The Trading and Investment Platform for Unlisted Securities Series 1 Placement Presentation 26th February 2020 Strictly Confidential
2 Legal Disclaimer General: The information provided in this presentation pertaining to PrimaryMarkets Pty Limited (“ PrimaryMarkets " or the " Company "), its business assets, strategy and operations is for general informational purposes only and is not a formal offer to sell or a solicitation of an offer to buy any securities, options, futures, or other derivatives related to securities in any jurisdiction and its content is not prescribed by securities laws. Information contained in this presentation should not be relied upon as advice to buy or sell or hold such securities or as an offer to sell such securities. This presentation does not take into account nor does it provide any tax, legal or investment advice or opinion regarding the specific investment objectives or financial situation of any person. While the information in this presentation is believed to be accurate and reliable, PrimaryMarkets and its agents, advisors, directors, officers, employees and shareholders make no representation or warranties, expressed or implied, as to the accuracy of such information and PrimaryMarkets expressly disclaims any and all liability that may be based on such information or errors or omissions thereof. PrimaryMarkets reserves the right to amend or replace the information contained herein, in part or entirely, at any time, and undertakes no obligation to provide the recipient with access to the amended information or to notify the recipient thereof. The information contained in this presentation is intended only for the persons to whom it is transmitted for the purposes of evaluating the Company. The information contained in this presentation supersedes any prior presentation or conversation concerning the Company. Any information, representations or statements not contained herein shall not be relied upon for any purpose. Neither we nor any of our representatives shall have any liability whatsoever, under contract, tort, trust or otherwise, to you or any person resulting from the use of the information in this presentation by you or any of your representatives or for omissions from the information in this presentation. Additionally, the Company undertakes no obligation to comment on the expectations of, or statements made by, third parties in respect of the matters discussed in this presentation. US transactions to be offered on PrimaryMarkets platform will only be offered through a U.S. FINRA/SIPC broker dealer. All transactions in non-U.S. jurisdictions are facilitated by PrimaryMarkets. Confidentiality: This presentation is confidential and is intended, among other things, to present a general outline of the Company. The contents are not to be reproduced or distributed to the public or press. Each person who has received a copy of this presentation (whether or not such person purchases any securities) is deemed to have agreed: (i) not to reproduce or distribute this presentation, in whole or in part, without the prior written consent of the Company, other than to legal, tax, financial and other advisors on a need to know basis, (ii) if such person has not purchased securities, to return this presentation to the Company upon its request, (iii) without the prior written consent of the Company, not to disclose any information contained in this presentation except to the extent that such information was (a) previously known by such person through a source (other than the Company) not bound by any obligation to keep such information confidential, (b) in the public domain through no fault of such person, or (c) lawfully obtained at a later date by such person from sources (other than the Company) not bound by any obligation to keep such information confidential, and (iv) to be responsible for any disclosure of this presentation, or the information contained herein, by such person or any of its employees, agents or representatives. Strictly Confidential
3 Executive Summary Delivering Liquidity End-to-end solution for trading existing securities, raising new capital with full transaction management and seamless execution from trading through to registry. OLD WAY THE PRIMARYMARKETS WAY BUYERS BUYERS No Own Investments Research Expensive Bad Takes Time Gatekeepers Investments Missing Know- Private Trading Hubs | Secondary Share Sales | Capital Raising | High Fees How Investor Centres | Corporate Advisory | Research | Registry Paperwork High Minimums Lack of Diversification SELLERS SELLERS COMPANIES FUNDS Strictly Confidential
4 Vision, Goals and Initiatives The Trading and Investment Platform VISION To be the premier platform for buying and selling securities in private unlisted Companies and Funds STRATEGIC GOALS AGGREGATION PLAY THEN EXIT KEY INITATIVES ❖ Provide access to trade ❖ Roll-up complimentary growth Financial ❖ Enhance investment unlisted securities and Services FinTechs to build out scale and opportunities and global proprietary global deal flow technology capabilities. deal flow channels ❖ Create end-to-end digital ❖ Strategic Partnerships to broaden ❖ Activate and increase our trading platform for mutual reach for our investor network Investor Network unlisted securities and offering opportunities including ❖ Expand trading in securities listed securities ❖ Build large, global in private companies/funds ❖ Exit – Trade Sale or IPO Wholesale Investor and ex-ASX-listed Network ❖ Build out end-to-end online PrimaryMarkets Goals Now: mobile trading app • Raise New Equity for Working Capital. • Merge/Corporate and Strategic Transactions. Strictly Confidential
5 Our Core Products and Services The Trading and Investment Platform for Unlisted Securities TRADING INVESTOR RESOURCES CORPORATE ADVISORY ✓ Private Trading Hubs ✓ 105,000+ Global Investor ✓ M&A ✓ Secondary Trading ✓ Asset acquisition & divestment Network and growing ✓ Private/unlisted ✓ Investor Centres ✓ Public to Private securities ✓ Enterprise TV – Corporate ✓ Strategic Assessments ✓ ASX Listed Videos ✓ IPOs ✓ New Capital Raisings: ✓ Research Commentary Notes ✓ Project Management ✓ Placements ✓ Pre-IPO ✓ Cap Table Management ✓ Registry Services ✓ Dividend Processing ✓ Holding Statements Our Website Navigation Bar ✓ AGM/EGM ✓ Platform Online Features: ✓ AML/KYC ✓ Wholesale Investor Status Validation ✓ Escrow Services Strictly Confidential
6 Liquidity Predicament – our Target Markets Established, Successful Unlisted Private Companies & Funds + ASX-listed Companies/Funds <A$75M Market Cap Current corporate challenges for our Target Market Liquidity of ASX Listed Companies with Market Capitalisation between A$50 and A$100 million 160.0 Metals and Mining Blue-Chip 2,500+ o Difficult in raising capital 140.0 Unlisted unlisted o Limited opportunities for Average 3 month Daily Volume (million shares) Private Companies and liquidity 120.0 Funds o Pressure to go public Oil, Gas and Consumable Fuels 100.0 80.0 o Burdensome compliance and governance Healthcare Equipment and Capital Markets 60.0 Supplies 1,050+ o Little research coverage Internet Software and Services Biotechnology companies with o High costs to list and maintain Food Products Health Care Technology 40.0 Diversified Consumer Services ASX Listed market o High levels of scrutiny. Media Chemicals REITS capitalisation of o No greater level of liquidity for 20.0 Professional Services Software Pharmaceuticals A$75M or less shareholders. IT Services - o Slow and difficult to raise - 0.050% 0.100% 0.150% 0.200% 0.250% 0.300% 0.350% 0.400% 0.450% Level of Liquidity capital. Note: (1) Level of liquidity is defined as the aggregated 3 month daily volume expressed as a percentage of the aggregated shares outstanding (2) Only showing sectors with an aggregated market capitalisation of more than $200 million Source: S&P Capital IQ Strictly Confidential
7 Our Core Products Private Investing Made Easy Private Trading Hubs Secondary Trading Investor Centres Raising New Capital Trading facility for existing Multiple one-off trading Connecting private Non-Exclusive securities in unlisted opportunities for Companies and Funds to distribution of new Companies and Funds securityholders in private Wholesale Investors raisings by private Companies and Funds creating liquidity and Companies and Funds to increasing market presence Wholesale Investors ➢ Examples of Trading Hubs and Investor Centres Distribution Platform for Unlisted and Listed securities ➢ Direct Marketing to 105,000+ global Investor Network ➢ Corporate Advisory ➢ Research Commentary Notes ➢ Cap Table Management ➢ Online KYC/AML ➢ Online Wholesale Investor Validation ➢ Escrow Services ➢ Corporate Videos Strictly Confidential
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