Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams

 
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Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
Introducing FanMint
The Next Generation of Fan Engagement
for Artists, Entertainers, Athletes & Teams

First Regulatory-Compliant Securities Issuance & Marketplace
Utilizing Blockchain & Decentralized Finance Infrastructure

                              © 2021 FAN Engagement, Incorporated • Confidential & Proprietary
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
Disclaimer
This confidential presentation (this “Presentation”) contains selected information about Tritaurian Capital, Incorporated and its affiliated entities (collectively, “Tritaurian”). This Presentation is intended for authorized recipients
only and includes confidential, proprietary and trade secret information regarding Tritaurian and must be held strictly confidential. By accepting this presentation, each recipient agrees that (i) it will keep confidential all
information contained, and (ii) that it will not use any information contained herein for any purpose other than in discussions with, or in furtherance of a business relationship with, Tritaurian. Statements contained in this
Presentation are based on current expectations, estimates, projections, opinions, and beliefs of Tritaurian as of the date of the Presentation unless stated otherwise, and Tritaurian has no obligations to update any information
contained herein. Such statements involve known and unknown risks and uncertainties, and are delivered “AS IS.” Tritaurian does not make any representation or warranty, express or implied, as to the accuracy or completeness
of the information contained herein and nothing contained herein should be relied upon as a promise or representation as to past or future performance of Tritaurian or be construed as creating any obligation of Tritaurian
without an explicit written agreement duly executed by Tritaurian.

Several of the products and services described herein require Tritaurian to obtain various regulatory licenses. Some of these have not been obtained yet, but Tritaurian intends to obtain such licenses. Moreover, the products and
services described may not be eligible for users in some states or countries or suitable for all types of users. Prospective users should inform themselves as to the legal and compliance requirements and tax consequences and
risks within the countries of their citizenship, residence, domicile and place of business.

Akemona, Inc. (“Akemona”), a Delaware corporation, is a funding portal registered with the United States Securities and Exchange Commission (SEC) and a member of FINRA (https://www.finra.org/about/firms-we-
regulate/funding-portals-we-regulate) under SEC Regulation Crowdfunding. Akemona is not a broker-dealer and it does not provide investment advice of any kind to investors. Akemona Technologies, LLC (“Akemona Tech”), a
Delaware limited liability company, is an affiliate of Akemona, Inc. Akemona Tech designs, develops and operates the underlying technologies that power the platform for issuance of securities by influencers, including artists,
entertainers, athletes, and teams. Akemona Tech is not a registered broker-dealer, investment advisor, or funding portal. Akemona Tech does not effect the offer nor the sale of securities, nor does it provide investment advice.
Neither Akemona, nor Akemona Tech, nor any of its officers, directors, agents, and employees make any recommendation or endorsement whatsoever regarding the FanMint Token (“FMT”) securities. This communication is for
information purposes only and should not be regarded as a recommendation of, or as an offer to sell, or as a solicitation of an offer to buy any financial product.

Certain information contained herein constitutes “forward-looking statements,” which can be identified by future dates or the use of terms such as “may,” “will,” “should,” “could,” “would,” “potential,” “continue,” “expects,”
“anticipates,” “projects,” “future,” “targets,” “intends,” “plans,” “believes,” (or the negatives thereof) or other variations thereon or comparable terminology. Forward-looking statements are subject to a number of risks and
uncertainties, some of which are beyond the control of Tritaurian. Actual results, dates, performance, prospects or opportunities could differ materially from those expressed in or implied by the forward-looking statements. The
forward-looking events discussed in this Presentation may not occur. Tritaurian undertakes no obligation to update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

The information contained herein is not intended to be relied upon as the basis of an investment decision, and is not, and should not be assumed to be complete. Certain uses of third-party company names and logos are for
illustrative purposes only and do not imply partnership, affiliation, or endorsement. All such intellectual property belongs solely to their owners and not to Tritaurian. None of the information contained herein has been filed with
the U.S. Securities and Exchange Commission, any securities administrator under any securities laws of any U.S. or non-U.S. jurisdiction or any other U.S. or non-U.S. governmental or self-regulatory authority. No such
governmental or self-regulatory authority will pass on the merits of Tritaurian or the adequacy of the information contained herein. Any representation to the contrary is unlawful. By accepting this presentation, each recipient
agrees to be bound by the foregoing terms.

This presentation does not constitute an offer to sell, a solicitation of an offer to buy, or a recommendation of any security or any other product or service by Tritaurian Capital Inc. or any other third-party regardless of whether
such security, product or service is referenced in this brochure. Furthermore, nothing in this Presentation is intended to provide tax, legal, or investment advice and nothing in this Presentation should be construed as a
recommendation to buy, sell, or hold any investment or security or to engage in any investment strategy or transaction. Tritaurian Capital Inc. does not represent that the securities, products, or services discussed in this
Presentation are suitable for any particular investor. You are solely responsible for determining whether any investment, investment strategy, security, or related transaction is appropriate for you based on your personal
investment objectives, financial circumstances, and risk tolerance. You should consult your business advisor, attorney, or tax and accounting advisor regarding your specific business, legal, or tax situation.

                                                                                      © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                                                                                        2
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
Overview
FanMint™ is developing a new financial asset class                                                          Token Issuance Options
by bringing Influencers and Fans closer together.
                                                                                                              Debt Tokens
We are pioneering a new way for sports organizations and                                                      Issuers raise capital from Investors,
athletes, studios and entertainers, and other “Influencers”                                                   then pay the Investors predictable
to share their success with their most important                                                              interest over time and return the
stakeholders – their Fans.                                                                                    principal amount at maturity.

Our novel platform allows Influencers as Issuers to raise                                                     Equity Tokens
capital through the offer of digital securities, which can be
                                                                                                              Issuers raise capital from Investors,
bought and sold by Fans as Investors.
                                                                                                              then pay the Investors variable
These debt or equity securities will be issued as unique                                                      dividends over time. Investors may
                                                                                                              see their tokens appreciate in value.
Branded Influencer Tokens™ (BITs) or Team Loyalty Tokens™
(TLTs). BITs and TLTs can be tied to the Influencer’s income,
                                                                                                              Fan Engagement Tokens
revenue, or royalty streams.
                                                                                                              Issuers raise capital from Investors.
Additionally, Influencers may offer “experiential” benefits to                                                The Investors then receive financial
BIT / TLT holders such as exclusive merchandise, meet-and-                                                    or experiential benefits from holding
greets, preferential seating, and other unique perks.                                                         the tokens, which may be securities.

                                         © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                                             3
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
The FanMint Advantage
● For the first time, fans can directly participate in, and
  benefit from, their interests in a regulatory-compliant
  manner with U.S. securities regulations through the
  issuance of blockchain-based tokenized securities.
                                                                                                              Invest $
● Tritaurian Capital is the first approved – and perhaps only                                        Fans                Influencers
  – broker-dealer authorized to perform private placements
  of digital securities, including the use of distributed
  ledger (blockchain) technology in the United States.
● Through our partner network, we have teamed with
  Akemona, the first approved crowdfunding portal
  authorized to perform Regulation CF raises on the
                                                                                                             Security Tokens
  Ethereum blockchain.
● Our team helped design, structure, manage, and launch
  the world’s first blockchain-based “Professional Athlete                                                   Receive $$$
  Investment Token” with Spencer Dinwiddie of the
  Brooklyn Nets.

                                          © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                             4
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
Structure
Partner MSAs                             FAN Engagement Inc., d/b/a FanMint

                                   FanMint Platform – Issuance & Marketplace

               Branded Influencer                                 Team Loyalty               The FanMint
                    Tokens                                           Tokens                     Token
                                                                  FAN Platform
                    Non-fungible,                             Non-fungible,                Fungible platform
                tokenized securities                       tokenized securities          token serving multiple
               that Influencers issue                    that Teams & Leagues             functions, including
                  through FanMint                        issue through FanMint               profit sharing

                      © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                            5
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
The FanMint Platform
 We are building a Non-custodial & Decentralized Marketplace.

   SEC Compliance         Settlement & Validation                              Positive Control                 Offerings
Our non-custodial model   Our platform will be used                     Security tokens will be         Compliant, tokenized
is compliant with the     to both:                                      issued with “positive           offerings will be done
SEC’s Sept. 25, 2020      •   settle digital                            control,” providing safety      through:
response to FINRA with        securities; and                           to investors while also         •   Reg D
regard to settlement of                                                 maintaining compliance
digital asset security    •   validate trades and                       with regulations, through       •   Reg S
trades.                       settlement of the                         key functions:                  •   Reg A+
                              marketplace itself;
                                                                        •     Freeze                    •   Reg CF
                          in a fully transparent                        •     Burn
                          ecosystem.                                                                    using digital securities.
                                                                        •     Reissue
                                     © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                               6
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
Market Opportunity                                                                              INFLUENCERS

                                                                                               The Influencer market on Instagram alone
                                                                                               is worth an estimated $2.3B in 2020.[A]

                                                                                               This is in addition to other social media
                                                                                               platforms and the underlying value of
                                                                                               athlete, team, and recording artist
                                                                                               contracts that can be securitized and
 CROWDFUNDING
                                                                                               made liquid on FanMint.
Domestic crowdfunding
offerings raised an
aggregate of $17.2B in
2017.[B]                                                                                                          BLOCKCHAIN

This number is expected                                                                                          $4.9B was raised through
to rise substantially                                                                                            initial coin offerings in
following the SEC’s raise                                                                                        2017[D], though many
of the Reg. CF offering                                                                                          were deemed improperly
limits to $5M in March                                                                                           structured securities
2021, in addition to                                                                                             offerings.
other offering limits
being increased.[C]                                                                                              FanMint has the licenses
                                                                                                                 to perform compliant
                                                                                                                 launches, from Day 1.

                            © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                                                 7
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
FanMint’s “FMT” Tokens
FanMint will be issuing its own native FanMint Token (“FMT”) in H2 2021. FMT will be a native currency
on the FanMint platform that will help effectuate transactions and grant additional benefits to holders.
FMT features include:
 • Native Asset – participants can buy, trade, and sell FMT on the FanMint platform, and use the FMT
   to participate in other deals or purchase other digital assets (i.e., Trading Pair)
 • Dividends – holding FanMint Tokens entitles the investor to a pro rata share of dividend payments
   from FanMint, based on the transaction fees collected by FanMint
 • Voting – holders can participate in ANY Influencer vote on the platform, giving fans a voice in
   Influencer decisions
 • Influencer Issuance Discounts – holders can participate in influencer issuances by purchasing
   Branded Influencer Tokens or Team Loyalty Tokens with FMT, and receiving them at a discount
 • Experiential Discounts – holders receive a pro rata discount on influencer merchandise or
   experiences

                                    © 2021 FAN Engagement, Incorporated • Confidential & Proprietary       8
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
BITs & TLTs
Origin: Issued by SPVs created and owned by Influencers, specifically for BIT / TLT issuances
Classification: Equity or Debt securities issued under Reg. D, S, A+, or CF
Blockchain: Ethereum, Tezos, and more
Features:
 • New Asset Class Exposure – allows investors to tap into the value of Influencer’s personal brands,
   including endorsements, performance, etc.
 • Asymmetric Returns – Influencers may choose to pay dividends, special premia, or share profits
   with investors
 • Experiential Returns – token holders may receive unique benefits including meet-and-greets,
   exclusive merchandise, special seating, and more
 • Voting – BIT holders can participate in votes conducted by the specific Influencers whose Tokens
   they hold, at a multiple of FMT holders

                                     © 2021 FAN Engagement, Incorporated • Confidential & Proprietary   9
Introducing FanMint The Next Generation of Fan Engagement for Artists, Entertainers, Athletes & Teams
Example Offering – “FM United”
Issuer: FanMint United Club
Classification: 10% Equity in holding company
Blockchain: Ethereum

         INVESTORS                                         ISSUER                                           USE OF PROCEEDS
  Multiple ways to purchase:                                                                          • Every issuer has its own branded
                                                                                                        security and ticker symbol.
• Bitcoin                                                                                             • Once the security is issued, the
• Ethereum                                                                                              proceeds can be converted to USD
                                                                                                        and go to the issuer.
• ACH / Wire
                                                                                                      • Those proceeds can be used for
• Credit Card                                                                                           capital-intensive projects, like
                                                                                                        stadium construction or athlete
• FanMint Tokens                                                                                        contracts.
                                                                                                      • The security can become tradeable
                                                BIT Ticker: FMUC                                        on multiple security exchanges,
                                                                                                        including FanMint’s platform for
                                                                                                        secondary trading.
                                   © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                                         10
Benefits to Issuers
FanMint provides significant optionality and benefits to Issuers (i.e.,
Influencers) by:

• Creating a unique, branded token for each Influencer

• Providing equity (royalty streams) and debt (lending) offerings

• Unlocking liquidity on long term contracts

• Financing teams and capital-intensive projects (buildings, startups)
                                                                                                        The FanMint Token will allow participation in a
• Connecting with Fans so they can share in, and economically                                           multifaceted marketplace and create a “virtuous
  benefit from, each Issuer’s success                                                                   circle” of success.

With a vested interest in an Influencer’s career, Fans are granted the                                  Influencers will be able build new businesses
opportunity to engage with their idols in an entirely new way —                                         with up-front capital provided by Fan-Investors,
                                                                                                        and those Fan-Investors will therefore receive
investing in upside, receiving dividends, and trading with other fans.                                  exposure to upside generated by the
                                                                                                        Influencer’s business endeavors.
                                     © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                                                      11
Compliant Security Tokens
• The initial FanMint Tokens will be ERC-20 tokens on Ethereum,
  with added features allowing positive control.

• Subsequent offerings will utilize a variety of blockchains that have
  defined standards allowing the issuance of compliant securities,
  including Tezos, Ripple, and Polkadot.

• Our non-custodial model is compliant with the SEC’s Sept. 25,
  2020 response to FINRA, and securities lending-compliant under
  Regulation M.
Our team has performed significant research to date on the legal and
technical considerations for this innovative structure, and has a track record
of success in this domain.

Most recently, we launched Spencer Dinwiddie’s security token offering on
the Ethereum blockchain, using Regulation D. We partnered with custody,
escrow, and transfer agents to bring Fan-Investors through the subscription
process, which also included deal diligence through robust KYC / AML and
accreditation checks.
                                        © 2021 FAN Engagement, Incorporated • Confidential & Proprietary   12
Decentralized Finance
   Non-custodial, Decentralized Verification

Transactions will be written to and validated on
 the Parity Substrate of the Polkadot Network

• The FanMint ecosystem will support
  Decentralized Finance (DeFi) infrastructure, as
  permitted by regulations.

• Every transaction on FanMint can be batched
  and written to a Polkadot Parachain to provide
  full auditability and transparency.

• This can also provide transparency into the
  performance attributed to the FanMint Token,
  as well as individual Issuers’ tokens.

• Additional cross-chain interoperability is
  planned for future implementation.
                                    © 2021 FAN Engagement, Incorporated • Confidential & Proprietary   13
FMT Distribution & Utilization
        Platform & Ecosystem                                                                                                                 Use of Proceeds
                                                                            Reg D, S, CF
                                                                         Pre-Issued Tokens:
                 Grants
                  10%
                            Platform Partners                              1,000,000,000                                                     Net Capital
                                   11%                                                                                                          10%

                                                                                 Soft Cap:
 Treasury
   15%                                     Team & Advisors
                                                                                $1.5 Million
                                                                                                                                R&D                              Operations
                                                14%
                                                                                                                                20%                                40%
                                                                              Private Sale
                                                                             Vesting Period:
                                                                               6 months
Issuer Reserve
     20%                             Public Sale (Reg. CF)                 Team & Advisors                                      Regulatory
                                                                                                                                  10%
                                             20%                            Vesting Period:
                      Private Sale
                        (Reg. D)
                                                                              12 months                                                              Marketing
                                                                                                                                                       20%
                          10%

                                                             © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                                                 14
Competitive Landscape

FanMint will have the only fan

                                                            Social Engagement
engagement token and P2P
marketplace that is fully
compliant and is already
licensed to issue digital
securities in the United States

                                                                                  Compliant Digital Securities

                           © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                      15
Comparable Platforms
                                                                                                                           Horizon Global                                       Chiliz &
                                                   StartEngine              SeedInvest                Republic                                         SportBLX                                          FanMint
                                                                                                                           Fan Exchange                                       Socios.com

Domicile                                             United States           United States            United States              Bermuda               United States               Malta                 United States

Offering Exemptions
 Tokenized Reg. D                                                                                                                                                                                             X

 Tokenized Reg. CF                                                                                                                                                                                            X

 Tokenized Reg. A / A+                                                                                                                                                                                        X

 Tokenized Reg. S                                                                                                                                                                                             X

 Traditional Private Placement                            X                        X                        X                                                                                                 X

 Traditional Reg. CF                                      X                        X                        X                        X                       X                                                X

Regulatory Approval for Crowdfunding Portal              X [1]                    X [1]                    X [1]                                                                                             X [1]

Broker-Dealer Licensure (In-House)                        X                        X                        X                                                                                                 X

“Influencer” Focus                                                                                                                   X                       X                       X                        X

 Number of Launches                                                                                                                  0                       1                       16                       1

Tokenized Digital Asset Issuance (Non-Security)                                                             X                                                                        X                        X

Multiple Blockchains Supported                                                                              X                                                                                                 X

Secondary Trading (Alternative Trading System)            X                        X                                          X (via BANQ®)                                          X                        X

Payment Processor Integration                             X                        X                        X                                                X                       X                        X

 Cryptocurrency Deposits                                  X                                                                                                                          X                        X

                                                  $18.85M via Reg A+       Acquired by Circle      $16M via Reg D/A+      $5M via Reg D 506(c)/ S $2.34M via Reg D 506(b) $65M via Priv. Placement   $5M via Reg. D 506(c)
Most Recent Raise
                                                  Closed October 2020      Closed May 2019          Closed July 2020             Ongoing             Closed April 2019       Closed June 2018              Ongoing
@ Valuation                                           @ $221M [2]        @ Undisclosed Amount          as Note [3]              @ $50M [4]        @ Unknown Valuation [5] @ Unknown Valuation [6]          @ $50M

                                                                        © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                                                                                     16
Additional Revenue Opportunities

Tokenized Collectibles    Merchandise Stores &                                              Fan Engagement Sites
(Non-Fungible Tokens)          Auctions

             “Real” Fantasy Sports                             Games & Partnerships

                         © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                          17
Team & Advisors

             William Heyn            Simon Grunfeld                                 Ravi Srivastava                 Brady Matthews

 Ben Smith              James Preissler                     Ken Norensberg                               Anthony Apollo          Frank Apollo

                                          © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                                      18
About Tritaurian Capital, Incorporated
William B. Heyn                                                  Revolutionizing the financial
                  Bill is the founder and Chief                  industry through blockchain
                  Executive Officer of Tritaurian.
                  A nearly thirty-year financial                          technology
                  industry veteran, he founded
                  Tritaurian to provide high
                  quality investment banking                    We at Tritaurian firmly believe that
                  services to clients of all sizes.             distributed ledger technology,
                                                                otherwise known as blockchain
                                                                technology, represents the future of
                                                                the securities and financial world,
                                                                providing safe, secure and fair
James R. Preissler
                                                                transactions for all investors.
                  Jim is a Managing Partner of
                  Tritaurian and a member of its                The Tritaurian team's knowledge and experience in both
                  board of directors. Jim has                   traditional investment banking and blockchain allow them to
                  over 20 years of international
                  business and investment                       provide advice and services to a wide range of established
                  banking experience as an                      and growth-oriented businesses with a focus on Digital
                  expert in how technology
                  intersects with compliance and                Securities, Blockchain, tokenization and other transformative
                  regulations such as blockchain                technologies through equity or debt, M&A, tokenized
                  technology, finance and
                  privacy.                                      offerings, reverse mergers or other listing mechanisms.
                                                © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                19
About Akemona, Incorporated
                                                                                     Akemona, a pioneer in digital
                                                                                        securities, is focused
       Ravi Srivastava
Angel investor and former CIO
                                              Marina Mataraga
                                          Leader in retail banking data
                                                                                            on one goal:
  of Travelers Insurance with              warehousing in the US and
deep experience in finance and
         technology.
                                         Europe at Bank of America and
                                                      UBS.
                                                                                  To revolutionize capital markets
                                                                                    through the introduction of
                                                                                         digital securities.

                                                                                Akemona, the first smart-contracts based digital funding portal
     Aravindan Raman                          Brady Matthews                    approved by the SEC and FINRA, allows businesses to issue digital
 Responsible for development             Recognized as one of the top
and growth of new markets and              100 blockchain and smart             securities, giving businesses the flexibility to raise funds from
businesses. Previously served in         contract technologists in the          accredited, non-accredited, and institutional investors worldwide
  the same capacity as Vice                  US. Former Principal
  President at HP Enterprise              Technology Architect in the           under Regulation CF.
           Services.                      Advanced Technology and
                                             Architecture Group at
                                                  Accenture.                    Unlike traditional funding portals, Akemona is fully automated on
                                   Jake Sparks
                                                                                blockchain, ready to disrupt our competition and capitalize on the
                                   Innovative thought leader in                 rising demand expected from upcoming regulatory changes.
                                   digital marketing with experience
                                   in banking and finance.
                                                                  © 2021 FAN Engagement, Incorporated • Confidential & Proprietary                   20
Introducing FanMint
Thank you for your interest.
fanmint.io

For more information, please contact us at info@tritauriancapital.com.
Homepage • FINRA • SIPC
                               © 2021 FAN Engagement, Incorporated • Confidential & Proprietary
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