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eMinnow

eMinnow

The Worlds First Motorized Fishing Lure

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Deal Type

Equity

Funding Goal

$1,500,000

Current Reservations

$380,000

Minimum Reservation

$1,000

Maximum Reservation

$250,000

Deal Stage

Other

Pre-money Valuation

$6,000,000

Open Date

01/07/2019

Closing Date

08/31/2019

Elevator Pitch

eMinnow; World's 1st motorized fishing lure; Consumers in 26+ countries; 4,000+ pre-sold with 100% positive feedback; aiming to grab a share of the $46bn US market, and the bigger global market.

KPIs

2 Issued Patents
5,000 Users

Company Overview

eMinnow, the worlds first motorized smart lure, that has proven to be devastatingly effective.

3 Motorized styles, Topwater, Lipped and Sinking - Many more styles in development.

AutoStart’s swimming in water, stops when out

Subtle rhythmic sound & vibration when swimming attracts fish to its location

An effective alternative to live bait

Can use in restricted or banned live bait areas

Mimics the movement and variable actions of a live swimming bait fish

Variable swimming action arouses natural hunting instincts of game fish

Ripples & movement from surface swimming has proven to be irresistible & devastatingly effective

Mustad branded treble hooks for performance

Tough and built to last

Short Summary

World's First Motorized Fishing Lure- a revolutionary self-swimming "smart" fishing lure which solves a major need and demand for sport fishing enthusiasts

2000 sold out in first production run with no marketing

Fishing-tackle sales grew by over 16 percent in the past five years

eMinnow is a globally patented product with patents approved and pending

No one else can sell this type of lure

Almost every angler we have shown eMinnow has expressed a desire to own one

Current web sales average 3 lures per person

Highlights

There are 220 million anglers globally

In North America alone 48.5 Million anglers buy 120 Million Lures per year

Industry valued at $46bn annually

25 Distributors around the world interested in eMinnow

First 2000 units sold out in 2 weeks with no marketing

1000's Pre-orders and repeat orders taken already

Globally Patented Product- leading retailers interested

3 years R&D with 200+ prototypes tested in 8 countries

We are also developing our own App that will:

Customize eMinnow lure attributes like speed, stop, start & pause sequence

Change colors on the LED lateral lines, even alter or enhance the entire color of the lure

Send ‘join me fishing’ invites to your friends or groups with your exact location

Unique data vault to store & display fishing licenses in one handy place

Interactive app will share to social media, networks & friends

Post pictures and comments direct to the eMinnow website streaming post page

Includes SOS function (and location) in case medical, vehicle, police, help is needed

This app will also serve to offer “instant” purchase of eMinnow products

Key Customers & Partners

Big Rock Sports Amazon Canadian Tire Wiggler Sweden Multiple independent retailers 1500+ B2C customers in 26 countries

Risks & Disclosures

Risks Relating to the Business of the Company

Listing of Risks The Company has an operating history and financial results as explained in the
Memorandum with its Exhibits. An Investment in the Company is subject to all risks and uncertainties associated with this kind of business, including the risk that the
Company will not achieve its objective of the Investments and that the value of an
Investment in the Company of a potential Investor could decline substantially or completely. Making an Investment carries inherent risk. Potential Investors should carefully consider the risks associated with investing in the Company and seek professional advice before making any decision to invest in the Company. The Management believes the below listed risks to be the most significant for prospective Investors.
The risks listed, however, do not necessarily comprise all of those associated with an Investment in the Company and are not intended to be presented in any assumed order of priority. Furthermore, the hereby mentioned risks are not personalized to each potential Investor. Therefore a potential Investor should consider carefully whether an Investment in the Company is suitable in view of their personal circumstances and financial resources. Potential Investors are not to construe the contents of the Private Placement Memorandum as tax, business or legal advice. A
prospective Investor should consult with its own legal, business and tax advisers to determine the appropriateness and consequences of an Investment in the Company.

Listing of risks
Some of the risks involving the Investment are the following:

1.Lack of operating history. The Company is recently incorporated and hastherefore limited operating history upon which Investors can evaluate likelyperformance. There can be no assurance that the Company will achieve its Investment objective or that the strategy applied to the Company will be successful.

2. Key individuals. The Company is highly dependent on–among other factors- the attracted Investments, professionals employed by the Company and its advisors. There can be no assurance that the Company will have continued access to them.

3. Development risks. The Company may be exposed to development risks and the returns on the Investments may therefore be subject to some extent to the risks associated with the development of certain projects.

4. Business and market risks. Any future market recession could materially adversely affect the value of Investments and the assets of the Company. Returns from an Investment are generally affected by overall conditions in the economy, such as growth in gross domestic product, employment trends, inflation and changes of interest rates. Furthermore, the financial condition and results of operations of the Company will depend on the ability of the Company to manage future growth and effectively implement its business strategy.

5. Currency exchange rates risk. Company will be exposed to foreign exchange risks if it has receivables and payables whose values are directly affected by currency exchange rates. Contracts between two different firms with different domestic currencies set contracts with specific rules. This contract provides exact prices for services and exact delivery dates. However, this contract faces the risk of exchange rates between the involved currencies changing before the services are delivered or before the transaction is settled. Company also faces foreign exchange risks due to economic exposure - also referred to as forecast risk - if its market value is impacted by unexpected currency rate volatility. Currency rate fluctuations may affect the company's position compared to its competitors, its value and its future cash flow. When the Company bids for foreign projects, negotiates contracts directly with foreign firms, or has direct foreign investments, it faces contingent exposure. When Company negotiates with foreign firms, currency rates will continuously change before, during and after negotiations occur.

6. Interest rate risk. Fluctuations and changes in interest rates may adversely affect the financial condition of the Company.

7. Law, regulatory regime and permits. Laws and regulations governing the operations of the Company may adversely affect the business, Investments and results of operations. The failure to obtain or to continue to comply with all necessary approvals, licenses or permits, including renewals thereof or modifications thereto, may adversely affect the Company’s performance, as could delays caused in obtaining such consents due to objections from third parties. New laws may be introduced which may be retrospective and affect the business which the Company is involved with. The Company could be adversely affected by delays in, or a refusal to grant, any required governmental approval, as well as by the application to the Company of any legal or administrative restriction.

8. Litigation risk. Investment in the Company involves certain risks normally associated with Investment in the business of the Company, which includes for example the risk that a party may successfully litigate against the Company, which may result in a reduction in the assets of the Company. The Management is not aware of any pending litigation against the Company.

9. Tax and regulatory changes. The tax regimes applying to the Company and/or its Special Purpose Vehicles ("SPV"), the ability of the Company to repatriate its assets and other operations of the Company are based on regulations which are subject to change through legislative, judicial or administrative action in the jurisdictions in which the Company and/or its SPVs operate and/or invest, thereby affecting the tax treatment of the Company and/or its SPVs in these jurisdictions.

10. Operations of the Company. The Company may be unable to pay interest. The Company may not achieve the Company’s business objective. The Company may experience fluctuations in its half-yearly and yearly operating results.

11. Interest payments. Investors should note that interest payments on the participations is not guaranteed and will be at the discretion of the directors after taking into account various factors including the Company’s operating results, financial condition and current and anticipated cash needs.

12.Collateral. The Company, either directly or indirectly through its SPV’s, mayuse property or other assets as collateral to secure a loan. If the Companystops making the promised loan payments, the lender can seize the collateralto recoup its losses.
13.Insolvency. It is possible that the Company, due to many unpredictableand/or predictable factors, might become insolvent, whereby the potentialInvestors could lose all value of their Investment. However, currently there isno indication that such situation will occur in near future.


NOTA BENE
A due diligence investigation of the Company by a potential Investor may not reveal all of the risks of investing in the Company. The factors mentioned above are not comprehensive and there may be other risks that relate to or may be associated with an Investment in the Company.

Documents

Confidential

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