CLASSROOM STORES DEVELOPING THE NEW CUSTOMER VALUE PROPOSITION FOR STORES - The Lead

ACTION FRAMEWORK
                                                                                 TLC 8: PART A

                         CLASSROOM
                         CLASSROOM
                                    STORES
     DEVELOPING THE NEW CUSTOMER VALUE PROPOSITION FOR STORES

Aligning Experience with New Customer Expectations

Reevaluating the Physical Footprint - Locations, Size, Format, & Leases

Enabling Data-Driven & Connected Stores

Wrap-Up

ACTION FRAMEWORK
                                                                  TLC 8: PART B

                         CLASSROOM
                         CLASSROOM
                                   STORES
   PERSONAL LEADERSHIP, ORGANIZATIONAL EFFECTIVENESS, & TECHNOLOGY

Leading with an Agile Innovation Mindset

Empower Advocates, Take Ownership & Rally Teams

Building Better Partnerships with Tech

Wrap-Up

PARTNER OVERVIEW & Q&A

Afterpay is transforming the way we pay by allowing customers to receive products immediately and pay for
their purchases over four installments, always interest-free. Afterpay is on a mission to power an economy in
which everyone wins.

In your opinion, which recent trends in stores and payments are likely to stay relevant
in the longer term?

Store and payment trends that will only strengthen are those that currently ensure the safety of customers
and give them more controls in time. Current store requirements, contactless payments being one of
them, will be part of the retail landscape for years.

Though features like curbside pick-up to flexible delivery options, and even, fitting room bookings,
were born out of a need to address customer safety in the short term, they also build on today’s shopper’s
preference for an omnichannel experience. This tendency increased in popularity even before the
pandemic.

Meeting customers where they are with these needs is a smart investment for stores long term, too.
Afterpay sees that our omnichannel shoppers are the most valuable of all. They spend more in-stores
with Afterpay but pay more online and have a higher frequency YOY.

How will technology evolve over the next 6-36 months to make the fashion, retail, and
consumer industry more resilient?

Given the uncharted territory, the retail industry is in any technology that ensures data collection and
analysis will be vital to help retailers return to business and understand their customers in an uncertain
and unpredictable future.

With no comparable precedent to glean insights from, retailers will need to closely follow consumer
behavior data to understand where demand is coming from and what trends are developing. It’s also
important to look at the most recent data--in this rapidly-evolving pandemic, analyses from even a
month back can be outdated.

What are the key product features you are rolling out in 2020-2021 and why?

Understanding the shopping journey of today’s customers is and will continue to be omnichannel,
Afterpay will launch a feature that will allow our shoppers to plan their in-store visits from the Afterpay
app.

This feature will live in our already popular Shopping Directory that delivers as many as 10MM online
referrals to our retailers each month. The new feature will allow shoppers to find a store near them that
offers Afterpay and get store information to plan their visits.

PARTNER OVERVIEW & Q&A

Macerich is one of the country’s leading owners, operators and developers of top-quality retail properties
in attractive U.S. markets. We focus on nurturing emerging retail concepts, including digitally native
brands, with everything from creative leasing structures, store design and marketing support to retail
analytics and technology that are key to building this impactful facet of physical retail.

In your opinion, which recent trend in stores is likely to stay relevant in the longer term?
The first is customer convenience and the recent proliferation of curbside pickup. For some time, retailers
have been drawn to the concept of BOPIS because customers historically would come into the store
and increase their basket size. Before COVID, the downside of curbside pickup was reduced order
value and added staffing needed to deliver orders. But today, curbside pickup attracts a customer who
might not be visiting the store at all because of health concerns or as a band-aid when stores were not
fully open. Because customers are enjoying the convenience of not having to leave their cars, we see
curbside pickup as a lasting trend, even in a post-COVID world.

The second trend we believe is here to stay involves using stores to ship/deliver items purchased online.
Retailers are being creative in using existing stores as shipping hubs – this is widespread and will continue
to grow. And the trend is even bigger: Mall owners like Macerich are working with companies such as
Fillogic, which is opening tech-enabled micro distribution hubs at retail properties. This can help aggregate
demand and maximize efficiencies for retailers and the shipping process.

How will technology evolve over the next 6-36 months to make the fashion, retail, and
consumer industry more resilient?
One thing we’re going to see is a proliferation of brands creating APIs for maximizing local inventory.
This will lead to interesting and rewarding consumer experiences, while also effectively moving close-in
and available merchandise. Imagine, sooner rather than later, companies like Postmates could deliver
merchandise from local retailers quickly in much the same way they deliver restaurant orders.

Another evolving trend that incorporates technology is the rise of appointment-based shopping. Clients
arrange appointments online or by phone and then work with a personal stylist either completely virtually
or in-store. Clienteling was incredibly popular among the highest-end global fashion brands at Macerich
properties this spring, and we believe this trend isn’t just for Gucci and Saint Laurent, but it’s already
expanding to many types of retail.

What are the key product features you are rolling out in 2020-2021 and why?
We are laser-focused on supporting our retailers during this time. Responding to COVID-19 continues
to be a top priority for Macerich so that consumers are confident that our high-quality retail properties
are healthful places to be, thanks to intensified operating standards developed for today’s needs. These
include enhanced cleaning, sanitizing, advanced air filtration and use of electrostatic sprayers, queuing,
paths of travel, security, deliveries, furniture placement, and more.

Beyond this critical focus on healthful operations, Macerich will continue to enhance everything we do
to help retailers succeed and connect with shoppers at our properties. When it comes to emerging,
digitally native brands, our BrandBox offering is a full turnkey solution for ideas that are brand new to
the mall environment. But we also provide important support to growing retail concepts that are midway
along their growth journey and we provide pathways for more mature concepts that are ready for full
flagships. To benefit all of our retailers, we continue to partner with and invest in companies, such as Fillogic,
that are helping to address key technology shifts and ultimately heighten efficiencies for retailers.

PARTNER OVERVIEW & Q&A

Intel, is shaping the data-centric future with computing and communications technology that is the
foundation of the world’s innovations. We are addressing the world’s greatest challenges as well as
helping secure, power and connect billions of devices and the infrastructure of the smart, connected
world – from the cloud to the network to the edge and everything in between.

In your opinion, which recent trend in stores is likely to stay relevant in the longer term?

One trend that is relevant and continues to evolve is the concept of ‘smart retail’. That is the use of
data-driven solutions and artificial intelligence to improve shopping in a safe, convenient, and touchless
way. Autonomous stores, touch-less transactions and payments, and delivery continue to flourish.

How will technology evolve over the next 6-36 months to make the fashion, retail, and
consumer industry more resilient?

Resiliency means an organization has clarity on where they need to steer the business to be future-ready
for the ebbs and flow of what may come. They are investing in key pieces of their business that will offer
agility and fast footing. Technology will evolve by accelerating automation, speed, and scale of retail.
New capabilities will fuel new business models, service formats, and more accessible data to inform
how consumers are engaging, liking, and shifting behaviors with a retailer.

What are the key product features you are rolling out in 2020-2021 and why?

Intel is in a unique position to collaborate with hardware, software, and cloud providers across the
global ecosystem. We are advocating for the experiences you seek to deliver to consumers, and the
technical capabilities needed to so. This ranges from improved data movement amongst applications,
reducing barriers to interoperability of hardware and software, and other contextualizing technologies
like artificial intelligence into meaningful solutions to improve inventory, selling, and consumer
experience.

PARTNER OVERVIEW & Q&A

NewStore is the essential omnichannel store solution for enterprise retailers, and the first platform
combining mobile POS, an omnichannel order broker, native clienteling, and inventory management.
Store operations from endless aisle to mobile checkout to fulfillment are executed on intuitive iPhone
apps, creating a joyful shopping experience for the consumer and associate alike.

In your opinion, which recent trend in stores is likely to stay relevant in the longer
term?

Even after a COVID-19 vaccine is deployed, contactless capabilities will remain highly valued by
consumers and store employees for years to come - from digital pay, mobile checkout, and self-checkout,
to remote selling and store fulfillment such as BOPIS and curbside pickup. These omnichannel solutions
not only ensure associates and stores stay productive, but they also give consumers autonomy. This is
something that will be increasingly important moving forward as shoppers prioritize their health and
safety.

How will technology evolve over the next 6-36 months to make the fashion, retail, and
consumer industry more resilient?

Most retail tech investments over the next three years will be tied to adopting and maturing omnichannel
capabilities in the retailer’s systems of record. Recent market shifts have made it clear that a brand needs
a tech foundation that is flexible and allows for continuous innovation. Thus, technology will evolve so
that retailers can unlock timely customer journeys quickly and with minimal disruption.

Front end technology will also go mobile. It’s a path the industry has been on for a few years with mobile
POS but there are so many more omnichannel use cases today that require mobility. With a mobile-first
front-end system, brands can create an in-store shopping experience that is friction-free and full of the
same novel digital features you might find online.

What are the key product features you are rolling out in 2020-2021 and why?

We will be expanding contactless payment to include more of today’s preferred digital pay methods
such as Apple Pay, Google Pay, Samsung Pay, and more. This will enable phone-to-phone payments
via NewStore Checkout, our proprietary payment flow that allows store associates to accept mobile
payments without the use of payment hardware.

Another focus is to continue to break down the fourth wall of retail with expanded clienteling functionality.
We will broaden the outreach capabilities within our associate apps so store associates have an easy,
managed way to engage directly with their most valuable customers.

PARTNER OVERVIEW & Q&A

The first retail vertical IoT integrated platform to bring e-commerce style shopper analytics to brick-and-
mortar retailers, RetailNext is a pioneer in focusing entirely on optimizing the shopper experience.

In your opinion, which recent trend in stores is likely to stay relevant in the longer term?

We believe that Covid-19 has accelerated the trend of consumer-centric retail that allows the shopper
to engage with a brand on their own terms and in the location of their choice. RetailNext believes the
store will increase in importance for many retailers as it becomes the central hub to the omnichannel
experience. Stores will be smaller and more nimble, but the experience from a shopper perspective will
be easier and more engaging. Customer-facing data transparency will become even more important as
consumers look for information on store occupancy levels and inventory availability before venturing
out to a specific location.

How will technology evolve over the next 6-36 months to make the fashion, retail, and
consumer industry more resilient?

The technology evolution that we have seen accelerating over the past 6 months of Covid-19 will
continue its fast growth. We expect things like curbside pickup and bopis to mature, frictionless and
touchless payment solutions to become must-have technologies, and of course data and experience
will continue to drive the consumer experience from end to end. Depending on the retailers, the
technology will be different but the focus on leveraging data to make the best decisions to guide
shopper experience will be key.

What are the key product features you are rolling out in 2020-2021 and why?

We have rolled out Occupancy as a new product as a result of the pandemic and continue to invest
in this capability as well as all of the necessary functionality to support the endless partners who have
built endpoint solutions based on the data – including curbside pickup, scan-pay-go, virtual queuing,
dynamic marketing messaging based on real-time in-store conditions, etc. In addition, we continue
to invest in bringing together a broader set of data to fuel the complete omnichannel understanding
including payments data, a broader set of location-based shopper analytics, as well as the ability to
connect the precise measurement RetailNext has within a store to the full digital journey. RetailNext
is further investing in tools that allow for demographic classification, activity detection and classification,
and a deeper understanding of the end-to-end shopper experience.

THANK YOU TO OUR FOUNDING PARTNERS & FRIENDS

Foley Hoag provides innovative, strategic legal services to public, private and government clients
across the globe. We have premier capabilities in the life sciences, healthcare, technology, energy,
professional services and private funds fields, and in cross-border disputes. The diverse backgrounds,
perspectives and experiences of the lawyers and staff contribute to the exceptional senior level service
delivered to clients ranging from startups to multinational companies to sovereign states.

Rosenthal & Rosenthal (www.rosenthalinc.com) is the leading factoring, asset based lending and
purchase order financing firm in the United States. Founded in 1938 by Imre J. Rosenthal, the firm is
now led by the second and third generations of the Rosenthal family. As a privately held company,
Rosenthal is committed to providing personalized service and flexible lending to clients across a broad
range of industries. Rosenthal has offices in New York, California, Georgia and North Carolina.

Zenni pioneered the online eyewear industry in 2003 with a mission to make prescription eyewear
affordable and accessible to everyone. Based in the San Francisco Bay Area, Zenni offers men, women,
and children the freedom to express their personal style and individuality through high-quality
prescription and protective eyewear curated with a sense for fashion and incredible selection. With
over 33 million frames sold worldwide, a pair of Zennis is owned in every country across the globe.
Zenni is proud to be the Official Eyewear of the San Francisco 49ers, Boston Red Sox and Chicago Bulls.
For more information, visit www.zenni.com or connect on Facebook, Twitter, Instagram or Pinterest.