SDSP SOCCER MARKETING, INC Owned By The Fans Since 2008

BUSINESS & INVESTMENT SUMMARY

CONFIDENTIAL Table of Contents

Business Summary ……………………..………………………………………………………………Pg 3

Management Team……………………………………………………………………………………..Pg 8

League Information…………………………………………………………………………………….Pg 10

Investment Summary…………………………………………………………………………………..Pg 11

List of Current Shareholders………………………………………………………………………….Pg 12

Contact: Clenton A. Alexander Chief Executive Officer SDSP Soccer Marketing, Inc. The Flash Soccer Club 858.715.1981 [email protected] Let’s make progress everyday!!

San Diego Flash Soccer Club Business and Investment Summary 2

Business Summary SDSP Soccer Marketing, Inc

Timeline:

March 2008 – Chief Executive Officer; Clenton A. Alexander forms SDSP Soccer Marketing, Inc. (SDSP) owns, operates the Soccer Club and is in development of several other soccer projects.

September 2009 - The San Diego Flash begins soccer tryouts to form the team.

November 2009 – attends first San Diego Flash Soccer Club Tryout: VIDE O

January 2010 - Press Conference: Former English National Team and player; Warren Barton is introduced as President, Head Coach and Director of Player Development.

March 2010 - The San Diego Flash commences a 10 game Charity-Exhibition season as an introduction of the team to the soccer community of San Diego. The Flash team played the top club teams in San Diego and partnered with local non-profit organizations to raise money and give them exposure to fans. The season record: 9 - 1; with a final game 2 - 1 win over the Chivas USA Reserve Team. Recap of the inaugural match on Channel by and Nick Webster: VIDEO

December 2010 - The San Diego Flash joins the National Premier Soccer League (NPSL). The NPSL is a nationwide league of 49 teams. The NPSL season is from April - July.

March 2011 - US Soccer Hall of Famer; Eric Wynalda joins SDSP as Player Talent Consultant and Shareholder.

July 2011 - The San Diego Flash ends the 14 game NPSL season with 12 – 1 – 1 (W-L-T) record and wins the West-South Division Championship; in their 1st year in the league.

July 2012 – The San Diego Flash ends the 14 game NPSL Season with 11 – 1 – 2 record and wins the West-South Division Championship for 2nd year in a row.

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Vision: SDSP created the San Diego Flash Soccer Club to join the ongoing growth of the sport of soccer in the United States by bringing a professionally run soccer organization to San Diego, California. We intend to make The San Diego Flash Soccer Club a true community asset that will benefit many San Diegans in various ways.

Mission: At the top of the soccer pyramid for San Diego County (population over 3 million), the Mission of the San Diego Flash Soccer Organization is to act as an inspiration to the Yo uth Soccer Players in San Diego. Through our world famous Partners, Warren Barton and Eric Wynalda, we give adult players the opportunity to develop and play professionally in their hometown of San Diego. Through the connections that Eric and Warren bring to the organization, we are able to provide these players with the opportunities to play at higher levels elsewhere if permitted, such as; , U.S. Men's National Team, Internationally, etc.

Example: June 2011 – Flash player #19 signed to the roster of the New England Revolution of Major League Soccer on the recommendation of San Diego Flash Head Coach Warren Barton.www.mlssoccer.com: New England’s Guy Looks to Make Most of MLS Transition

Ultimately, the goal for the San Diego Flash is to become an organization considered for Major League Soccer expansion in San Diego; should the opportunity present itself. SDSP and its Partners believe San Diego is the best location in the U.S. f or an investment in a pro soccer club. Ho wever, regardless of the participation of Major League Soccer in San Diego, SDSP is positioning itself to be a profitable business venture for the future.

Plans: The management of SDSP believe that it is important to diversify into other profitable soccer projects to financially support the Club and its plans to build a Soccer Specific-Stadium in San Diego.

Other projects that SDSP have been working on include:

Completed Projects:

Established a strategic joint venture with San Diego based; Soccerloco soccer store (voted #1 soccer store in the United States 2 years running by U.S. Soccer) for marketing and merchandise sales.

Established a strategic partnership with the owner of the Fullerton Rangers who play in Orange County, Ca. Along with them, SDSP has the opportunity to discover and develop players from the entire soccer market south of Los Angeles.

Established the TV Show “SD Soccer TV” A weekly show that will highlight all soccer in San Diego. To include Youth, High School, College and Pro Soccer in San Diego.

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Current Projects:

Become the top organization in San Diego for soccer player development and player marketing. Affiliate / Merge with the Youth Soccer Clubs (60+) in San Diego (the #1 youth soccer market in the United States)

Become the top marketing company that hosts International Friendlies in San Diego.

o Example: July 2011 - SDSP was invited to be a promotional partner with the San Diego Sports Commission for the World Football Challenge match at Qualcomm Stadium featuring Real Madrid vs. Chivas Guadalajara

Become a top Soccer Marketing Company in the U.S. using innovative Internet-based Marketing Projects

Become the 1st Publicly Traded Soccer Club Organization in the United States

*See detailed explanations of each point below

Completed Projects:

Establishment of a strategic joint venture with SDSP and with San Diego based; Soccerloco soccer store (voted #1 soccer store in the United States 2 years running by U.S. Soccer)

John Lococo, the owner of Soccerloco (SL) soccer store has been established in the Southern California soccer market for over 14 years. Over 50 youth soccer clubs in San Diego and Orange County get their soccer gear exclusively from the three San Diego and one Orange County SL store locations or website: http://www.soccerloco.com/team-room

In February of 2011, John joined SDSP as a Shareholder and has decided to use his resources to help the merchandise marketing an d promotion of the San Diego Flash. SL has an email database of over 300,000 that will be used to market San Diego Flash matches and other events. SL has become the Jersey Sponsor for the Flash and furnishes the players with all their gear, which i nclude: jerseys, shorts, t s-hirts, travel gear, and warm ups- . SL brings a professional kiosk to Flash games to sell Flash Gear and features Flash Gear on their website.

Establishment of a strategic partnership with the owner of the Fullerton Rangers who play in Orange County, Ca. Along with them, SDSP has the opportunity to work towards developing players from the entire soccer market south of Los Angeles.

Alberto Ochoa; the owner of the Fullerton Rangers (the NPSL Pro Soccer Club for Orange County, Ca.) became a Shareholder of SDSP in 2011. His team is directly affiliated with one of Orange County’s largest youth soccer club s. Our goal is to use our resources to work with him and his club from a business standpoint to help them become the top of the soccer pyramid for Orange County. Through a Partnership with him, we can seek to have all players in Orange County as well, come through Fullerton Rangers to be developed and marketed by SDSP.

Establishment of the the TV Show “SD Soccer TV” a weekly show that will highlight all soccer in San Diego. To include Youth, High School, College and Pro Soccer in San Diego

SD Soccer TV will provide news from the local soccer scene in San Diego. Stories will be done from interviews with youth soccer coaches and players, high school coaches and players, college coaches and players as well as representatives from the other pro soccer clubs in San Diego; the men’s indoor team and the San Diego SeaLions women’s outdoor club.

SDSP believes this content will be interesting to the hundreds of thousands of soccer fans, players, coaches, parents and others who are involved in the sport of soccer in San Diego.

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Goals of the show: Serve as a promotional vehicle and media outlet for the San Diego Flash. A forum to present news, video clips and feature stories, etc.

Serve as fan builder for the San Diego Flash. People want to see themselves on TV. We will highlight all soccer in San Diego. Once our season begins in April 2013, the fan base of the show can turn into fan base of the San Diego Flash that comes to watch the team in person.

Serve as Sponsor recruiter. Sponsors of the show can become sponsors of the Club.

Move from an Internet show to local TV. Attract sponsors and become another profit center for SDSP.

Projected launch: March 2013. See pilot shows at www.SDSoccerTV.com

Internet Projects; Development of systems and websites that can market locally, nationally and to the Global Soccer Audience

The power of the internet and social media has become very important in the lives of soccer fans everywhere. SDSP is in development of a various website projects. Through the use of the latest internet and social media tools, these projects can be tremendous revenue sources for SDSP.

o www.MillionDollarSoccerHomepage.com - Launch November 2012. A fundraising website for Soccer Non-Profit Organizations.

o Soccer Social Hub – Social Rewards site for soccer communities; can be scaled nationwide.

o NPSL Website / Network – League and Team marketing and management system.

o Soccer1on1 - Video instruction website.

Current Projects:

Affiliate / Merge with the Youth Soccer Clubs (over 60) in San Diego (the #1 youth soccer market in the United States). Therefore, be the top organization in San Diego for soccer player development and player marketing

Through the recognition of Warren Barton, Eric Wynalda and our position as the Pro Soccer Club for San Diego, it is our goal to partner with or have an affiliation with all the youth soccer clubs in San Diego County. Instead of establishing our own youth club, we decided it was a better approach to work with (instead of against) the Directors of Coaching of these clubs; who have b een established for years longer that the San Diego Flash. Eventually, we would like to see the youth soccer clubs funnel their b est players to the San Diego Flash for future development.

Become the top marketing company that hosts International Friendlies in San Diego

Because of the proximity to México, San Diego, California is clearly one of the top soccer markets in the United States. Additionally, with a multi-cultural population, many International Friendly match-ups can be attractive to soccer fans in San Diego.

o April 2010 - SDSP established a working relationship with the San Diego Sports Commission. Through the Social Media network of the San Diego Flash, SDSP was asked to help the Mayor’s office get signatures for the City of San Diego; during the process of U.S. Soccer’s petition to bring the World Cup to the U.S.

o July 2011 - SDSP was invited to be a promotional partner of the World Football Challenge match at Qualcomm Stadium featuring Real Madrid vs. Chivas Guadalajara. This was a joint-venture with the San Diego Sports Commission.

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o October 2011 - SDSP and the San Diego Sports Commission jointly submitted a bid to host the NPSL Final Four Weekend in San Diego for August 2012. The bid was accepted. The San Diego Flash will host for 2 years (2012 and 2013). San Diego Sports Commission bid to host the NPSL Championship Weekend

o August 2012 – The San Diego Flash hosted the NPSL Final Four Weekend.

Become a top Soccer Marketing Company in the U.S. through innovative Internet-based Marketing Projects

The original goal of SDSP Soccer Marketing, Inc. was to start a professionally run soccer club; that eventually has an opportunity to become the Major League Soccer team for San Diego. Since then, the partners have also recognized several un-met needs within the overall soccer business in the United States.

By being on the forefront of using the latest Internet Technology and Social Media tools, SDSP can offer solutions to various organizations that can make marketing and management of their organizations better.

Become the 1st Publicly Traded Soccer Club Organization in the United States

Clenton A. Alexander, the CEO of SDSP Soccer Marketing, Inc., has over 24 years of experience in the field of Investment Banking. He has set up SDSP to allow fans of the sport of soccer to participate in the growth of the soccer industry and more specifically the growth of this soccer organization in San Diego. This is similar to other sports teams that are also publicly traded companies: Green Bay Packers, Boston Celtics, FC Barcelona to name a few.

*For further details about the investment side, please see the Investment Summary on page 11.

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Management Team

Clenton A. Alexander –Chief Executive Officer Responsible for overseeing day-to-day operations and Investor Relations for SDSP Soccer Marketing, Incorporated which owns and operates the San Diego Flash Soccer Club. Email: [email protected] -Phone: 858.715.1981

Clent has over 24 years of experience in the Investment Banking / Finance field. As an Investment Banker, he has raised millions of dollars for Private and Public Companies and helped Private Companies go Public. He successfully launched his own venture; Freegolfstats.com (FGST). It was one of the 1st global, data-storage website for golfers. Clent operated FGST as CEO for 4+ years. FGST went from private entity to a publicly traded company in the dot-com era :from 1997 to 2001. The Company was bought out. Clent was also an Investor with The San Diego Flash when they played in San Diego from 1998 -2001.

With his experience in Finance, Clent has created a unique opportunity; allowing fans to be Part-Owners / "Original Shareholders" of SDSP Soccer Marketing, Inc. / The San Diego Flash Soccer Club. As Part-Owners, fans can help support the growth of soccer in the United States and potentially benefit financially from having ownership in the future growth of Professional Soccer in the United States.

Eric Wynalda -Advisory Board Member / Player Talent Consultant Eric will offer his vast soccer knowledge, experience and expertise to help the continuing growth of the San Diego Flash Soccer Club and Academy Network.

Eric attended San Diego State University from 1987 to 1989 where he played for the Aztecs men's soccer team. He scored 34 goals and assisted on 25 others during his three seasons at SDSU.

On April 6, 1996, Wynalda scored the first ever goal in Major League Soccer history. This was in its inaugural game as The Clash beat D.C. United 1-0. He was named U.S. Soccer Athlete of the Year.

In 1998, Eric participated in his 3rd World Cup, one of only three U.S. players to have earned that honor at that time.

Eric Wynalda retired from the U.S. Men's National Team as its all-time leading scorer with 34 goals in 106 appearances. He was elected to the National Soccer Hall of Fame in 2004. Management Team (continued)

Eric is truly an ambassador of the sport of soccer in the United States. His experiences as a player on the World Stage and a s an analyst for Fox Soccer Channel, give him an unrivaled depth of knowledge, which is a great addition to our Management Team.

Eric's presence back in the San Diego soccer market is significant for the San Diego Flash Soccer Club. He will be a key contributor to the development of soccer academies under the banner of the San Diego Flash Soccer Club; along with Warren Barton.

Warren Barton -President, Head Coach and Director of Player Development Warren will oversee all soccer operations for the San Diego Soccer Club. His vast International soccer knowledge, experience and expertise will help the continuing growth of the San Diego Flash Soccer Club and Academy Network.

Warren Barton Resume: A former player for the English National Team. A former player in the English Premier League; Football star for Wimbledon and Newcastle United Former Head Coach for the U-18 L.A. Galaxy Currently he is the Lead Analyst at Fox Soccer Channel and Head Coach of the San Diego Flash Soccer Club

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As a San Diego resident, Warren's extensive soccer resume is the best in San Diego County. This gives the San Diego Flash several competitive advantages. His knowledge will be invaluable in building the core business of our company; the San Diego Flash Soccer Club. His resume and name recognition will also be a key catalyst in the growth of the San Diego Flash Academies and other San Diego affiliate academies.

Through his association with Fox Soccer Channel, the San Diego Flash has already received a unique level of notoriety. His stature in the World Soccer Community has also given us some recognition outside the United States. Both of these factors help us with the execution of our Social Media Strategy; to market to the Global Soccer Audience. Warren is available to give us input to create exclusive and relevant soccer content that we can deliver, via the internet or television, to fans and players of any age; all over the world.

See page 12 for the list of current shareholders.

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League Information

The National Premier Soccer League (NPSL) is the successor of the Men’s Premier Soccer League (MPSL) which formed in 2002. In 2005, the league had been recreated into an expanded national league to accommodate teams from the Midwestern region, and in 2007 a Northeastern Region was added. In 2008, the National Premier Soccer League has become truly a national league with the addition of a Southeastern region. Each team plays a minimum of 10 to a maximum of 16 regular season games. The teams are comprised of players who play at the highest levels of soccer available to men.

The National Premier Soccer League (NPSL) consists of 49 teams and is the top developmental league in the United States. The league was founded in 2002 to promote youth, amateur and professional soccer. The NPSL and its team members now reach over 49 soccer communities across the country.

This highly competitive league helps all the teams gain access to elite players to fill their team roster, including but not limited to National Team, former and current University and College, foreign, amateur, former professional and youth players. All current NCAA players will be able to play soccer at an elite level and continue to maintain their eligibility, while incoming NCAA players can impress college scouts and coaches alike.

The NPSL is sanctioned by the United States Adult Soccer Association (USASA) as an affiliate of the United States Soccer Federation (USSF), the ruling body for soccer in the United States and FIFA the world’s ruling body for soccer. The NPSL operates and is managed as a team run league. The structure of the league will allow each participating team to have one vote on the executive committee. Each team is owned and operated individually, and is responsible for maintaining league minimum standards and for raising its own operating cash. The existing team owners, that comprise the league management team, approve all new teams who desire to join the league.

Integrity, Success and Longevity is what the National Premier Soccer League stands for.

What makes the NPSL Unique?

• Professionally operated teams and league at large • Teams comprised of players holding amateur playing status (high school, college and former professionals) all on the same field at one time • Players maintain college eligibility and play at an elite level with a mix of young and veteran players • Showcase for players to college and professional coaches to help move onto the next level • Owners of the teams comprise the ownership and operation of the league • Low entry cost and low annual dues for league membership • Extremely competitive league structure

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Investment Summary SDSP Soccer Marketing, Inc. is using a Regulation D 504 Offering to raise $1 million dollars. The capital will be used for Operations, Marketing and Development of Innovative Soccer Projects.

Restrictions: • Investors must live in California or we need to do filings with states where they live. • Investors must hold shares for 1 year after the company goes public.

Description of the 504 Program

The 504 program is regulated at the Federal and State level (the State the investor resides) Companies using the 504 program must file a Form D notification filing with the SEC (Securities and Exchange Commission) and may be subject to informational filings at the State level depending on the residency of the investor.

Regulation D 504 Offering - Allows companies to raise up to a maximum of $1,000,000 in a 12 month period – the exemption is renewable meaning the company can use the 504 program again 6 months from their last securities sale under 504.

A 504 offering allows a company to sell securities to an unlimited number of purchasers without regard to their sophistication or experience - although some States may limit the company to 35 non-accredited investors while still allowing an unlimited number of accredited investors.

The 504 is the most popular and widely used of the Regulation D programs. Many companies use 504 for an initial round of financing and then float a 506 for a larger second round – both offerings can be done in a 1 year period because they are separate exemption programs. The 504 program is available for private corporations only. Public reporting companies cannot use the 504 program.

The Company cannot exceed $1 Million - The total offering amount under Rule 504 can be up to $1 million in a 12-month period, less the aggregate offering of all securities sold within 12 months before the start of a 504 offering. So, if a company has raised $100,000 in private money in the previous 12 months, it can still raise up to $900,000 without being accused of breaking the rules, or integration.

Number of Investors - With its limited disclosure requirements, Rule 504 also allows an issuer to sell securities to an unlimited number of investors. Theoretically, a company could raise $1 million by selling its stock at a penny a share to 100 million different investors. Obviously, the economics are not too attractive, but there's no rule that stops an issuer from selling $10,000 blocks of stock to 100 investors.

To Become a Shareholder - Print and fill out the Subscription Agreement and submit to the Company with Investment Funds (check or bank wire). The Company is accepting Subscription Agreements on a First Come First Serve Basis for approval.

Send to: SDSP Soccer Marketing, Inc. 7405 Armstrong Place Unit B-13 San Diego, Ca. 92111

You can use: Fed-X account number 118 – 275 - 403

Should you have any questions, feel free to reach us at 858.715.1981

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We originally started with 50 positions. In addition to Eric and Warren, you’ll notice most Partners hold key, strategic positions in the soccer industry.

Many of us are connected through Facebook, Twitter, etc. and we've become friends. Our group works together to promote each other's passions. We hope you'll enjoy the Part-Owner lifestyle with us.

Inves tor List Franc D. Alonso Fan David B anks Fa n-Youth Soccer Coach Ron Bezoza Fa n –Financial Services Nancy Castro Fa n- TV Producer at Un ivision/Telemundo Chandr ima Chatterjee F an- Social Media Consultant & Sports Health Outreach for Street Soccer USA Ilka DeL eón Fa n- Business Woman Ken DiNitto Fan

Philip Dupré Fan- Real Estate Investor/ Entrepreneur Scott Clements F an- Entrepreneur Enlight ened Innovations Ltd. F an Russ Fagaly Fan Kenneth Fow ler F an-Retired Investor Kim V ictor Girao Fan Kelly G ray Fan -Owner-TheSoci a lFootballer.com Roy Howell Fan – Soccer Coach – Lawrence Technical Univers ity of Southfield Michigan and Hea d Coach; U.S. Men’s Amp utee Soccer Team Omar Jbaihi Fan – Head Soccer Coach – University of Toronto Mississauga

Raymond King Fan Temryss Lane Fa n- Reporter for Fox Soccer Channel Michael Leb offe F an John Lo coco Fa n- Owner - Soccerloco Soccer Stores Stephen Mar shall F an Clay Ma rtin Fa n- U.S. Navy Dermot McQu arrie Fan – Sr. Vice President, Asst. GM at Fox Soccer Channel / Fox Soccer Plus Edward Medie ros Fa n- Financial Services Brad Mil ler F an Thomas Muscarello Fan – Professor – DePaul University

Terron Resources LLC Tom Nickel Fa n – Owner – O’Brien’s Pub – San Diego Headquarters American Outlaws Alberto Ochoa Fan – Owner – Fullerton Rangers (NPSL Soccer Club) Deyan Pa ntich Fan – Engineer Brian L. Pe rez Fan – Presiden t/Founder – Del Rey City Soccer Club Giuseppe Pezzano Fan – Owner – OSA Socce r Academy – Affiliation; AC Fiorentina Jesus Rico-Sa nz Fan – Soccer C oach Jeremy Rish er Fan Francisco Rivera F an- US Navy/ Real Estate Investor David Romero Fan Gary Rossi Fa n- Youth/ High School S occer Coa ch Kim Tate F an-Owner- Kim Tate Sports Darian Thomas Fa n Nea l Thurman Fan Stephen Ud off F an- Real Estate Investor Eva and Bru no Valdez F ans- Manager; Apple Store Jerome W atson Fa n Soccer Coach

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