The document describes the MKM Opportunity Fund, which invests in small cap companies using a private equity strategy while maintaining liquidity as a public fund. It has achieved strong returns since inception in 2008 and invests in underserved small and micro-cap companies through direct deals. The fund is managed by experienced investment professionals and takes steps to both maximize upside through warrants while mitigating downside risk. It provides an example investment in Valley Forge Composite Technologies, a homeland security technology company.

1. Confidential
October 2011

2. MKM Opportunity Fund ( the “Fund”) has been formed to invest
in the small cap market using a private equity strategy but
adding the liquidity of public stocks.
 Small cap equity markets have had significant inefficiencies for years.
 The market need for financing is now even more underserved with
fewer than ever institutional investor options for smaller and micro
companies.
 Executive team with extensive experience as public company CEOs and
CFOs, portfolio management and investment banking.
 Full transparency based on public company investing
 Proven ability to realize gains through public market exits.

3. Returns
 4.83% net return for 2008 (beginning at inception in June 2008)
 55.08% net return for 2009
 40.32% net return for 2010
 5.73% through October 2011
Key Statistics
 Volatility: 21% (compared to 22% for the S&P 500 for the same period)
 Alpha (annualized since inception): 33%
 Beta: .19
 R-squared: .04
 Sharpe Ratio: 1.22 (compared to -0.16 for the S&P 500 for the same period)
Realized Gains
 $17 million of Shares Sold (more than 60% of the average portfolio value)
 70% Profit on Sales

4.  Investment Universe: Micro to small cap companies
seeking additional project or working capital
 Select fundamentally strong, fast growing, small
companies with proven track records for an equity
investment between $500,000 and $2 million
 Make private equity-style direct investments based on
substantial due diligence and direct negotiation with
companies
 Invest at low multiples and seek to capture “free upside
leverage” with substantial warrant coverage (usually 50% -
100% coverage)
 Work with management primarily to assist them in capital
markets, communicating story and navigating Wall Street

5. Fundamental Investing based on due diligence and structure
Invest for the Upside
 As part of investment, receive substantial warrant packages of various
maturities to vastly improve upside potential and provide future funding for
portfolio companies
 Make equity-centric investments to strengthen balance sheet and raise market
sentiment
 Provide for aligned incentives with the company and thus help the portfolio
companies realize full market potential
Protect downside
 Use fundamental analysis to assure that company is fiscally strong
 Structure investment to provide limited downside protection in the form of
structured investments (usually in the form of convertible notes or preferred
stock), anti-dilution protection and other protective covenants
 Purchase stock at a discount (usually 20%- 40%) of market in a privately
negotiated transaction
 Because of Regulation D rules, all investments are legally based on
full due diligence utilizing both public and non-public information

6. Better than open market fundamental stock-picking
 Ability to acquire stake at a discount to market price
 Additional upside can be gained through warrants
 Downside protected through anti-dilution protection and preferred
investment rights.
 Ability to perform deeper analysis and due diligence including access
to “non-public” information since deals are done directly with
company (stock not purchased in the open market)

7.  Shorter investment horizon – typical investment duration of 15
months
 Full transparency – by investing in public stocks, portfolio companies
are required to report all significant events.
 Monthly performance reporting – investors are informed of the
performance on a monthly basis since there is a public mark to use for
valuations.
 Ability to rely on publicly submitted financials – All significant events
needs to be publicized and are verified by certified auditors, securities
counsel and overseen by the SEC.
 Substantially greater liquidity – In the past 12 months, MKM has been
able to turn over more than 40% (in excess of $8 million) of its average
portfolio and to realize gains of more than 55% on the sales.
 Reduced risk from no leverage – As opposed to private equity, the
warrants and discount stock prices provide leveraged returns without
need for debt underpinning the investments

8. Asset Management Experience
 Managing Director Research and Investments at Vision Capital Advisors reporting directly to the
Portfolio Manager from Jan. 2006 to Dec. 2007
 Company generated positive returns for 24 consecutive months
 Participated in growth of assets under management from $12 million in January 2006 to $625
million in December 2007
 In November 2007, Vision raised $100 million, AIM listed, closed end fund for investing in China
and closed on 25 Chinese investments (all of which were listed on a US exchange)
 While at Vision, Vision won “Newcomer of the Year Award” by HFM Week.
Private Equity and Investment Banking Experience
 Managing Director with Morgan Joseph to help build a technology banking practice in 2001
 Vice President and co-head of telecommunications, corporate finance group for Gerard Klauer
Mattison (purchased by Bank of Montreal) (1992 – 1999)
Operating and Management Experience
 Co-founder and EVP of Millivision – a homeland security technology company that was
purchased by L-3 (2001-2003)
 CFO of eGlobe, Inc, - a NASDAQ listed company (2000 – 2001)
 Co-founder of Performance Technologies, a technology company purchased by Legent
Computers from 1987 to 1990
BS Electrical Engineering from Carnegie-Mellon University, MBA New York University

9. Anil Narang is a successful private equity investor and principal sponsor of
transactions which have included acquisitions, leveraged recapitalizations and
structured buyouts.
Asset Management Experience
 Principal sponsor, founder and senior executive of many middle-market companies. He has served in
the capacity of CEO, CFO and COO and his experience includes using primarily private and structured
equity as well as senior and mezzanine debt.
 Serves as a GP and trustee for a Family LP and Trust and therefore works with the Fund on a part time,
advisory basis.
Operating and Management Experience
 Co-founder Sheridan Square Entertainment (SSE) in 2003 where he was Chairman and CEO. SSE
acquired several leading independent labels in the USA including V2 North America and Artemis
Records. SSE was sold to BT Music Group in a private transaction in 2007.
 Prior to SSE his group acquired several magazine companies to create the Interlink Group, which he
grew from $20 million in revenues to $200 million in 3 years. Interlink was sold to Source-Interlink
(NASD:SORC) in 2000.
 Prior to Interlink co-founder and COO-President of Alliance Entertainment Corp (AEC). During his 5
year tenure completed 18 acquisitions and grew the business from $50 million in revenues to $750
million, with $50 million in EBITDA. The Company was listed on the NYSE and acquired by Wasserstein
Perella thru a control transaction in 1996.
BA in Economics from Colgate University and an MBA from New York University

10. Sean Robbie-Campbell is in charge of the initial evaluation and then due diligence of
all potential MKM new investments. His previous varied industries experience
includes:
Asset Management Experience
 Consultant on Deal Team for Vision Capital Partners. Helped develop European
transaction flow
 Acted as an independent broker helping several micro-cap companies access equity
capital – specializing in natural resources and consumer products.
Operating and Management Experience
 Provided initial funding using primarily private equity and structured equity.
 Founded, Acted as Board Member, Management, and/or In-House Legal Counsel at
companies in many different sectors and industries including: Biotech
(Pharmaceutical/Cosmetic/OTC), Technology (Internet/Software/Service Provider),
Construction (Development/Commercial Real Estate) and Retail
(Marketing/Sales/Distribution).
 He has served in the capacity of CEO or COO in over 6 public and private companies in the
last ten years.
Practiced Law in Business Litigation. California Bar Member. JD - University of Texas

11. Advisory Board plays an active role within the fund.
 The Advisory Board is charged with reviewing and updating:
 The Fund’s Ethics Policies
 The Fund’s Valuation Policies
 Macro consideration of Portfolio Results Deals Bi-Annually
Advisory Board Members:
 Andrew Malik – Chairman and Head of Capital Markets – Needham &
Company, Formerly Managing Director, Head of Capital Markets – Lehman
Brothers
 Joseph Pretlow – Managing Partner of JP Capital. Formerly a Managing
Director/Partner at Bain Capital
 Peter Coker, Jr. – Managing Partner of Pacific Advisors, an Asian-based
investment bank. Former President of Reuters, Asia.
 Steven Lefkowitz – Managing Partner of Wade Capital. Formerly a Vice
President in Corporate Finance at Drexel Burnham Lambert. Currently a
director of several public companies.

12. Sample Portfolio Investment:
Valley Forge Composite Technologies (VLYF)
Company Summary :
 State-of-the-art homeland security technology for contraband detection
 Developed in a joint venture between Valley Forge, Lawrence Livermore
Laboratories and Lebedev Research Laboratories in Russia
 Products for both screening people and cargo (including large shipping
containers) are in production
 In late stage contract negotiations with several countries including India
 Generated $20+ million in orders for 2009 with 20% net margins with
expectations of $100 million for 2010.
Investment Structure:
 Sr. Secured Convertible Note secured by all of the assets and technology of
company
 Convertible at a valuation of $12 million valuation
 100% warrant coverage
 Initial investment of $500,000 with an additional $500,000 investment after
achievement of certain milestones. Average purchase price of $0.21 per share.
 Sold 1.6 million shares of stock at average price of $1.66 per share for realized
gains of $2.25 million

13. Sample Portfolio Investment:
Echo Therapeutics (ECTE)
Company Summary :
 Created the first continuous, non-invasive glucose monitor
 Developed in conjunction with Dr. Bob Langer of MIT
 Platform technology has been expanded for the transdermal delivery of
medicines (e.g. topical lidocaine) and monitoring of other analytes
 Completed phase 2 testing for both glucose monitoring and transdermal
delivery of lidocaine. Finalizing of Phase 3 testing and final approval expected
in near term
 Strategic partnerships/distribution agreements with Ferndale Pharma and
Handok Pharma (largest pharmaceutical company in Korea).
Investment Structure:
 Initial investment of Sr. Secured Convertible Note secured by all of the assets
and technology of company with warrants
 Convertible at a valuation of $10 million valuation
 100% warrant coverage
 Currently own 1 million shares of stock at an average price of $0.90 per share
with an additional 1 million warrants.

14. Valuation Policy
Public Companies
 All convertible securities are valued on an as-converted basis. No value is given
to preference or other downside protection. Fund will not trade in portfolio
companies over the last 5 days of a month.
 Stock Price
 Free trading stock is valued at the closing bid price at the end of the month.
 Restricted securities are discounted based on the time until they become freely
tradable and on trading volume
 Warrants are valued using Black-Scholes values
 If restricted, stock price is discounted in accordance with discounts for restricted
stock
 Volatility is capped at 100%
 “Time value” on securities tradable under Rule 144 or a valid registration statement
are discounted approximately 75% with further discounts for lack of trading volume
 “Time value” on securities that are restricted are discounted approximately 87%
with additional discounts for lack of trading volume
Private Investments
 Non-publicly traded securities are held at cost until an exit, a public quotation
or a material event (usually a follow-on financing) occurs

15. Fund Structure and Summary of Terms
Minimum Investment $500,000 by qualified investors
Subscriptions Monthly
Redemptions 18 month lock-up then quarterly thereafter with 180
day written notice
Fees 2% management fee and 20% incentive fee
Investor reporting Monthly reports (initial estimates within 4 business
days from month end), quarterly updates and annual
audited financials
Legal Greenberg Trauig, and Ogier (Cayman)
Auditor Rothstein Kass, LLC
Administrator SS&C Technologies, Inc.
Prime Broker Merrill Lynch (a division of Bank of America)

16. Disclaimer
THIS PRESENTATION SHALL NOT CONSTITUTE AN OFFER TO SELL OR THE SOLICITATION OF ANY OFFER TO BUY
WHICH MAY ONLY BE MADE AT THE TIME A QUALIFIED OFFEREE RECEIVES A CONFIDENTIAL PRIVATE OFFERING
MEMORANDUM (“CPOM”) DESCRIBING THE OFFERING AND RELATED SUBSCRIPTION AGREEMENT AND IN THE
CASE OF ANY INCONSISTENCY BETWEEN THE DESCRIPTIONS OR TERMS IN THIS PRESENTATION AND THE CPOM,
THE CPOM SHALL CONTROL. THESE SECURITIES SHALL NOT BE OFFERED OR SOLD IN ANY JURISDICTION IN
WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL UNTIL THE REQUIREMENTS OF THE LAWS OF
SUCH JURISDICTION HAVE BEEN SATISFIED. WHILE ALL INFORMATION PREPARED IN THIS PRESENTATION IS
BELIEVE TO BE ACCURATE, MKM CAPITAL ADVISORS MAKES NO EXPRESS WARRANTY AS TO THE COMPLETENESS
OR ACCURACY NOR CAN IT ACCEPT RESPONSIBILITY FOR ERRORS APPEARING IN THIS PRESENTATION. ANY
PROJECTIONS, MARKET OUTLOOKS OR ESTIMATES IN THIS PRESENTATION ARE FORWARD-LOOKING STATEMENTS
AND ARE BASED UPON CERTAIN ASSUMPTIONS. OTHER EVENTS WHICH WERE NOT TAKEN INTO ACCOUNT MAY
OCCUR AND MAY SIGNIFICANTLY AFFECT THE RETURNS OR PERFORMANCE OF THE FUND. ANY PROJECTIONS,
OUTLOOKS OR ASSUMPTIONS SHOULD NOT BE CONSTRUED TO BE INDICATIVE OF THE ACTUAL EVENTS WHICH
WILL OCCUR. THIS PRESENTATION IS NOT INTENDED FOR PUBLIC USE OR DISTRIBUTION.