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Video Commerce Group Limited (UK) August 2021. Entertainment Commerce.

Video Commerce Group Limited (UK) August 2021

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Video Commerce Group Limited (UK)August 2021.

Entertainment Commerce.

DISCLAIMERThe information contained in this presentation (the “Presentation”) is being provided on a confidential basis for informational and discussion purposes only. The information set forth hereindoes not purport to be complete or all information that a recipient would deem relevant in analyzing the Company. The information contained herein must be treated in a confidential mannerand may not be reproduced, used or disclosed, in whole or in part, without the prior written consent of Video Commerce Group Limited (together with its affiliates, the “Company”). Disclosure topersons other than the recipient and its representatives, who themselves are bound by confidentiality restrictions, is prohibited.

This presentation is not, and under no circumstances is to be construed as, a prospectus, offering memorandum, or advertisement or a public offering of securities. Offers to sell, or thesolicitations of offers to buy, any security can only be made through official offering documents that contain important information about risks, fees and expenses. You should conduct yourown due diligence, not rely on the financial assumptions or estimates displayed in this presentation, and are encouraged to consult with a financial advisor, attorney, accountant, and any otherprofessional that can help you understand and assess the risks associated with any investment opportunity. The investment opportunities discussed in this presentation are prospectus exemptofferings of securities that are not publicly traded, are subject to holding period requirements, and are intended for investors who do not need a liquid investment. Resale of the securitiesdiscussed will be subject to restrictions under applicable securities laws. No securities commission or similar regulatory authority has recommended or approved any investment or theaccuracy or completeness of any of the information or materials provided by the Company. Investors must be able to afford the loss of their entire investment.

Certain information contained in this presentation constitutes “forward-looking statements,” which can be identified by the use of forward-looking terminology such as “may,” “will,” “should,”“expect,” “anticipate,” “target,” “project,” “estimate,” “intend,” “outlook”, “continue” or “believe,” or the negatives thereof or other variations thereon or comparable terminology. Forward-looking statements are necessarily based upon a number of estimates and assumptions that, while considered reasonable by management, are inherently subject to significant business,economic and competitive uncertainties and contingencies. Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual financialresults, performance or achievements to be materially different from the estimated future results, performance or achievements expressed or implied by those forward-looking statementsand the forward-looking statements are not guarantees of future performance. Except as required by law, the Company disclaims any obligation to update or revise any forward-lookingstatements, whether as a result of new information, events or otherwise. No forward-looking statement or projections can be guaranteed. Accordingly, you should not place undue reliance onany forward-looking statements or information. There can be no assurance that any valuations provided are accurate or in agreement with market or industry valuations.

Certain information contained herein has been secured from third party sources believed to be reliable, but the Company makes no representations or warranties as to the accuracy of suchinformation and accept no liability therefor.

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WHY WE STARTED

Attention is overpriced

1

Amazon is a place to transact, not be

entertained

2

Influencers transitioning to

retailers

3

The TV has been replaced

4

China’s live stream economy

5

3

OOOO: TSXV

THE CLASSIC RETAIL MODEL IS OUTDATED

Real estate, employees, ad

networks, shopping channels push up costs and erode

margins.

4

Social Commerce in China makes up

11.6%of retail e-commerce sales, worth

$186 bln

IN CHINA, LIVE STREAMING IS

ALREADY A PROFESSION

Source: Jing Daily, 2020

5

OOOOO is a network of channels starring real people, where everything you see is shoppable.

WHAT IS OOOOO? 6

MULTIPLE REVENUE STREAMS

Wholesale

UK Jobbers/ClearanceSelf sufficient content creation

2-5% feeDropship

Brands China

Best in class sellersIncludes OOOOO brands

20% - 50% feeDropship / 3PL

Brands of all sizesLaunch platform for products

15%+ feeDropship / 3PL

GROWTH/DAU INNOVATION VALUE

OOOOO connects consumers to the source of the worlds best products through video, cutting out the middleman.

7

OOOOO BRANDS

ENTERTAINMENT/ GROWTH

CORE

OUR CHANNELS: QVC MEETS TIKTOK 8

Joanne YanDirector

Joanne is a seasoned capital markets professional with over 25 years of experience advising, directing, and managing publicly listed companies in North America, Europe, and China.

Between 1997 - 2016, Joanne has been a senior corporate executive as well as a director and committee chair to a number of publicly traded companies in Canada.

Ms. Yan’s areas of expertise include but are not limited to M&A, corporate/project financing, and joint venture operations.

Sam Jones Cofounder / CEO

Sam is a serial entrepreneur. He started his career at Accenture as a technology consultant in 1999, before a career in executive search where he ran a leading firm specialising in Investment Banking. He spent 10 years in Sydney, Singapore and Hong Kong. Sam started 3 technology companies over the course of 5 years from 2012 to 2017 that all related to data.

Sam joined eCommerce unicorn Wish as Managing Director, Marketing in 2017.

Sam founded Video Commerce Group in 2020 with Eric Zhang.

Eric ZhangCofounder / Head of China

Eric started his career as a mobile software engineer at Huawei before becoming a founding member of the Musical.ly startup team as an engineering team lead, helping grow from 0 to 10 million daily active users.

Post the acquisition of Musical.ly by Bytedance, Eric was a leader across Douyin and Tiktok research and development teams, to promote user growth in all major markets.

Eric is responsible for growth strategy at OOOOO and oversight of the China team.

Denise EvansDirector

Denise has served globally for more than 40 years in numerous leadership and executive positions in IBM including Directors of Global e-business, Global Customer Loyalty, and Global e-Relationship Marketing.

Ms. Evans is a member of the IBM Faculty for Global Sales Schools, IBM Executive Champion for Morgan State University School of Engineering, and a mentor for the Carver P-Tech school in Baltimore.

Denise currently serves on the Board of Directors of the Women Presidents Organization, Enterprising Women Magazine, the Global Summit of Women, the Galt Foundation, the National Alliance for Mental Illness-Maryland, and the S.O.L.V.E. Group.

Jin KuangCFO (Interim) & Corporate Secretary

Jin has more than 15 years of extensive professional knowledge and experience in financial reporting, financial planning, mergers and acquisitions, financial analysis and tax, both internationally and in Canada. Ms. Kuang has many years of experience acting as Chief Financial Officer for several publicly listed companies in Canada and internationally.

Ms. Kuang obtained her Bachelor's degree (1992) and her Master's degree in Business Administration(1995), both from Northeastern University in China.

LEADERSHIP TEAM 9

RAPID GROWTH WITHOUT AD SPEND

Social fission rewards the community for acquiring users without ad networks, dramatically reducing CAC.

OOOOO have developed interactive games within the app and reward social sharing with free products and coupons.

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INTERNATIONAL EXPANSIONWe will license our platform to international, best in-class commerce partners.

UKBrazil

USA

AustraliaWestern Europe

Source: eMarketer, 202. Size of market.1

$169bn

$29bn$843bn

$230bn

$33bn

China currently has 52.1% of the world ecommerce sales.

OOOOO is targeting the ROW.

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Launched in 2020, #1 downloaded app

in JAN 2021

JV Announced in MAY 2021

UK SUCCESS A BLUE PRINT FOR FUTURE GROWTH

OOOOO’s Biggest Asset: DATA•We track all show Statistics and accumulate enormous amounts of data

•We know who is watching, how much and how often they buy

•Fine tune the offering to stay fresh: Go with what's working, eliminate what’s not

•U.K. currently averaging 3.2 shows per day… Potential of 50 shows per day

•Total views range from 100 to 10,000. Top 10 shows Avg. 8,000 Total Views

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•Peak conversion rate is 14% (significant for a 10 to 20min show)

•Avg. basket = $34 but high-end shows selling Chanel, Gucci, Dior etc. Avg. basket = $900

•Top 20 shows averaged $13,380 in Sales (Peak $2,500… again significant for 15min!)

Bottom Line: 50 shows per day x Avg. Sales x 365 days x 50 countries = $12.2 billion in annual sales

REVENUE POTENTIAL & VALUATION

Road Map to $1B

Valuation in 24mo

PLAN: Sign 30 JVs in 24 months

OOOOO JV forecast Ave Take Rate Valuation - Revenue Multiple

Month JVs GMV (12 Mo RR) 11.4% 10x 15x

Month 1 1 $20,000,000 $2,280,000 $22,800,000 $34,200,000

Month 6 3 $60,000,000 $6,840,000 $68,400,000 $102,600,000

Month 12 11 $220,000,000 $25,080,000 $250,800,000 $376,200,000

Month 18 20 $400,000,000 $45,600,000 $456,000,000 $684,000,000

Month 24 30 $600,000,000 $68,400,000 $684,000,000 $1,026,000,000

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LEADING MARKET PARTICIPANTS

PinduoduoNASDAQ: PDD

Market Cap.

$180bnChina’s largest

agriculture-focused technology platform

788 mn active users

MeituanHK: 3690

Market Cap.

$247bnChinese shopping platform for locally found consumer goods/services

600 mn active users

KuaishouHK: 1024

Market Cap.

$152bnChinese video sharing

mobile app

776 mn active users

OOOOOTSXV: OOOO

Market Cap.*

$60mmFirst Western

entertainment commerce platform

Currency - USD*Anticipated

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CAPITALIZATION TABLE

Description of Securities Outstanding on Closing

Evermount shares outstanding(post 2:1 rollback)

4,559,018

OOOOO shares to be issued toVideo Commerce shareholders

52,440,966

OOOOO shares to be issued to finders 3,000,000

OOOOO Shares to be issued pursuant totransaction financing (80c financing)

18,761,000

Broker warrants 478,360

Evermount shares issuable on exercise ofoutstanding warrants

375,000

Total 79,614,344

Offering Price Per Subscription Receipt

C$0.80Offering Amount Up To

C$15mm

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