Main Equity Funding Options Overwhelming and time consuming PRIVATE SALE HURDLES Networking Targeting investors Pitching Due diligence Negotiating Terms Growth Company Round 1 Round 2 Round 3 Round 4 Round X PRIVATE SALE Acquiring Entity PUBLIC EXCHANGE HURDLES Minimum criteria Heavy costs Due diligence Documentation Approvals Reporting PUBLIC EXCHANGE Public Exchange YEARS MONTHS 9
FUNDING SOLUTION 10
Third Funding Option by Kambio Direct, seamless and secure DAYS PRIVATE EXCHANGE Growth Company Round 1 Round 2 Round 3 Round 4 Round X PRIVATE SALE Acquiring Entity PUBLIC EXCHANGE Public Exchange YEARS MONTHS 11
Kambio Benefits New era in capital markets GROWTH CAPITAL SHAREHOLDER MANAGEMENT GLOBAL ACCESS LIQUIDITY ENABLED SIMPLE TURNKEY COMMUNITY NETWORK INSTANT DELIVERY ATTRACTIVE PRICING 12
Business Concept Next-generation investment platform and securities exchange R E G U L A T O R Y F R A M E W O R K ADVISORY Access to primary capital for earlystage startups and SMEs. Robust due diligence processes EXCHANGE Syndicated investing alongside institutional capital. Unlocking shareholder value COMMUNITY Knowledge-sharing, wholesale product & services offering, and investment empowerment CUSTODY Tiered exchange membership with intuitive client interface. Secure and segregated assets. B u s i n e s s O p e r a t i o n s I T ( B L O C K C H A I N ) A R C H I T E C T U R E 13
Regulated Exchange Framework End-to-end execution within a fully-regulated framework P O R T A L G A T E W A Y S Advisory Exchange Operations Community Custody New Venture Onboarding Processes Member Access Internal Access Regulator Access Member Access New Member Onboarding Process P R I M A R Y I S S U A N C E S E C O N D A R Y T R A D I N G Pre-issuance Agreement Structuring (Type & Logic) Post-issuance Settlement & Registration Pre-trade Order Entry Record & Time Stamp Post-trade Clearing, Reconciliation & Settlement A C C O U N T C U S T O D Y Pre-approved KYC, AML & Self-certified Post-approved Account Opening Book-building & Subscription Execution Payment Management Issuance of Regulated Tokens (SABR) Price Discovery, Matching Execution Payment Management Regulated Exchange for SABR Tokens (Order Matching) R E G U L A T O R Y F R A M E W O R K Execution Custody asset segregation Regulated Custodian for SABR Tokens 16
Why Regulate? Transcend Traditional Securities Standards Mass Adoption Transparency Records Accountability Recourse T R U S T Guidance Fair Necessary Discipline Monitored Security Best Practice 15
Blockchain-enabled IT Architecture Modular architecture for interoperability of diverse systems Advisory Portal Exchange Portal P L A T F O R M I N T E R F A C E Custody Portal Community Portal S M A R T ( O P S ) C O N T R A C T S P R E S E N T A T I O N L A Y E R Operations Portal PASS SC STX SC SAFE SC COMS SC OPS SC B U S I N E S S L O G I C L A Y E R ( S t a t e M a c h i n e ) O N / O F F / P R I V A T E - C H A I N ( D A T A A C C E S S L A Y E R ) Smart Contracts (Data Handling) I T ( B L O C K C H A I N ) A R C H I T E C T U R E 16
Why Blockchain? Systematic Trust Ownership Instant & Straightthrough Transparency Permanence Smart T R U S T Fair Access Speed Smart Compliance Security Cost Global Access 17
BUSINESS EDGE 18
Key Building Blocks Kambio is creating a sustainable business model Experienced Team Innovation Relationship -centric Best Practices 19
1994 1996 2010 1995 2009 Founder s Track Record 75 years combined experience in start-ups and investments Serial Entrepreneurs Co-founders of Jabbar, serial early stage investors. Jointly founded, incubated and invested in dozens of start-ups. $1+ Billion Exits Partnership Formation Jabbar Group Formed Broker / Technology Stocks Global Head Investment Funds CEO Macro Hedge Fund Experienced Investment Manager Partner of Jabbar, co-founder Plurimi. Several senior investment management roles. $250 Billion Assets $2 Billion Revenue 20
Token Innovation Growth-enabler supporting a frictionless ecosystem KMB Payment Token KMB used for all Kambio fees and loyalty rewards Fixed supply of tokens with generation event ERC-20 compliant token Smart contract facilitate immutable ownership, transaction history and regulatory reporting Proposed listing on multiple exchanges SABR Digital Security SABR is a security asset-backed receipt Each listed high-growth SME is issued with an individual SABR Enhanced ERC-20 compliant token Smart contracts will replicate notional performance for each listed SABR Smart contract facilitate immutable ownership, transaction history and regulatory reporting Exclusive listing on Kambio Exchange 21
Simple Relationship-centric Processes Eight steps to list a new SME 1 3 Private company, e.g. High Growth Venture Ltd. ( HGV ) is sourced and onboarded Issuance of a new asset-backed token, a dedicated SABR HGV HGV Equity rights and structure is reviewed and translated within a digitized agreement SABR HGV starts fund raising led by an approved Advisor 2 4 5 Primary listing on Kambio Exchange, HGV PLC 7 Member purchases HGV PLC, thereafter held in a segregated account with secure custody Secondary trading enabled on Kambio Exchange HGV PLC connects with the Kambio Community, providing ongoing reporting and updates 6 8 22
Competitive Landscape Many unregulated entrants vying for multi-trillion dollar market opportunity Corporate Advisory Security Tokenization Security Token Exchange Kambio will apply for regulatory permissions for the whole capital markets journey 23
ROADMAP 24
Community Network Roll-out city by city Engage all stakeholders Develop local partners Deliver best-practices Access global capital Build local investor base Tap local start-up network L O N D O N D U B A I B E R L I N B A N G A L O R E Z U R I C H S E O U L P A R I S B A R C E L O N A S I N G A P O R E J A K A R T A S H A N G H A I V I E N N A S T O C K H O L M S A N PA U L O 25
Timetable Platform Delivery H2 2019 Q4 2018 Q2 2018 Concept Late 2017 Exchange portal (Beta) Custody portal (Beta) City hub Zurich City hub Berlin Regulatory applications Platform (MVP) City hub London Institutional roadshow Company formation New strategic partners Company website launched Legal advisors retained H1 2019 Q3 2018 Q1 2018 SABR regulatory approval City hub Dubai Advisory portal (Beta) Community portal (Beta) London office opened Final Whitepaper Regulatory roadmap Token event website Dubai office opened Technical roadmap Operational roadmap Corporate branding Platform Launch Early 2020 26
KMB Token Event Token Generation Institutional Pre-event Main Event Hard Token Cap 800 million Institutional Target Raise USD 10 million Main Target Raise USD 20 million Soft Event Cap 500 million Institutional Issue Price 25% Discount Main Issue Price USD 0.10 Overallotment (Greenshoe) 300 million Institutional Minimum USD 1 million Main Minimum USD 5,000 Any Remaining Tokens* Strategic Institutional Offer Period Q4 2018 Main Offer Period Q1 2019 Management (3yr Lock-up) 2 Strategic* (5yr Airdrop, City Hub Roll-out) 15 15 PLANNED TOKEN DISTRIBUTION (Percent) 40 Main (No Lock-up) Marketing Advisors 8 PLANNED USE OF PROCEEDS (USD million) 10 Operations & Staff 30 Institutional (Institutional 1yr Lock-up) 10 Investment Platform & Exchange (IT Architecture & Regulatory Framework) 27
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