THIS PRESENTATION CONTAINS INFORMATION WHICH HAS BEEN PROVIDED BY A NUMBER OF SOURCES, INCLUDING CERTAIN MEMBERS OF RIVER ROCK FILMS (“RIVER ROCK”). THE INFORMATION CONTAINED HEREIN HAS NOT BEEN INDEPENDENTLY VERIFIED AND NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, IS MADE BY RIVER ROCK OR HOLLYWOOD FINANCIAL, LLC (“HOLLYWOOD”) AS TO THE ACCURACY OR COMPLETENESS OF SUCH INFORMATION OR ANY OTHER INFORMATION TO BE MADE AVAILABLE TO ANY PROSPECTIVE INVESTOR. IN ADDITION, THE RESULTS OF CERTAIN FINANCIAL MODELS ARE CONTAINED HEREIN. FORWARD LOOKING DATA, SUCH AS THE RESULTS OF THE FINANCIAL MODELS, ARE INHERENTLY UNCERTAIN, AND NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, IS MADE BY RIVER ROCK WITH RESPECT TO SUCH MODELS OR THE ASSUMPTIONS, HYPOTHETICAL RESULTS, ESTIMATES, HYPOTHETICAL PERFORMANCE ANALYSIS OR OTHER FINANCIAL INFORMATION CONTAINED IN SUCH MODELS. ACTUAL RESULTS MAY VARY MATERIALLY FROM THE HYPOTHETICAL RESULTS CONTAINED HEREIN. ASSUMPTIONS INVOLVE SIGNIFICANT ELEMENTS OF SUBJECTIVE JUDGMENTS AND ANALYSES AND CHANGES THERETO AND/OR CONSIDERATION OF DIFFERENT OR ADDITIONAL FACTORS COULD HAVE A MATERIAL IMPACT ON THE RESULTS INDICATED. EACH RECIPIENT HEREOF MUST MAKE ITS OWN EVALUATION OF SUCH FINANCIAL MODELS (INCLUDING THE ASSUMPTIONS ON WHICH THEY ARE BASED). RIVER ROCK DOES NOT ASSUME ANY RESPONSIBILITY FOR THE ACCURACY OR VALIDITY OF SUCH FINANCIAL MODELS OR THE ASSUMPTIONS, HYPOTHETICAL RESULTS, ESTIMATES, HYPOTHETICAL PERFORMANCE ANALYSIS OR ANY OTHER FINANCIAL INFORMATION CONTAINED IN SUCH MODELS. NOTHING CONTAINED HEREIN SHALL CONSTITUTE ANY REPRESENTATION OR WARRANTY AS TO FUTURE PERFORMANCE. RIVER ROCK DOES NOT EXPECT TO UPDATE OR OTHERWISE REVISE THE INFORMATION CONTAINED HEREIN. BY ACCEPTING THIS INVESTOR PRESENTATION, THE RECIPIENT AGREES THAT RIVER ROCK SHALL ASSUME NO LIABILITY FOR ANY INFORMATION CONTAINED HEREIN OR ANY OTHER INFORMATION TO BE MADE AVAILABLE TO THE RECIPIENT BY OR ON BEHALF OF RIVER ROCK IN THE COURSE OF THE RECIPIENT’S EVALUATION OF AN INVESTMENT IN THE TRANSACTION. THIS PRESENTATION IS FOR INFORMATIONAL PURPOSES ONLY AND IS BEING FURNISHED ON A CONFIDENTIAL BASIS TO A LIMITED NUMBER OF ELIGIBLE INVESTORS. THE INFORMATION AND DATA IN THIS INVESTOR PRESENTATION DO NOT PURPORT TO BE ALL-INCLUSIVE OR TO CONTAIN ALL OF THE INFORMATION AND DATA THAT A PROSPECTIVE INVESTOR MAY DEEM MATERIAL TO ITS DECISION TO INVEST IN THE TRANSACTION. ACCORDINGLY, PROSPECTIVE INVESTORS SHOULD CONDUCT THEIR OWN INDEPENDENT INVESTIGATION AND ANALYSIS OF AN INVESTMENT IN THE TRANSACTION AND THE INFORMATION AND DATA SET FORTH HEREIN. THIS PRESENTATION IS NOT AN OFFER TO SELL, OR A SOLICITATION OF AN OFFER TO BUY ANY SECURITY. RIVER ROCK MAKES NO REPRESENTATION WITH RESPECT TO A POTENTIAL INVESTOR’S REGULATORY OR ACCOUNTING TREATMENT. INVESTORS MUST RELY UPON THEIR OWN EXAMINATION OF THE TERMS OF THE TRANSACTION AND UPON HIS OR HER OWN REPRESENTATIVES AND PROFESSIONAL ADVISORS, INCLUDING LEGAL COUNSEL AND ACCOUNTANTS AS TO THE REGULATORY AND ACCOUNTING TREATMENT, SUITABILITY FOR SUCH INVESTOR, AND OTHER ASPECTS OF AN INVESTMENT IN THE TRANSACTION. PAST PERFORMANCE IS NOT INDICATIVE OF FUTURE RESULTS. ANY INFORMATION HEREIN REGARDING OTHER TRANSACTIONS IS FROM A DIFFERENT TIME PERIOD AND HAS UNIQUE CHARACTERISTICS. SUCH INFORMATION IS NOT INDICATIVE OF THE CHARACTERISTICS OR PERFORMANCE OF THE CURRENT TRANSACTION. THE ANALYSES CONTAINED HEREIN PRESENTS HYPOTHETICAL RESULTS WHICH MAY NOT BE ATTAINABLE. THE INFORMATION CONTAINED HEREIN IS CONFIDENTIAL AND MAY NOT BE DIVULGED TO ANY PERSON OR ENTITY OR REPRODUCED, DISSEMINATED OR DISCLOSED IN WHOLE OR IN PART. SHOULD THE RECIPIENT DECLINE TO INVEST IN THE TRANSACTION, IT SHALL RETURN THIS INVESTOR PRESENTATION AND ANY OTHER MATERIALS SUPPLIED BY RIVER ROCK AS SOON AS POSSIBLE AND, IN ANY OTHER EVENT, UPON REQUEST, DESTROY ALL COPIES AND EXTRACTS, AND DELETE ALL COMPUTER FILES. 2 2 I. Executive Summary 5 II. Executive Team 12 III. The Opportunity / Industry Summary 22 IV. Development 31 V. Films & Productions 36 VI. Additional Projects 50 4 4 River Rock Films (“River Rock”) is a newly created media company started by seasoned professionals to exploit current favorable conditions in entertainment and thereby generate outsized returns Our business plan is based on several key factors: . Filmed entertainment is capital intensive but production capital remains scarce due to current economic conditions . Studios are concentrating their limited capital on high risk / high reward franchise films but need to continue distributing high quality, third-party films to fill-out their release schedules . Top projects from established producers and directors get crowded out from the studio system; backlog of high quality films are now available for production by River Rock . Entry point is attractive for investors given the lack of available capital: talent costs are lower, distribution economics are more favorable, films are increasingly more global in reach, and the digital opportunity is substantial . Applying a systematic, diversified, and conservative approach to investing in River Rock projects can generate significant returns River Rock is raising $100 million to create, produce and distribute a portfolio of films over 5 years: . River Rock has internally developed and can acquire top projects to produce by partnering with top level talent agents, and established producers, directors . We can leverage our relationships for distribution of River Rock productions . We plan to preserve and diversify capital through co-financing and/or pre-selling foreign rights . A film portfolio can generate cash flow into perpetuity . The plan is highly scalable as a business model By combining management’s experience in producing film and entertainment properties, our relationship with top industry participants, and access to top projects, River Rock is positioned to prosper in this new industry paradigm 5 5 INVESTOR INVESTOR INVESTOR REPORTS FUNDS PROFITS TO TO RIVER ROCK FILMS FILM DEVELOPMENT AND PRODUCTION DISTRIBUTION AND NEW MEDIA • Develops IP and Scripts • Distribution of River Rock Productions • Acquires IP/Scripts/Rights • Music Videos, Gaming, • Produces film & television content • Online content & Soundtracks PARTNERS AND DEAL FLOW DISTRIBUTION PARTNERS ICM$ UTA$ WME$ CAA$ LG/FOX/SONY$ OPEN$ROAD$ NETFLIX$ iTUNES$ A B C D A B C D 6 6 Secures Investors Determines investment policy and strategy Approves acquisitions, dispositions, and financings Manages investor relations, communications and financial reporting Develops Film and TV productions Produces Film, TV and New Media Content Distributes River Rock Productions 7 7 • River Rock Films seeks total capital commitments of $100 million. • Two Types of investments – Class I: $250,000 Unit - Debt Based Convertible Note – 2 Year Commitment with no profit participation – Class II: $500,000 Unit - Debt Based Convertible Note – 5 Year Commitment with profit participation • River Rock Films will focus on the following activities: – Invest in Development, Production, Distribution and Technology used by and for Entertainment Properties to include Feature Film and TV. We intend to finance, produce, market and distribute a slate of independent film(s) (the “Films”) in innovative methods that takes advantage of leading edge developments in film production, financing, and distribution. – Strategically diversify allocating not more than 20% of the total capital in production or distribution costs to any single investment. – Employ purchase options, completion bonds, tax credits, deferrals and leverage budgets to reduce risk to invested capital. 8 8 Capital The Company is targeting $100 million in capital Commitments: commitments. Commitment 2 or 5 years following final closing Period: Terms: 8% per annum interest paid at close of commitment period Extensions: 3 One-year extension upon approval of management Investment California Limited Partnership Structure: Distributions: Class I: 100% to Investors until a 8% compounded annual preferred return. Class II: 100% to Investors until a return of total capital commitment to each investment; then 50% to Investors & 50% to the Company. Distributions are reinvested during commitment period. After the commitment period, profits are distributed as they are realized and paid quarterly. 9 9 River Rock Films has a deep pipeline of first-class studio-quality projects for production, which are developed in house or sourced from its top-level relationships with the following agencies / managers: Talent and Literary Agencies / Managers and Entertainment Law Firms 10 10 Son of director Jack Bunch, Paul grew up in the entertainment industry under the tutelage of a well-respected man who touted, above all else, creative freedom. This has had a lasting effect on Paul and has driven him to write and direct unique film projects that represent his own brand of comedy. Paul has worked in the industry for fifteen years. He studied acting under Howard Fine, finishing in his Master Class. Paul was a member of the Groundlings for 3 years writing and performing in the Sunday Company. He has written many screenplays and has directed several films. As Executive Producer, he just completed a feature with Bradley Cooper, Dax Sheppard and Kristen Bell. (Hit and Run) and is finishing a project with Paul Bunch Terrence Howard and Anita Briem (Pranksters). President He has worked with Producers such as Andre Panay (The Wedding Crashers), Mark Canton (300, Fame) and Julio Caro (The Cell, El Cantante). This