The document summarizes an online exchange called OneMarket that aims to disrupt the $17 billion container shipping industry. OneMarket will be the first cloud-based exchange that allows freight forwarders and shippers to trade ocean container space online. Currently, trading in this industry is done over phone, email and fax. OneMarket is being developed in partnership with Nasdaq and has the potential to recover $17 billion in lost revenues for the industry by improving utilization rates and transaction efficiency.

1. ONEMARKET
The Exchange for Container Shipping
September 10, 2015
Disruptive technology in a $17 billion industry
Jointly building the world’s 1st exchange with Nasdaq
“This will have a massive effect on our industry.”
Powered by Nasdaq

2. ONEMARKET
• World’s 1st cloud exchange for freight forwarders &
shippers to trade ocean container space
• Forwarding business currently run on a fax machine with
trading done with phone & email
• Forwarders can recover $17 billion in lost revenues
• Industry disruptive technology
• Technology partner: Nasdaq OMX Group, Inc.
• 60% operating margins equivalent to other commodities
exchanges
2CONFIDENTIAL
Elevator Pitch

3. ONEMARKET
• Milestones
o Software architecting & system design completed
o Provisional patent filed April 2014
o TradeRunner trademark search & applied May 2014
o Proven, world-class trading platform (Nasdaq)
o Minimal Viable Product requires 12 months to program
• Target market testimonials/response
o “Freight forwarders are hungry for this”
o “This will have a massive effect on our industry.”
o “The timing for something like this perfect.”
o “We would benefit tremendously from its implementation.”
3CONFIDENTIAL
Traction

4. • Initial Target markets Provide online exchange for the
cubic meters of space inside containers transported on
sea-going container ships and trucking
• $13 billion in potential trading fees (sea shipping only)
o Less than container load (LCL): $5.4 billion
o Full container load (FCL): $7.6 billion
• Target market customers
o Primarily LCL, with natural spillover markets like FCL, trucking, & rail
o Specialized US freight forwarders known as NVOCCs that control
the supply of containers and drive rates & practices down to the
rest of the forwarder market
o The top 50 NVOCCs have 83% market share; OneMarket is
targeting #51 – #100 (“the bottom 50”)
4CONFIDENTIAL
Market OpportunityONEMARKET

5. • LCL Containers ship 20-40% empty!
o Industry target space utilization = 83%
o Actual average utilization = 67%
• Costly credit checks & collections problems
o Most buyers—40,000 forwarders in China—require credit checks
o Common for collections to take up to 6 months
• Spot shipping prices/quotes difficult to get
o No centralized online source, but thousands
o Commonly takes days to get a shipping quote
• 20% of shipments have documentation issues due to
manual paper processing & fax technology
5CONFIDENTIAL
LCL Industry Pain PointsONEMARKET

6. • Fill empty space in containers
o Use phone & email, but can’t reach enough buyers fast enough
o $17 billion in lost revenue is the cost of doing business
• Credit & collections
o Credit checks too costly & lengthy, so seller refuses their business
o Forwarders have large staffs to manage collections
• Providing quotes
o Each forwarder has a proprietary request for quote Web page
o Historical rates locked in walled gardens
• Documentation errors
o Remains a labor-intensive process
o Industry widely accepts error costs as the cost of doing business
6CONFIDENTIAL
Current SolutionsONEMARKET

7. • Container empty space ► Use online exchange
o Instantaneously reach 1,000s of buyers
o Allows buyers to bid for space
• Credit & collections ► Solved with a clearinghouse
o Guarantees on-time payments in full
• Providing quotes ► Digital ‘open-outcry’ trading platform
o Instant spot prices
o Historical prices easily accessible with ‘big data’ mining
• Documentation errors ► Digitize documents
o Platform transitions forwarders from analog to digital technology
o Reduce redundant back-office labor
7CONFIDENTIAL
Value PropositionONEMARKET

8. Commission Fees
20' Standard
Container
40' Standard
Container
40' High Cube
Container Total
Forwarder LCL Revenue Potential $1,196 $2,436 $2,746
Industry Average Capacity Utilization 67% 67% 67%
Average Revenue $807 $1,644 $1,853
Traded Using OneMarket 75% 75% 75%
Commisionable Revenue $605 $1,233 $1,390
OneMarket Commission Rate: Seller 10% 10% 10%
OneMarket Commission Fee $61 $123 $139
Transactions Fees
OneMarket Transaction Fee: Buyer $9.95 $9.95 $9.95
OneMarket Transaction Fee: Seller 9.95 9.95 9.95
Total per Trade $19.90 $19.90 $19.90
Average Trades per Container 2.00 5.00 5.00
OneMarket Transaction Fee $40 $100 $100
Total Trading Fees
Per LCL Container $100 $223 $238
Annual Containers Average Customer 2,941 1,307 1,797 6,045
Total Annual Trading Fees $294,952 $291,167 $428,547 $1,014,667
8CONFIDENTIAL
LCL Revenue Model
Blue numbers are key modeling assumptions
• Average annual LCL trading fees per customer = $1 million
ONEMARKET

9. • Average LCL customer
o 6,000 containers = 18,300 TEUs†
o 3 ramp-ups to steady-state
– Space traded in each container
– Trades per container
– Total containers traded
o Container volume traded = 51%
• Global market
o Total global port traffic growth
o 2014: 684 million in 2014 = 102 million LCLs
o 2017: 800 million 2017 = 120 million LCLs
o 40’ High Cube containers—the highest revenue containers modeled—
currently exceed 50% of the market (but no recent publicly available
share data on the other types)
9CONFIDENTIAL
LCL Unit Metrics
† Data in 20’ equivalent units (TEUs) from World Bank & Hofstra University, 2011 (20’ standard container = 1 TEU, each of the 40’
containers = 2 TEUs)
ONEMARKET
By Container Load Type Containers Share
LCL 97,664,792 15%
FCL 488,323,962 75%
Empties 65,109,862 10%
Total 651,098,616 100%
Target Market
LCL By Container Type Containers Share Share
20' Standard 26,369,494 27% 32%
40' Standard 23,439,550 24% 29%
40' High Cube 32,229,381 33% 39%
Total Target Market 82,038,426 84% 100%
Other Container Types 15,626,367 16% --
Grand Total 97,664,792 100% --
Target Market
Global Container Port Traffic (inbound & outbound trips)

10. • Targeting “bottom 50” NVOCC customers over 5 years
o Bottom 50 of top 100 are most approachable & hungry
o Already have hi-level dialogs with 12
o Close 1 NVOCC customer a quarter via product evangelists
o Build out regional sales teams tail of year 2 and into year 3
– Helmed by industry insiders
– Emphasis on Asian traffic
• Natural spillover markets
o Full-Container-Loads (75% of the container market)
o US Trucking: $130 billion in industry revenues
o US Rail: $79.5 billion in industry revenues
o Foreign-based trade markets (US is 12% of the global LCL market),
forward contracts, derivatives contracts, insurance services, foreign
exchange, logistics, margin trading, data mining & reports
• Forecast 5.4% CAGR in industry growth (est. 2015 – 2017)
10CONFIDENTIAL
Marketing & GrowthONEMARKET

11. • Martin Duvander, CEO (founder)
o Nearly a decade in banking
– Back-office ops in settlements, payments (Merrill Lynch London)
– Headed Treasury, managed foreign exchange trading & clearing (Habibson’s Bank)
– Spot foreign exchange trader (D.I.C. London)
o Nearly a decade in software: Co-founded Mojo Software (SaaS to automate
workforce hours for both US & European companies)
• Lawrence Heltzer, CFO (founder)
o 20 years’ experience developing and directing strategic planning and
financial analysis projects for private equity portfolio companies
o Norwest Venture Partners, Enterprise Partners Venture Capital, among others
• Ariffin Yahaya, Technical Advisor
o 14 years’ experience leading tech teams and building software solutions for
Internet search, deals, shopping and cloud computing. PhD in monetizing
computer networks.
o Yahoo! Inc., Geniosys, University of California
• Advisory Board has 70+ years’ industry experience
11CONFIDENTIAL
TeamONEMARKET

12. * Average daily trades to break-even: 161 ― occurs month 16
12CONFIDENTIAL
FinancialsONEMARKET
Income Statement ($000s)
Revenues
Trading Fees
Sea $26.8 64.7% $5,519.7 93.8% $16,723.1 94.6% $33,788.9 94.5% $62,972.4 94.4%
Intermodal/Drayage Trucking 6.5 15.6% 143.8 2.4% 353.4 2.0% 716.1 2.0% 1,346.0 2.0%
Non-Intermodal Trucking 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
Rail 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
Air 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
Total Trading Fees $33.3 80.3% $5,663.5 96.2% $17,076.5 96.6% $34,505.0 96.5% $64,318.4 96.5%
Clearing Operations 0.2 0.4% 50.8 0.9% 188.3 1.1% 424.4 1.2% 822.7 1.2%
Terminal Subscriptions 7.8 18.8% 121.6 2.1% 223.6 1.3% 402.8 1.1% 717.6 1.1%
Total Revenues $41.4 100.0% $5,886.7 100.0% $17,676.8 100.0% $35,756.6 100.0% $66,681.3 100.0%
Cost of Services Sold 119.3 288.1% 1,216.3 20.7% 2,313.1 13.1% 4,055.8 11.3% 6,768.4 10.2%
Gross Profit ($77.9) -188.1% $4,670.4 79.3% $15,363.7 86.9% $31,700.8 88.7% $59,913.0 89.8%
Research & Development 1,046.6 2527.2% 112.4 1.9% 112.3 0.6% 262.7 0.7% 273.9 0.4%
Sales & Marketing 136.7 330.0% 2,036.1 34.6% 4,398.4 24.9% 8,431.2 23.6% 13,364.8 20.0%
Other General & Administrative 645.1 1557.7% 1,061.3 18.0% 2,452.0 13.9% 2,863.9 8.0% 3,201.5 4.8%
Operating Income ($1,906.3) -4603.0% $1,460.6 24.8% $8,401.0 47.5% $20,143.0 56.3% $43,072.9 64.6%
Less: Taxes & Other (4.1) -9.8% 667.1 11.3% 3,444.2 19.5% 8,232.4 23.0% 17,605.6 26.4%
Net Income ($1,902.2) -4593.2% $793.4 13.5% $4,956.8 28.0% $11,910.6 33.3% $25,467.3 38.2%
Performance
Trades (annually) 859 117,361 346,003 691,362 1,283,587
Trades (daily average)* 3 451 1,331 2,659 4,937
FTEs 8 18 38 49 66
NVOCCs 6 10 18 32 57
Drayage Companies 3 7 13 23 42
TEUs 1,300 86,623 278,635 605,036 1,156,174
Containers 859 57,233 184,098 399,756 763,901
Target Market Share
Sea LCL 0.00% 0.10% 0.25% 0.44% 0.79%
Sea FCL 0.00% 0.02% 0.08% 0.19% 0.37%
Itermodal/Drayage Trucking 0.00% 0.02% 0.04% 0.09% 0.16%
Year 1 Year 2 Year 3 Year 4 Year 5

13. 8 competitors worldwide
• None offer the services of a modern exchange
• None guarantees payment
• None are material competitive threats over the near-term
• Most only target domestic trucking
• All are proving strong market demand for the ONEMARKET solution
• Nasdaq’s proven technology is at least 5 generations ahead
1. CargoHound: Launched July 2015; Australia import/export only
2. Cargomatic: US trucking only; hit 100 trades/day within 5 months
3. ComFreight: Launched in 2011; US trucking only
4. DAT Solutions: US trucking only; owned by Roper (sym: ROP)
5. Haven: Web-based ‘job’ board for ocean shipping
6. Keychain Logistics: US trucking only
7. Shipstr: Launches in Q4 2015; will serve only one trade lane
8. uShip: App that serves truckers in 19 countries
13CONFIDENTIAL
CompetitionONEMARKET

14. • Capital required: $3,000,000
• Terms
o Series A Preferred Stock
o Converts to common in 36 months
• Timing of capital raise: Between
proof of efficacy & beta
• Cash reserves: 9 months
14CONFIDENTIAL
Investment
Use of Funds ($000s)
ONEMARKET
Cost of Services Sold $421 14%
Research & Development 1,047 35%
Marketing & Sales 506 17%
IT & Office PP&E 154 5%
Management Salaries 359 12%
Legal 56 2%
Accounting, Tax & Audit 30 1%
Rent & Utilities 90 3%
Lease Deposits 12 0%
Other G&A 188 6%
Working Capital 100 3%
Taxes 2 0%
Subtotal $2,965 99%
Offering Expenses 35 1%
Total Uses of Funds $3,000 100%