U S Patented SECCompliant Funding Through Crowdfunding Media

U. S. Patented, SEC-Compliant Funding Through Crowdfunding

Media. Shares Companies Need Capital to Start or Grow Problem: Current Funding Environment • All Funding is hard to find now • Banks loans are extremely difficult to obtain • Many VC’s Not Funding • Angels are very conservative (or Broke) now

Media. Shares New Funding Source: Crowdfunding Current Examples: • • • Sellaband. com, record albums Kickstarter. com, creative projects Indie. Go. com, movies Racing. Shares. co. uk, Racehorses Justin. Wilsonplc. com, Formula One Team My. Football. Club. co. uk, Sports team Barack Obama, Presidential Campaign ($600 million? ) Ageof. Stupid. net, TV Show (Not! – raised over 800, 000 pounds) Trampoline Systems, U. K. Technology firm! (instead of VC)

Crowdfunding Works! Crowdfunding Successes: Trampoline Systems: London-based social analytics system raised 500, 000 pounds (instead of VC funding) • • Barack Obama, Presidential Campaign ($600 million? ) Ageof. Stupid. net: TV Show (Not Stupid! – raised over 800, 000 pounds)

Crowdfunding Works!

Crowdfunding Works!

Media. Shares Current Crowdfunding examples: • Majority are outside the U. S. (different Regulations) • U. S. Crowdfunding is mostly through Donations • “Investments” highly regulated by SEC

Media. Shares A New Method Of Public Financing Media. Shares - A Financial Services Company Offering: • An SEC-compliant Method of Crowdfunding • Two Types of Online Offerings: Ø NASDAQ Capital Market IPO Ø Registered Direct Offerings (Similar to a PIPE) • Companies sell stock Directly to the Public on their own Web sites

Media. Shares A New Method Of Public Financing Media. Shares. com Business Method: • Method for selling as little as One Share of NASDAQ Stock online • Shareholders get company’s product as a dividend (free DVD? ) • Shareholders receive their share of a Company’s net earnings paid out as cash dividends • Media. Shares has an issued U. S. Patent (6, 792, 411)

Media. Shares The New Media. Shares IPO: • Fully SEC-Compliant with all Regulations (Fed. & State) • Either NASDAQ Capital Market or OTCBB • Underwriter is optional • IPO Posted on the Company’s Web site • Stock sold to Company’s Affinity Group: Fans, Customers, or through Social Marketing • Shareholders join a massive online community

Media. Shares Registered Direct Offerings: • S-3 Filing (public company for 2 years) • Similar to a PIPE investment, but sold to General Public • Stock sold on the Company’s Own Web site to Fans or Customers • Stock is immediately tradable and liquid • Used Very Successfully for Loyalty programs • Shareholders join a massive online community Example: Buy Home Depot Stock on Home Depot’s Web site

Media. Shares stock is sold through Direct Registration: • • • Stock sale completed online Book entry No paper certificates Electronic disclosure documents All communication through email Millions of shareholders managed in a server

Media. Shares Competition Other companies selling their shares online: *Can’t sell to the general public *Accredited investors only

Media. Shares Partners: • • BNY Mellon – Direct Registration Supplier Computer. Share – Direct Registration Supplier Ellen Phillip & Associates – Data Management David Wagner & Associates – Securities Attorney

Media. Shares A New Method Of Public Financing Can fund ANY BUSINESS with a large group of customers or fans online Works great for funding entertainment companies Tremendous possibilities for building a hyperactive Internet community Media. Shares Licenses its U. S. Patented Business Method: • • • Movies NASCAR Teams Major Sports Teams Video Games Broadway Shows Record Albums Celebrities with Pet Projects Thoroughbred Racehorses Any Company with many Fans or Customers

Media. Shares. com Revenues From Licensee Companies

Cinema. Shares. com First Licensee Companies

Cinema. Shares. com Licensee Companies Owned by Parent “David Livingstone - The Truth Behind The Legend” - A film about the greatest Christian Missionary that ever lived Cinema. Shares. com owns all rights to this award-winning book and will finance this Christian-themed Film

The Gene Woods / Circle K NASCAR Racing Team

Cinema. Shares. com Online Partners

Racing. Shares. com Examples of First Licensee Companies “Gene Woods Racing” • A Racing. Shares. com Licensee Company • Qualified as a NASCAR “Busch Series” Team • Gene Woods has numerous past wins • Letter of Intent from Jennifer Jo Cobb - NASCAR Busch Series • Online Contest for 3 rd Driver • Affiliated with Circle K Stores

Racing. Shares. com Business Method • Finance NASCAR Racing Teams – Tremendous fan base for Formula One & NASCAR racing – Fans collected from Internet Web sites and product promotional tie-ins • Fans buy one share of stock in their favorite team • Shareholders (racing fans) receive many additional benefits: – Streaming video access to pits – Contests for pits tickets and a day with the driver, etc – A free DVD of the season highlights as a stock dividend • Stock also sold to Advertisers and Corporate Sponsors • Shareholders receive their portion of the team’s winnings paid out as cash dividends

Racing. Shares. com Online Marketing

The Media. Shares Team • • • Gene Massey: Founder, Chairman, & CEO – SEO Marketing & Securities Specialist – CEO of Los Angeles film production company Jim Volpe, Chief Operating Officer – Invented the Direct Registration System – Expertise in DRS, book entry and stock transfers Peter Elwell, Chief Financial Officer – Former CFO of Primedia Division – Worked for Disney & KPMG – Extensive experience with SEC Reporting Requirements Ileana Rizescu, Chief Technology Officer – Former PWC Consultant – Designed E-commerce systems for Pepperdine Dan Sherkow: Board Member – Former Vice President of Paramount Pictures – FINRA Series 7 and funding expert

Media. Shares Earnings From Licensee Companies Media. Shares earns CASH FEES and CASH DIVIDENDS from each Licensee Company. These earnings include: • $500, 000 CASH FEE for License from each new company • Service fees as exclusive supplier of Internet services (hosting, bandwidth, etc. ) • Cash earnings as exclusive supplier of online merchandise • Media. Shares owns stock in each Licensee Company: – Owns 7% of the stock in a Licensee Company and receives 7% of all earnings paid out as CASH DIVIDENDS – Owns 50% of the stock in a Licensee Companies and receives 50% of all earnings paid out as CASH DIVIDENDS

Media. Shares Earnings From One Licensee Company Earnings from 1 st Media. Shares IPO, The Livingstone Film Company: Media. Shares owns 50% of the stock in Livingstone and receives 50% of all earnings paid out as CASH DIVIDENDS:

Media. Shares Earnings From One Licensee Company Earnings example, 50% Ownership, Media. Shares Licensee Company IPO, The Livingstone Film Company: Media. Shares owns 50% of the stock in Livingstone and receives 50% of all earnings paid out as CASH DIVIDENDS. Livingstone Company Projected Earnings (not including merchandise sales): Conservative……. . $ 1, 229, 464. Moderate…………. $ 59, 192, 463. Aggressive………. $110, 146, 128. Using the Moderate Scenario above, Media. Shares earnings @ 50%: $29, 596, 231.

Media. Shares Earnings From One Licensee Company Earnings example, 7% Ownership, Media. Shares Licensee Company IPO, The Livingstone Film Company: Media. Shares owns 7% of the stock in Livingstone and receives 7% of all earnings paid out as CASH DIVIDENDS. Livingstone Company Projected Earnings (not including merchandise sales): Conservative……. . $ 1, 229, 464. Moderate…………. $ 59, 192, 463. Aggressive………. $110, 146, 128. Using the Moderate Scenario above, Media. Shares earnings @ 7%: $ 4, 143, 472.

Racing. Shares. com Typical Online Sales Example NASCAR Merchandise Online Sales Typical Earnings FROM EACH NASCAR Team Earnings below are based on 50% of MSRP: • 2, 000 Hats per month • 10, 000 T-shirts per month • 5, 000 Model cars • 5, 000 Other items @ 9 ea = $ 18, 000 per month @ 12 ea= $120, 000 per month @ 4 ea= $ 20, 000 per month @ 5 ea= $ 25, 000 per month ________ Typical Online Sales per 30 days = $183 , 000 per month

Media. Shares Solid Earnings Potential Media. Shares. com 1 st Year Financial Summary (projected): Revenues………………. $ 4, 130, 000 Expenses…………………. . $3, 803, 992 Net Income………………. . …… $ 326, 008 Media. Shares. com 5 th Year Financial Summary (projected): Revenues………………. $132, 954, 000 Expenses………………. $ 11, 911, 085 Net Income………………. ……. $121, 042, 915 Projected Revenue Source: Media. Shares. com 3 mm Budget, 4/10

Media. Shares Additional Funding Opportunity: • Available Equity in Media. Shares: 81% • Invested to Date: $2, 307, 100 ($1, 900, 000 personally from CEO) • Minimum of $500 k required to Complete Our First Online IPO • Maximum of $3 MM to implement the Complete Business Plan • Profitability in Year 2

Media. Shares Investor’s Equity and Earnings Funding From New Equity Investor……………. . $3, 000. 30% equity purchased for $3. 0 MM, investors projected return: • 1 st year pre-tax earnings of $ 326, 008 x 30% = $97, 802. • 3 rd year pre-tax earnings of $60, 959, 114 x 30% = $18, 287, 734. • 5 th year pre-tax earnings of $ 121, 042, 915 x 30% = $ 36, 312, 873. Investors exit in 5 years from Media. Shares. com as a public company: Projected PE of 30: $121 mm x 30% = $ 1, 089 MM. Projected Revenue Source: New Media. Shares. com $10 mm Budget, 5/06.

Media. Shares Irvine: The New Crowdfunding Capital of The World

U. S. Patented, SEC-Compliant, Crowdfunding for Public Financing Contact: Gene Massey Email: gene@cinemashares. com Phone: (310) 476 -3668