Catalyst Brands is a strategic advisory firm that helps emerging consumer product and retail brands with business positioning, fundraising, strategic growth initiatives, and operational support. They have experience advising brands across various sectors such as health/wellness, beauty, food/beverage, apparel, and retail. Some of their case studies include helping brands like RuMe Bags raise venture capital funding, expanding Mattingly Sports' product lines and distribution, and advising Weatherproof on acquisition opportunities.

1. Fueling Growth For Emerging Brands

2. Cat•a•lyst: noun A force that provokes significant change through energy and action

3. DOMINIC RISPOLI, Managing Partner. New York Senior executive with over 20 years experience in corporate finance, capital raising and mergers & acquisition strategy. Over $8 billion in equity capital and M&A for global consumer product and specialty retail companies EXPERIENCE Barclays Capital, Group Head - Retailing Group Lehman Brothers, Managing Director, Global CP & Retailing Group JPMorgan Chase, Associate, Structured Finance OTHER MBA, Kellogg Graduate School of Management Boards: GVG Capital, Duchess Marden, Ridgefield Academy Married with 2 children; enjoys biking, travel and entrepreneurship who we are

4. J. RICK CUSICK, Managing Partner. San Francisco Senior executive with over 25 years of experience in branding, product development, merchandising, marketing and strategic planning for high-growth, global branded consumer products and retailing companies EXPERIENCE Zoom Retail Systems, EVP LVMH (DFS), SVP Merchandising, Planning and Distribution Bon Ton Stores, SVP & GMM May Department Stores, DVP & DMM OTHER Boards: Duchess Marden, Regent Pacific Married with 2 children; enjoys biking, sports, writing and music who we are

5. It ’s 2007: Two brilliant, energetic consumer products pro ’ s identify the opportunity to help young, innovative brands find their necessary footing. Early 2009: Convinced of a impending changing of the guard in the brand world and an even greater shift in consumer wants, they decide the time has never been better for emerging brands to make their mark…. … .Enter Catalyst Brands the story

6. BUSINESS POSITIONING Provide business positioning services to high growth clients: Business planning Growth assessment Financial evaluation Executive summary Investor presentation Financial model FUNDRAISING ADVISORY Advise and position the company to raise capital or sell a stake by creating: Investor presentation Executive summary Financial model Target investor list Valuation analysis Structure guidance STRATEGIC ADVISORY Advise on effective expansion strategies for financial strength: Create and execute growth thesis Partnerships with strategic partners Joint Ventures Mergers & Acquisition OPERATIONAL ADVISORY Provide strategic management advice and execution: Brand positioning Pricing strategy Licensing Distribution strategy Marketing plan Financial controls what we do

7. partner profile SECTORS Health & Wellness Beauty Baby & Kids Food & Beverage Fitness & Sporting Goods Apparel & Accessories Pets Specialty Retail Direct to Consumer SUCCESS POINTS Product & vision defined Brand traction established Strong consumer adoption First phase distribution underway Profitable or path to profitability demonstrated SIZE Revenues between $1mm and $25mm Strong gross profit model Initial level of scale Potential to be at least $25mm to $100mm in 3-5 years CHARACTERISITCS Innovative, interesting ‘reason to be’ Genuine point of difference to competition Significant opportunity to gain large market share Passionate Founder / Management

8. our experience – consumer products

9. our experience - retail

10. case studies

11. strategic & funding advisor RUME BAGS OBJECTIVES Position the company for capital raising Strategically evaluate and expand distribution CATALYST DELIVERABLES Evaluate business model & productivity Facilitate new retail partner introductions Create compelling investor presentations Develop fully integrated financial model Create comprehensive potential investor list Develop valuation and security structure Organize effective fund raising process RESULTS: Built out integrated 5 year financial model, demonstrating unique growth opportunity Expanded distribution into on line channels Catalyst completed successful VC funding, closed November 2010 RuMe Bags is a designer and wholesaler of compactible, eco-friendly bags and other storage solutions. The Company ’s products are fashionable, functional & affordable. RuMe Bags are distributed through specialty stores, The Container Store, and online.

12. business development advisor MATTINGLY OBJECTIVES Add complementary product extensions Expand equity capital base to support growth CATALYST DELIVERABLES JV partner for new youth brand -- providing design innovations, retailer introductions and financial analysis Created a compelling investor package, including presentations and financial models Organized the fund raising process RESULTS TO DATE Created new branding message and graphic design approach Developed new product assortment, targeting the untapped youth player market Organization and introduction to 50+ high quality investors Mattingly Sports is a leading baseball and softball equipment company. The Company is an innovator in baseball bat handle technology through its patented VGRIP handle. Mattingly has extended its line to include batting gloves, bags, fielding gloves and training aids Its products are sold in leading retailers including Dick ’s Sporting Goods, The Sports Authority and Modell ’s as well as online.

13. distribution expansion & funding advisor DUCHESS MARDEN OBJECTIVES Evaluation of business model and distribution Expand equity capital base to support growth General strategic management advice & guidance CATALYST DELIVERABLES Analysis of existing distribution productivity Develop distribution expansion plan Create an integrated financial plan Create compelling investor package, including presentations and financial models RESULTS TO DATE Developed integrated 5 year financial model Built out 5 year distribution roadmap, demonstrating brand upside, opened key specialty retail account Negotiated and opened international channel Catalyst completed successful Angel funding, closed August 2010 Duchess Marden is a high-growth, eco-prestige natural and organic skincare brand. The Company ’s products are based upon the therapeutic qualities of rose water and are packaged in beautiful, striking packaging. The line is sold in boutiques, apothecaries and green grocers such as Whole Foods.

14. Weatherproof is a leading designer and wholesaler of fashion and performance outerwear, sweaters and other apparel and accessories. The Company sells its products through leading department and specialty stores. In addition, the Company has a division called MV Sports, which provides customized apparel and accessories to the college bookstore, resort and corporate promotions markets. WEATHERPROOF OBJECTIVES Add complementary product extensions Evaluate acquisitions that meet expansion criteria CATALYST DELIVERABLES Evaluate acquisition candidates across a number of sectors Provide “pros”/”cons” analysis of target Conduct due diligence on any viable targets Provide all valuation and financial analysis Assist in purchase price negotiation strategy RESULTS Developed initial acquisition presentation package Played lead role in negotiations Engagement still active m&a expansion strategy advisor

15. new channel & product strategy DELIVERY AGENT OBJECTIVES Assess viability and build model for launch of on line private sale business Study competitive landscape, size market and identify build or buy strategy CATALYST DELIVERABLES Develop long term business model Launch site and establish beta data points Develop creative look and feel, user interface and IA Secure high quality brand partners for participation Create a fully integrated financial model Assist in negotiation of acquisition of competitive site RESULTS Successful acquisition of competitive site, with data base and in house production and established logistics capabilities Named the #1 Privately Held Media Company by Inc. Magazine, Delivery Agent is the leader in next generation commerce solutions for the world ’s biggest brands. Delivery Agent powers a new breed of commerce through web, mobile and interactive television platforms, Delivery Agent has created a new playing field from which entertainment partners such as Discovery, HBO, NBC and UFC can expand their commerce reach to millions of new consumers around the globe.

16. DOMINIC RISPOLI Managing Partner New York Tel: 646.427.5791 [email_address] J. RICK CUSICK Managing Partner San Francisco Tel: 415.302.2111 [email_address]