INVESTOR PRESENTATION DEC 2019 - WOW: TSX-V WOWMF: OTCQX
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Forward-looking statements Confidentiality, Cautionary Advice and Forward-Looking Statements Certain statements contained in this presentation constitute "forward-looking information" and "forward-looking statements" (together, "forward-looking statements") within the meaning of applicable Canadian securities laws and are based on assumptions, expectations, estimates and projections as of the date of this presentation. Forward-looking statements include statements with respect to (i) Wow Unlimited Media Inc.’s (“WOW!” or the “Company”) proposed operations and growth initiatives for 2019, including the release of anticipated new content and strong growth in both of its operating segments, growth opportunities within the animation production industry; key releases and the continuation of its long-standing partnership with Mattel; achieving WOW!’s Frederator Network’s objectives of discovering new independent contractors, building its programming initiatives within gaming and refining its offerings in the United States and Canada, respectively, (ii) WOW!’s 2019 financial outlook, including expectations regarding revenues and EBITDA, and (iii) the market in which WOW! operates and the demand for animation and children’s entertainment content. The words "may", "would", "could", "will", "intend", "plan", "anticipate", "believe", "estimate", "expect", "projected", "forecasts", "guidance", "outlook", "potential", "prospects", "seek", "aim", "strategy" and "targets" or variations of such words or negative versions thereof and other similar expressions, identify forward-looking statements. Forward-looking statements are based upon management's perceptions of historical trends, current conditions and expected future developments, as well as a number of specific factors and assumptions that, while considered reasonable by the Company as of the date of such statements, are, in many cases, outside of the Company’s control and are inherently subject to significant business, economic and competitive uncertainties and contingencies which could result in the forward-looking statements ultimately being entirely or partially incorrect or untrue. By their very nature, forward-looking statements involve inherent risks and uncertainties, both general and specific, and a number of factors could cause actual events or results to differ materially from the results discussed in the forward- looking statements. In evaluating these statements, a reader should specifically consider various factors, including the risks outlined herein under the heading "Risk Factors" in the Company’s annual information form for its fiscal year ended December 31, 2018 and those contained in the Company’s management’s discussion and analysis for the fiscal year ended December 31, 2018, which are available on SEDAR at www.sedar.com, which may cause actual results to differ materially from any forward-looking statements. The forward-looking statements contained herein reflect management's current expectations and beliefs and are based upon certain assumptions that management believes to be reasonable based on the information currently available to management. Such assumptions include, but are not limited to, assumptions regarding: (a) the demand for the Company's products and services and fluctuations in future revenues; (b) sufficiency of current working capital to support future operating and working capital requirements; (c) currency exchange rates and interest rates; (d) equity and debt markets continuing to provide the Company with access to capital; (e) general economic trends and conditions; (f) the expected actions of third parties; (g) the Company's future growth prospects and business opportunities; (h) the Company’s ability to anticipate and adapt to changes in technology and product consumption patterns; (i) the Company’s ability to secure ongoing work-for-service contracts; (j) the Company’s ability to attract qualified personnel; and (k) a stable industry regulatory environment. By their nature, forward-looking statements are subject to inherent risks and uncertainties that may be general or specific and which give rise to the possibility that expectations, forecasts, predictions, projections or conclusions will not prove to be accurate, that assumptions may not be correct and that objectives, strategic goals and priorities will not be achieved. Should one or more of the risks or uncertainties identified herein materialize, or should the assumptions underlying the forward-looking statements prove to be incorrect, then actual results may vary materially from those described herein. This presentation contains future-oriented financial information and financial outlook information (collectively, “FOFI”) about WOW!’s prospective revenues and EBITDA, all of which are subject to the same assumptions, risk factors, limitations, and qualifications as set forth in the above paragraphs. FOFI contained in this document was made as of the date of this document and was provided for the purpose of providing further information about WOW!’s future business operations. Readers are cautioned that the FOFI contained in this document should not be used for purposes other than for which it is disclosed herein. Readers are cautioned not to place undue reliance on forward-looking statements, including FOFI. Except as required by applicable laws, the Company does not intend, and does not assume any obligation, to update the forward-looking statements, including FOFI, contained herein. WOW!’s financial disclosure includes non-International Financial Reporting Standards ("IFRS") financial measures such as "Adjusted EBITDA“ and "EBITDA" as supplemental indicators of WOW!’s financial and operating performance. WOW! believes these supplemental financial measures reflect WOW!’s on-going business in a manner that allows for meaningful period-to-period comparisons and analyses of trends in its business. Accordingly, WOW! believes that such financial measures may also be useful to prospective investors in enhancing their understanding of WOW!’s operating performance. These non-IFRS measures are not recognized under IFRS and do not have standardized meanings prescribed by IFRS. Therefore, it is unlikely that these measures will be comparable to similarly titled measures reported by other issuers. Non-IFRS financial measures should be considered in the context of WOW’s IFRS results. WOW! cautions readers to consider these non-IFRS financial measures in addition to, and not as an alternative for, measures calculated in accordance with IFRS. WOW! defines Adjusted EBITDA as earnings before interest, taxes, depreciation and amortization (excluding amortization of investments in film and television properties), adjusted for certain items. Adjusted EBITDA is presented on a basis consistent with WOW!’s internal management reports. WOW! discloses Adjusted EBITDA to capture the profitability of its business before the impact of items not considered in management's evaluation of operating performance. The financial statements of WOW! are prepared in accordance with IFRS and are reported in Canadian dollars. All currency amounts in this presentation are expressed in and all references in this presentation to "$" to Canadian dollars, unless otherwise indicated. This presentation does not constitute an offer to sell or a solicitation of an offer to buy nor shall there be any sale of any of the securities in any jurisdiction in which such offer, solicitation or sale would be unlawful, including any of the securities in the United States of America. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended (the “1933 Act”) or any state securities laws and may not be offered or sold within the United States or to, or for account or benefit of, U.S. Persons (as defined in Regulation S under the 1933 Act) unless registered under the 1933 Act and applicable state securities laws, or an exemption from such registration requirements is available. WOW: TSXV WOWMF: OTCQX
OBJECTIVE BUILDING A GLOBAL, ANIMATION FOCUSED ENTERTAINMENT COMPANY BUSINESS MODEL CONTENT MEDIA ANIMATION ORIGINAL OTHER YOUTUBE PLATFORMS SERVICES ANIMATION IP Cover overheads Build hits, profits, Discover talent/IP Build WOW! brands & generate profits long term value & build audiences globally WOW: TSXV WOWMF: OTCQX
INVESTMENT HIGHLIGHTS Robust demand for animation from global players Significant growth within first 3 years; on path to profitability Growing sales backlog Top-end clients, partners, shareholders Management with proven global track record
“… Castlevania Just Became ANIMATION IP the Best Videogame Adaptation of All Time” POPULAR Source: Paste Magazine (November 8, 2018) TITLES Daytime Emmy nominations for: Outstanding Performer Outstanding Sound Mixing Canadian Screen Awards nominations for: Best Children’s or Youth Fiction Program Best Visual Effects CATBUG OUR NEWEST PROPERTY: YouTube: 25mm views, 400,000 likes TikTok: 135 mn views Giphy: 200mm loops “How Frederator’s Bee and PuppyCat Became One of YouTube’s Most Anticipated Shows” – Wall Street Winner: Shorty Award for Best Web Series Journal Streamy Awards: Nominated for Best Animated Series
WOW!’S CHANNEL FREDERATOR NETWORK: EXPERTS IN DISCOVERING TALENT AND BUILDING AUDIENCES MEDIA NETWORK BUILD AUDIENCES FOR DISCOVER OWN SHOWS ON TALENT, IP, YOUTUBE AUDIENCE TASTES ON YOUTUBE 3,000+ CHANNELS PRODUCE SHORTS & SERIES AT WOW!’S CAPTIVE STUDIOS WOW: TSXV WOWMF: OTCQX
CARTOON GET IN THE ROBOT ATOMO NETWORK HANGOVER FREDERATOR CINEMATICA LEADERBOARD CHANNELS ON CHANNEL THE WOW! PRE- WOW! SCHOOL PLAYDATE WORLD OWNED & OPERATED BRANDS CHANNELS ON MEDIA
INTEGRATED ECOSYSTEM 1 CHANNEL Discover talent DISCOVERY FREDERATOR Discover IP NETWORK Market shows 2 HISTORICAL PARTNERS Low cost DEVELOPMENT through partnerships, crowd-funding SHORTS 3 In-house PRODUCTION Production 4 PARTNER PLATFORMS DISTRIBUTION / MONETIZATION OWNED & OPERATED CHANNELS WOW: TSXV WOWMF: OTCQX
FINANCIAL PERFORMANCE $64.7 M REVENUE ($M) 2019 EBITDA ($M) Booked production backlog guidance: as of Sep 30, 2019 $90mn 100 BACKLOG ($M) 8 80 75 $79 6 $69.2 $71.9 $64.7 4 2019 60 $54.4 50 2 guidance: $69 $0.55 mm $45 0 40 25 -2 $18 -4 $1.9 ($2.4) ($2.8) ($2.4) 20 0 -6 FY'16 FY'17 FY'18 Q1-Q3 2019 FY’16 FY’17 FY’18 Q1-Q3 -8 2019 0 DEC MAR JUN SEP '18 '19 '19 '19 BUSINESS SEGMENTS & REVENUE MODEL (2017 VS. 2018) Revenue % of Total Revenue % of Total Operating Segment Type of Revenue ’17 Revenue ’18 Revenue EBITDA ‘18 Animation Production • Work-for-hire $32.0M 71.6% $33.7M 42.9% $3.68M • Licensing Media Networks & • YouTube Advertising $12.7M 28.4% $44.9M 57.1% ($3.19)M Platforms • Other *All financial disclosures available on www.sedar.com; All figures in C$ 9 Please refer to forward-looking statement disclosures on Slide 2
EXPERIENCED TEAM Fred Seibert, Chief Creative Michael Hirsh, CEO & Chair Officer & CEO- Frederator • One of the founders of the Canadian animation • First Creative Director of MTV, last President of industry Hanna-Barbera, founder of Next New Networks • Founded Nelvana in 1971 - sold to Corus for (acquired by YouTube) ~$550mm in 2000 • Producer for all-time hits on Nickelodeon and • Co-founder of Teletoon Cartoon Networks • Founded Cookie Jar Ent. in 2004 - sold to DHX • Founder and CEO of Frederator Networks Media for ~$111mm in 2012 • Early investor and board member of Tumblr (acquired by Yahoo) Neil Chakravarti, President & COO John Vandervelde, EVP & CFO Bob Ezrin, Vice Chairman • Tech, media, and telecom investment banking for JP • Media and entertainment advisory – KPMG • Producer – Pink Floyd’s The Wall and Morgan • VP Production & Finance, Nelvana multiple evergreen albums • Head of English Channels and Global Head of • SVP, Business Development & Co-production, • Co-founder and CEO of 7th level Strategy and Biz Dev for Zee Entertainment Cookie Jar (interactive animation / entertainment • Co-founder of Corporate Storytellers and Initium.tv company) and Enigma Digital (internet broadcasting company) WOW: TSXV WOWMF: OTCQX
CAP STRUCTURE & ASSETS Capital structure and ownership CAPITALIZATION(C$M) FUND RAISES Share Price • Dec 2016 - WOW! Unlimited Media formed through a $0.45 merger of Rainmaker (now Mainframe), Frederator and (Dec 5, 2019) Ezrin Hirsh Inc.; Rainmaker changes name to WOW! Shares Outstanding (MM) 32.0 Market Capitalization 14.4 • Dec 2016 - $11M raised in common shares at $1.80 Add: Debt * 5.5 • Dec 2017 - $4.3M raised in 8%, 3-year convertible Add: Lease adjustment for IFRS16 * 13.3 debentures, convertible at $2.00 Less: Cash* 5.8 Enterprise Value 27.4 • Jun 2018 - $2.4M raised in common shares at $1.50 * As of 9/30/19 • Mar 2019 - ~$2.0M raised in common shares at $1.10 OWNERSHIP (est.) ASSET OVERVIEW Retail 14% Studios Insiders Bell 34% Canada 12% Media brands Get in the Robot Institutional • 4 full length series 40% Library • 15-20 series in development • Over 1,500 short-form videos WOW: TSXV WOWMF: OTCQX 11
Thank you Investor queries: WOW: TSXV WOWMF: OTCQX ir@wowunlimited.co
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