TSXV:SCAN OTCQB:LDDFF - Frankfurt:LD2 - Q3 / 2021 - Liberty Defense
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FORWARD LOOKING STATEMENTS │DISCLAIMER This corporate presentation and the information contained herein (the “Presentation”) is proprietary and for authorized use only. It is being provided for the use of prospective investors with the express understanding that, without the prior permission in writing from Liberty Defense Holdings, Ltd. (“Liberty” or the “Company”), the investor will not copy this Presentation or any portion of it or use any information contained herein for any purpose other than evaluating a potential investment in securities of Liberty. This Presentation provides general background information about the activities of the Company. Information disclosed in this Presentation is current as of April 19, 2021, except as otherwise provided herein, the Company does not undertake or agree to update this Presentation after the date hereof. All information is derived solely from management of the Company and otherwise publicly available third-party information that has not been independently verified by the Company. Further, it does not purport to be complete nor is it intended to be relied upon as advice (legal, financial, tax or otherwise) to current or potential investors. Each prospective investor should contact his, her or its own legal adviser, independent financial adviser or tax adviser for legal, financial or tax advice. No person has been authorized to give any information or make any representations other than those contained in this Presentation and, if given and/or made, such information or representations must not be relied upon as having been so authorized. This Presentation contains “forward-looking information” within the meaning of applicable Canadian securities laws. This information and these statements, referred to herein as “forward looking statements”, are made as of the date of this Presentation or as of the date of the effective date of information described in this Presentation, as applicable. Forward-looking statements relate to future events or future performance and reflect current estimates, predictions, expectations or beliefs regarding future events and include, without limitation, statements with respect to: (i) expectations as to future operations of the Company; (ii) the Company’s anticipated financial performance and ability to generate revenue; (iii) the Company’s ability to complete Beta Testing and the timing of the commencement of commercialization; (iv) the Company’s ability to move swiftly from the Beta to Low Rate Production and then to Full Rate Manufacturing; (v) future development and growth prospects; (vi) expected operating costs, general and administrative costs, costs of services and other costs and expenses; (vii) ability to meet current and future obligations; (viii) treatment under governmental regulatory regimes; (ix) ability to obtain financing on acceptable terms or at all; and (x) the Company’s expectations as to the effect of the COVID-19 pandemic on its business and operations. Generally, forward-looking information can be identified by the use of forward-looking terminology such as "plans", "expects", or "does not expect", "is expected", "budget", "scheduled", "estimates", “projects”, “targets”, "forecasts", "intends", "anticipates", or "does not anticipate", or "believes" or variations (including negative and grammatical variations) of such words and phrases or state that certain actions, events or results “likely”, "may", "could", "would", "might", or "will be taken", "occur", or "be achieved". Forward-looking information is based on the opinions and estimates of management at the date the information is made, and is based on a number of assumptions and is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward looking information, including without limitation: (i) failure of the Company to operate and grow its business effectively; (ii) the availability of financial resources to fund the Company’s expenditures; (iii) impact of competition and the competitive response to the Company’s business strategy, including the competitive response from existing technology firms and potential new market entrants which may compete with the Company; (iv) protection of intellectual property; (v) third party performance of obligations under contractual arrangements; (vi) prevailing regulatory, tax and other applicable laws and regulations; (vii) network security risks and theft and risk of products offered by the Company; (viii) the effects of product development and the need for continued technology change; (ix) stock market volatility and market valuations; (x) uncertainty in global financial markets; and (xi) COVID-19 and its potential effects on the Company’s third-party suppliers, service providers and distributors. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such information. Accordingly, readers should not place undue reliance on forward-looking information contained in this Presentation or in certain of the other documents on file with Canadian securities regulatory authorities, which are available on the Company’s SEDAR profile at www.sedar.com. The Company and its directors, officers and employees each disclaim any obligation to update any forward-looking statements, whether as a result of new information, future events or results or otherwise, except as required by applicable law. Accordingly, current and potential investors should not place undue reliance on forward-looking statements due to the inherent uncertainty therein. All forward-looking information is expressly qualified in its entirety by this cautionary statement. An investor should read this Presentation with the understanding that the Company’s actual future results may be materially different from what is expected. This Presentation does not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of the securities of the Company in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. The securities of the Company have not been and will not be registered under the United States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any state securities laws and may not be offered or sold within the United States, unless an exemption from such registration is available, information concerning the assets and operations of the Company included in this Presentation has been prepared in accordance with Canadian standards and is not comparable in all respects to similar information for United States companies. No securities regulatory authority has expressed an opinion about these securities and it is an offense to claim otherwise. 2
Protecting communities and preserving peace of mind through next generation security detection solutions NEED SOLUTIONS TEAM § In 2020, there were 39 million Disruptive technology under exclusive § Led by a seasoned leadership gun background checks1 in license providing touchless security team in security, product the US and mass shootings detection. Developing flagship HEXWAVE™ development, management, and increased over 40% from the product. Newly licensed (March 2021) body corporate finance previous year2 scanner and shoe scanner technology for airport security checkpoints. Awarded grant § Supported by Board of Directors and § Expected market for weapons US$5B from BIRD Foundation and DHS for tech advisors who provide unparalleled CAGR 7.2%* advancement. market access detection3 1 3 https://www.fbi.gov/file-repository/nics_firearm_checks_-_month_year.pdf/view | 2 https://www.gunviolencearchive.org/reports/ past-tolls | 3 Explosives & Weapons Detection Systems Market, Technologies & Industry Volume 1, Homeland Security Research Corp. | *Compound annual growth rate (CAGR)
LIBERTY DEFENSE AT A GLANCE Positioned to bring new contactless security to the urban security market PRODUCTS TEAM ™ § Executive leadership proven in § Real-Time Metal and Non-metal threat detection security industry. Former L3 § High throughput screening. Video rate 3D management imaging for better detection § Deep market access through § Alpha integration & testing completed management and advisors § Beta design in progress § R&D team of leading engineers and § Exclusive worldwide license (until 2035) developers § Technology transferred from MIT § Strong network of partners and consultants in software, hardware, regulatory testing, manufacturing, CHECKPOINT SECURITY and sales § High Definition Advanced Imaging Technology body scanner and shoe scanner § Airport security screening technology for threat detection § Exclusive license from Battelle § PNNL-developed, DHS funded 4
Automatic Antenna 3D Radar Threat = Array & Transceiver + Image Generation + Detection AI & Deep + Smart IoT Functionality Learning CONVERTS CAPTURED DATA INTERPRETS THE DATA AND PROVIDES CONNECTIVITY TO CAPTURES REAL-TIME DATA INTO 3D RADAR IMAGES 3D RADAR IMAGES EXISTING SECURITY SYSTEMS EMIT CAPTURE RICH DATA INTERPRET ACTION Low power signal is transmitted Each standalone unit ~400,000 datapoints create Artificial intelligence models interpret Smart loT functionality allows to reflect off the individual captures reflected signals a 3D image rich data and provide go/no-go notification & interaction with existing decisions infrastructure 6
PATH TO COMMERCIALIZATION (HEXWAVE) – TECHNOLOGY RISK MITIGATED § Technology development: 7+ years and $20M investment in research system development and testing § Research and testing: 4+ years by MIT Lincoln Lab, technology transfer to Liberty completed § Liberty product development 2+ years (Antenna Array, UWB Transceiver, AI, UI, Product features) Regulatory, Safety, Manufacturing Risk 2014 | 2015 | 2016 | 2017 | 2018 | 2019 | 2020 | 2021 | 2022 | 2023+ TTM 2023+ Research Testing Alpha Phase Real-Time Beta Phase Product System Imaging Launch Development FCC Cert NPI Phase 0.25m Array Tile Tech Transfer Field Trials from MIT Product Development Antenna Mobile Product Ramp up, Array Testbed Market Expansion 7
HEXWAVE ADVANTAGE: ACTIVE 3D CONCEALED WEAPON DETECTION TECHNOLOGY System features that will provide the most versatile detection solution Traditional Airport Key Differentiators (HEXWAVE) Liberty Evolv ThruVision Patriot Metal MMW HEXWAVE Terahertz PatScan Detectors Systems § Detect Broader Spectrum of Threats (Metallic and Non-Metallic) Metallic Threats § Indoor and Outdoor Application Non-Metallic Threats X X X § High Throughput (video-rate Imaging Solid Explosives X and real-time ATD) Outdoor Use X X § No divestment of keys, wallets, or cell phones is required High Throughput X X X § No Privacy Concerns 3D Imaging for ATD X X X X § Mobile, scalable & smart IoT functionality to match security ATD Algorithms (AI) X X operations Cost $$ $ $$$ $$$$ $$$ $$ Feature Limited X Non-Feature MMW – Millimeter-Wave ATD -- Automatic Threat Detection 8
ADVANCING AVIATION SECURITY TSA and aviation authorities seek improved detection capability, reduced false alarms (leading to fewer pat downs), and higher throughput capability: § Current technology is outdated and requires upgrades to meet evolving threats § Liberty is providing an open architecture platform to allow best in class technology to create a total system Liberty is advancing passenger screening and solving the shoe removal problem. Liberty has exclusive licenses for two innovative solutions developed by PNNL and funded by Department of Homeland Security: § High definition millimeter-wave body scanner for upgrades or new deployments § Footwear screener based on proven millimeter-wave technology HD Advanced Imaging Technology Footwear Screener § Next-generation high-resolution imaging § System enables automated threat system detection without shoe removal § Private, safe detection of threats § Based on AIT technology concealed beneath clothing § Can integrate within existing AIT § Arms DOWN passenger stance systems or use as stand-alone system § Upgrade worldwide installed base or § Eliminates currently unsolved and new system deployment inconvenient problem at checkpoint HD AIT image clarity greatly Footwear screener creates PNNL – Pacific Northwest National Laboratory improves private detection private detection without the HD AIT – High Definition Advanced Imaging Technology and lowers pat downs need to remove shoes 9
BOARD OF DIRECTORS* BILL FRAIN DARYL REBECK LINDA JACKSTA JOHN MCCOACH ARJUN GREWAL CEO/ Director Executive Chairman Independent Director Lead Independent Director Independent Director Former SVP of L3 (LHX-NYSE) Capital Markets Executive Customs & Border Protection Executive Past President of the TSX.V IBM Program Lead and 19-year Veteran with 20+ years experience with 35 years experience (9 years) of the Canadian Armed Forces. MANAGEMENT & DEVELOPMENT TEAM BILL FRAIN MIKE LANZARO AMAN BHARDWAJ OMAR GARCIA JAY ADELAAR DAVID G. ALBERT CEO President/CTO COO CFO SVP Capital Markets VP, External Affairs Former SVP of L3 Former VP of Engineering Product Development and Operations Public Company Marketing and Capital 25+ years in Public Affairs & (LHX-NYSE) at L3 (LHX-NYSE) Executive with 25+ years of experience Finance Executive with Markets Executive with 15 Government Relations at 15+ years experience years experience State and Federal levels Leaders in the security industry, product development, technology and manufacturing 10
OUR ADVISORS* Experience and Leadership CRAIG J. CALLENS JOHN MAY Royal Canadian Mounted Police (RCMP) Management – Live Nation Canada CHARLES H. RAMSEY HUBERT RICHARD Commissioner – Major city police departments Management – Ad agency sales for sports and events RICK STANLEY z Law Enforcement – Former police chief CRAIG PETERS Management – CBRE Real Estate JOHN FRAIN Law Enforcement – FBI; Security, NFL MIT SHAH Hospitality Industry VICTOR MONTAGLIANI Part-owner, NBA; Investments Management – FIFA football ANTHONY T. SLEIMAN AL GRASSO Management – Real estate development Advisory – The MITRE Corporation 11
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LIBERTY DEFENSE BUSINESS MODEL Liberty aims to improve the customer experience and safeguard clients, customers, employees, students, and property. Customers have the potential to capture additional revenues through either increased throughput or in-venue sales. REVENUE STREAMS Hardware Sales (HEXWAVE) § Each unit is standalone and may be deployed individually or as a portal configuration (two units) or more Maintenance and AI Updates § A 5-year maintenance plan to include Software and AI updates (recurring annual revenue stream, based on hardware sales) Implementation § HEXWAVE can be used as a standalone system or integrated into existing security platforms § Implementations will vary from basic to more fully integrated MARGINS MARKET § High product gross margins after 2022 § Initial focus will be on US and Canada but there is an international need § Volume, technology curve, and value § Will look to use channel partners where appropriate and direct sales engineering will further enhance § Amsource Capital Ltd. engaged to facilitate large and small ticket leasing margins and financing of HEXWAVE 13
URBAN SECURITY MARKET OVERVIEW Threat-driven global requirements for urban security market ($5B): § Proactively detect concealed threats in real-time, even covert “ghost” IN A of Americans are concerned plastic guns RECENT 83% about a criminal attack causing physical harm § General mode of attack – unchallenged entry into venue with a STUDY1 of Americans have considered military style weapon, blade, or explosive with high-volume lethal canceling plans to attend large - capacity 22% scale public events due to § Need to buy time to isolate, contain, and deploy response in both concerns about physical attacks indoor and outdoors environments § Efficiently secure high-traffic areas CONTACTLESS High throughput, low impact = Positive customer experience § Sports & § Offices § Airports § Hotels entertainment venues § Corporate § Cruise ships § Places of campuses worship § Shopping malls § Public § School transport § Military § Tourist sites campuses bases 1 https://securitytoday.com/articles/2019/06/12/many-americans-have-considered-cancelling-plans-due-to-safety-concerns.aspx 14
MARKET VALIDATION Liberty Defense’s agreements include beta testing with: FC BAYERN MÜNCHEN MARYLAND STADIUM AUTHORITY (MSA) SLEIMAN ENTERPRISES A German sports club, best known for its Established by the Maryland legislature in 1986 with professional team, the most successful in German the mission to build, manage, and maintain quality One of Florida’s largest privately held real estate football history. Allianz Arena is the second largest facilities to keep professional baseball in the city of companies; develops and manages shopping arena in Germany Baltimore centers, malls, hotels in Florida & Southeast Georgia METRO TORONTO CONVENTION CENTRE (MTCC) VIRGINIA DIVISION OF CAPITOL POLICE (VDCP) Canada’s number one convention and trade show OFFICE OF THE UTAH ATTORNEY facility. Over the past 35 years, the Centre has GENERAL The USA’s oldest police force responsible for the hosted over 21,000 events Utah Attorney General is Sean Reyes is an security of Virginia’s seat of government & protects independently elected constitutional officer of the the Virginia Capitol complex, including screening ~ executive department and serves four-year terms a half- million visitors each year GREATER TORONTO AIRPORTS AUTHORITY (GTAA) Operates and maintains Canada’s largest airport, HINDU TEMPLE Toronto Pearson, under a ground lease agreement with the Government of Canada A global Hindu religious and social organization UNIVERSITY OF WISCONSIN POLICE with 3,300 temples around the world with a DEPARTMENT (UW) number of temples located throughout North The first public university established in Wisconsin PORT TAMPA BAY America and remains the oldest and largest public university in the state Florida’s largest port and a top 10 U.S. cruise port, supporting nearly 85,000 jobs and generating $18 billion in annual economic impact 10 varied beta test partners 15
RECENT NEWS “The Liberty Defense team provides the leadership, engineering skills, and experience in the TECHNOLOGY security industry…to bring technologies to the defense of our nation.” ▸ Liberty Signs License Agreement for Next-Generation Aviation Security Technologies “DHS S&T has invested in developing the next generation screening HD-AIT and shoe scanner that offer significant improvements to current systems.” RELATIONSHIPS ▸ Homeland Security: DHS-Funded Security Technology Licensed for Commercialization “These strategic partnerships will develop innovative solutions that will enhance safety and security around the globe.” LEADERSHIP ▸ Liberty Announces $1 Million Grant from BIRD Foundation and Dept of Homeland Security “25 years of management experience…responsible for the development and certification of the company’s millimeter wave body scanner...” ▸ Liberty Defense Appoints Michael Lanzaro as President & CTO FINANCIAL STABILITY “Due to significant market demand, the Company has increased the size of its previously announced brokered private placement from C$5 million to C$6.2 million.” ▸ Liberty Announces Closing of C$7.13M Oversubscribed Brokered Private Placement 16
CAPITALIZATION STRUCTURE § Located in Greater Atlanta, GA and Greater Boston, MA § Recently Closed C$7.13M oversubscribed financing § Exchanges: TSXV:SCAN; OTCQB:LDDFF; FWB:LD2 § Shares Outstanding: 63,993,345 § Warrants Outstanding: 21,395,564 § Options: 2,863,145 (662,729 vested) § Market cap: C$32M § Treasury: C$7.3M As of August 30, 2021 17
LIBERTY DEFENSE – WHY INVEST? $5B Market Threat detection requirements in the urban Potential security market are growing substantially Next-gen security HEXWAVE ticks all the boxes for threat detection. Contactless, seamless security for metal and non- metal threats with high throughput. Expanding technology portfolio with recent agreements. Compelling value proposition of experienced Recent financings create well-funded treasury for management. Coupled Well-funded commercialization with growing demand for Experienced executive and advisors with proven track disruptive contactless Established record in security, management, and corporate technology to yield high expertise finance. Former L3 management – contributed to the sale of the security division of L3 for $1B in 2020 potential for profitability. Multi-technology security $20M invested to date to de-risk technology and product portfolio. Clear pathway prove-out market applications. Recent award by BIRD Foundation and DHS for technology advancement. 18
REVOLUTIONARY WEAPONS & THREAT DETECTION For further information, contact: Telephone: 604.809.2500 Email: info@libertydefense.com Visit our website: LibertyDefense.com TSXV:SCAN OTCQB: LDDFF FWB:LD2
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