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Realitee Pitchbook Redesigned FOIG Indoor Golf Manufacturers, LLC COFIDENTIAL INFORMATION MEMORANDUM August 10, 2016 TABLE OF CONTENTS Section 1 Introduction Page 6 Section 2 Golf Industry and Alternative Golf Experiences Overview Page 10 Section 3 Topgolf Overview Page 24 Section 4 REALiTEE Company Overview Page 39 Section 5 REALiTEE Golf Overview Page 49 Section 6 Potential Competitors Page 68 Section 7 Financial Projections Page 72 Section 8 Transaction Merits Page 81 Section 9 Contact Information Page 84 FOIG INDOOR GOLF MANUFACTURERS, LLC CONFIDENTIAL 2 DISCLOSURE This confidential information memorandum summary (the “Memorandum”) is being submitted to prospective investors and lenders on a confidential basis by FOIG Indoor Golf Manufacturers, LLC dba REALiTEE Golf (the “Company” or “REALiTEE”) solely in connection with the proposed transaction described herein (the “Transaction”). Its use for any other purpose is not authorized. It may not be reproduced without permission, in whole or in part, nor may its contents be disclosed to any other person. In addition, without the prior written consent of the Company, you will not, and (as applicable) will direct your directors, officers, employees, affiliates and representatives who have access to this Memorandum not to, disclose to any person either the fact that discussions or negotiations may be taking place concerning a possible Transaction between you and the Company, or any of the terms, conditions or other facts with respect to any such possible Transaction, including the status thereof. Furthermore, without the prior written consent of the Company, you will not, and (as applicable) will direct your directors, officers, employees, and representatives who have access to this Memorandum not to, contact any of the Company suppliers, advisors, partners or employees regarding the Company while evaluating a possible transaction between you and the Company. The information contained in this Memorandum has been obtained from both the Company and publicly available information. The information contained herein is believed to be reliable; however, the Company has made no independent investigation of such information. For that reason the Company does not make any representation or warranty as to the accuracy or completeness of such information, and nothing contained in this Memorandum is, or shall be relied upon as, a promise or representation as to the future potential results of the Company. This Memorandum shall at all times remain the property of the Company. The Company reserves the right to require the return of this Memorandum (together with any copies or extracts thereof) at any time. The Company reserves the right to terminate, at any time, further participation in the evaluation and negotiation process by any party relating to the Transaction. Upon conclusion of the purpose for which the Memorandum has been supplied, recipients are requested to electronically delete or return promptly this document and any additional information provided to them in connection with the Transaction to the Company. All communications, inquiries and requests for additional information should be directed to: Dave Shultz Founder FOIG Indoor Golf Manufacturers, LLC Tel: (714) 951-7747 [email protected] FOIG INDOOR GOLF MANUFACTURERS, LLC CONFIDENTIAL 3 DISCLOSURE By its acceptance hereof, each recipient agrees that neither it nor its agents, representatives, directors or employees will copy, reproduce or distribute to others this Memorandum, in whole or in part, at any time without the prior written consent of the Company, and that it will keep permanently confidential all information contained herein not already in the public domain and will use this presentation for the sole purpose of deciding whether to proceed with a further investigation of the Company. No representation or warranty, express or implied is or will be given by the Company or its directors, partners, shareholders, members, employees or advisors or any other person as to the accuracy, or completeness of this presentation and no responsibility or liability whatsoever is accepted for the accuracy or sufficiency thereof or for any errors, omissions or misstatements, negligent or otherwise, relating thereto. Only those particular representations and warranties which may be made by the Company in a definitive written investment or loan agreement, when and if one is executed, and subject to such limitations and restrictions as may be specified in such agreement, shall have any legal effect. This presentation includes certain statements, estimates, targets and projections provided by the Company with respect to the anticipated future performance of the Company. Such statements, estimates, targets and projections reflect significant assumptions and subjective judgments by the Company’s management concerning anticipated results. These assumptions and judgments may or may not prove to be correct and there can be no assurance that the estimates, targets or projections are attainable or will be realized. Accordingly, neither the Company nor any of its directors, partners, members, employees or advisors nor any other person, shall be liable for any direct, indirect or consequential loss or damages suffered by any person as a result of relying on any statement in or omission from this Memorandum and any such liability is expressly disclaimed. In all cases, interested parties should conduct their own investigation and analysis of the Company and the information contained in this Memorandum. Except where otherwise indicated, this Memorandum speaks as of the date hereof. Neither the delivery of this Memorandum nor making an investment in, or loan to, the Company shall, under any circumstances, create any implication that there has been no change in the affairs of the Company since the date hereof. In furnishing this Memorandum, the Company undertakes no obligation to update any of the information contained herein or to correct any inaccuracies which may become apparent. FOIG INDOOR GOLF MANUFACTURERS, LLC CONFIDENTIAL 4 DISCLOSURE This Memorandum does not constitute an offer or invitation for the sale or purchase of the securities, assets or business described herein and shall not form the basis of any contract. Each recipient acknowledges that the information contained in this Memorandum and the information related to a possible Transaction requires both the Company and the recipient to comply with particular regulatory and Blue Sky requirements within the United States. Certain statements in this presentation, including information incorporated by reference, are “forward-looking statements” within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934, and the Private Securities Litigation Reform Act of 1995. Forward-looking statements reflect current views about future events and financial performance based on certain assumptions. They include opinions, forecasts, intentions, plans, goals, projections, guidance, expectations, beliefs or other statements that are not statements of historical fact. Words such as “may,” “will,” “should,” “could,” “would,” “expects,” “plans,” “believes,” “anticipates,” “intends,” “estimates,” “approximates,” “predicts,” or “projects,” or the negative or other variation of such words, and similar expressions may identify a statement as a forward-looking statement. Any statements that refer to projections of the Company’s future financial performance, anticipated growth and trends in the Company’s business, its goals, strategies, focus and plans, and other characterizations of future events or circumstances, including statements expressing general optimism about future operating results, are forward-looking statements. FOIG INDOOR GOLF MANUFACTURERS, LLC CONFIDENTIAL 5 INTRODUCTION SECTION 1 INTRODUCTION • On January 12, 2015 CNN published an article entitled Rough times ahead for grassroots golf? which pointed out the following: o The sport stands at a crossroads, with recent years having brought about a major slump in popularity in its traditional heartlands of the U.S. and the UK and Ireland. o 400,000 people reportedly left the sport in the past year in the U.S. alone. o The U.S. has lost five million players in the last decade. o 20% of the existing 25 million golfers in the U.S. are poised to quit in the next few years. o The number of newcomers to the game in the U.S. fell by 20% last year. o The traditional concept of 18-hole golf is struggling to find its place in modern day lives. o The younger generation - the very future of the sport - have more distractions than ever in a world where technology holds sway, as it's Twitter, cell phones, and video games that are the activities that kids are involved in. o In 2014, more courses closed than opened in the U.S. for the eighth straight year. • As Ben Sharpe, Chief Executive Officer of golf equipment manufacturer TaylorMade, said, "As an industry we can't put our head into the sand, we have to evolve and continually modernize.” • As is apparent, traditional golf has a problem. A very real and lasting problem. But it is a problem that FOIG Indoor Golf Manufacturers, LLC dba REALiTEE Golf (“REALiTEE” or the “Company”) can help solve, and by helping solve it the Company can create significant value for its stakeholders. FOIG INDOOR GOLF MANUFACTURERS, LLC CONFIDENTIAL 7 INTRODUCTION • The Company is an Anaheim, California based limited liability company formed in April of 2015 to develop a golf entertainment experience. • The
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