October 2015 Company Presentation

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1 October 2015 Company Presentation

2 Cautionary Notes Not for Distribution; No Offering This presentation is for information purposes only and may not be reproduced or distributed to any other person or published, in whole or part, for any purpose whatsoever. This presentation does not constitute a general advertisement or general solicitation or an offer to sell or a solicitation to buy any securities in any jurisdiction. Such an offer can only be made by prospectus or other authorized offering document. This presentation and materials or fact of their distribution or communication shall not form the basis of, or be relied on in connection with any contract, commitment or investment decision whatsoever in relation thereto. The information in this presentation is not intended in any way to qualify, modify or supplement any prospectus, listing statement, information circular or other information disclosed under the corporate and securities legislation and stock exchange policies of any jurisdiction relating to Global Gardens Group Acquisition Corp. (the Company ). No securities commission or similar authority in Canada or any other jurisdiction has in any way passed upon the adequacy or accuracy of the information contained in this presentation. 01

3 Forward-Looking Information & Statements This presentation contains forward-looking information within the meaning of applicable Canadian securities laws and forward-looking statements within the meaning of the United States Private Securities Litigation Reform Act of 1995 (together, forward-looking statements ). Forward-looking statements in this presentation include, but are not limited to, statements with respect to: the Company s strategy, development and commercialization plans (including sales roll out plans, shelf launches in grocery stores, health food stores and mass merchandiser and convenience store outlets, projected milestones, and cost metrics), market prices, values and other economic indicators. Forward-looking statements are based on certain material assumptions and analysis made by the Company, and the opinions and estimates of management as of the date such statements are made and they represent management's best judgment based on facts and assumptions that management considers reasonable in light of its experience and perception of historical trends, current conditions and expected future developments and other factors it believes are appropriate, and are subject to risks and uncertainties. The material assumptions upon which forward-looking statements in this presentation are based include, among others, assumptions with respect to: commercialization, growth plans and cash flows; the demand for the Company's Veggemo product and non-dairy beverages in general; the Company's ability to access financing on favorable terms from time to time; the Company's ability to protect its intellectual property rights; the Company's ability to secure shelf distribution in grocery stores, health food stores and mass merchandiser and convenience store outlets; the Company's ability to attract and retain customers; the continuation of executive and operating management or the non-disruptive replacement of them on competitive terms; and stable market and general economic conditions. The Company makes no representation that reasonable business people in possession of the same information would reach the same conclusions. Although we believe that the assumptions underlying forward-looking statements are reasonable, they may prove to be incorrect and we cannot assure that actual results will be consistent with such statements. Given these risks, uncertainties and assumptions, you should not place undue reliance on these forward-looking statements or the information contained in such statements. Whether actual results, performance or achievements will conform to the Company's expectations and predictions is subject to a number of known and unknown risks, uncertainties, assumptions and other factors, including the Company's history of net losses and negative cash flow; the Company's requirement for additional funding to develop its business; and risks relating to the following: securing shelf space and customers of the Company's Veggemo product; the Company's failure to economically commercialize its product; delays or other problems in the third-party manufacturing process; the Company's inability to maintain or improve its competitive position; future demand for the Veggemo product and non-dairy beverages in general; the Company's failure to retain key personnel and hire additional personnel needed to develop its business; the Company's failure to adequately evaluate its current business and future prospects; and the Company's business practice reputation being negatively affected by client or user complaints or negative publicity. These risks, uncertainties, assumptions and other factors could cause the Company's actual results, performances, achievements and experience to differ materially from the Company's expectations, future results, performances or achievements expressed or implied by the forward-looking statements. The forward-looking statements contained herein are presented for the purpose of assisting readers in understanding the Company s expected financial and operating performance and the Company s plans and objectives, and may not be appropriate for other purposes. You should read this information with the understanding that the Company's actual future results may be materially different from what it expects. These forward-looking statements are expressly qualified in their entirety by this cautionary statement. The Company disclaims any obligation to update forward-looking statements, except as required by law. 02

4 We exist to better people s lives and life on our planet, by enhancing health and personal well-being. We encourage, challenge and excite people globally to make healthy choices from the inside-out with delicious proprietary based non-dairy products.

5 Business Highlights Non-dairy category is an everyday consumable good (non-resource) that is large and growing. GGG is the first to market with a Vegetable-based global solution to replace Dairy. GGG business model reduces risk with low overhead. No fixed assets (Bricks & Mortar) Minimal head count: 5 today, maximizes at 12 Largely a variable cost expense structure GGG will execute through a strong management team with consumer goods expertise in: Brand and business development Financial management Operations 04

6 Industry Leading Management Team Robert Harrison President & CEO, Director Paul Lott Chief Financial Officer Wade Bayne VP Marketing Geoff Acheson VP Business Development Bob Sommers VP Distribution & Logistics, Director 35 year Food Executive; Former President, Neilson Dairy Launched Ben & Jerry s & Haagen Dazs in Canada Oversaw 4 Neilson manufacturing facilities and $700m in revenue 28 year Senior Finance Executive, MBA Former Senior VP Finance Americas, Cadbury Schweppes Provided financial and strategic leadership for a $500m portfolio 25 year Sales & Marketing Executive, MBA Fortune 500 companies: Proctor & Gamble, Gillette, Molson Coors Managed brand Profit & Loss statements of $380m in revenue 25 year Food industry Executive Led and executed a $25m assortment of brands to Canadian retailers Ernst & Young 2008 Entrepreneur of the Year nominee 35 year Food industry Executive Executed international consumer goods importation of $50m annual revenue Co-Founder and current Chairman of Food Steps International (FSI) 05

7 Management Has Provided Leadership To: 06

8 Board of Directors, Advisors & Consultants Manfred Vollmer Director Brian Isherwood Director Paul Sun Advisor John Szold Consultant & Advisor Sara Harrel Consultant & Advisor CEO of Triple Flip Tween clothing retailer 30 year International Retail Operations Executive for IKEA, Walmart, Lululemon, and the Olympic stores for the 2010 Vancouver Winter Olympics Businessman and Entrepreneur Owner BCI Group International Self Storage Business Co-Founder, Co-Owner and Developer of the Flying Pig Restaurant Group 20 year capital markets expertise Held numerous senior roles at investment banks including Scotia Capital, Desjardins, and Beacon Securities Provided financial solutions from small startups to billion dollar market-cap companies Adjunct Professor of Marketing, University of Toronto Brand Marketing Executive, Ben & Jerry s Retail Executive with Loblaw s and the Liquor Commission Board of Ontario Expert Vegetarian / Vegan chef; spearheaded the launch of Canada s first Certificate in Vegetarian Cuisine at George Brown s School of Culinary Arts Chef spokesperson for Unilever, Ontario Apple Growers and the Food Network s online Ask a Vegetarian Chef Expert 07

9 Board of Directors & Consultants Have Provided Leadership To: 08

10 The Dairy Aisle is no longer the Dairy Aisle A growing market has emerged as consumers move away from traditional dairy products and seek alternatives.

11 Executive Summary Global Gardens Group Inc. (GGG) Proprietary Non-Dairy Products The company trades on the Canadian Securities Exchange under the symbol VGM Launch a proprietary global brand as a solution to dairy. Outstanding 89% concept appeal score from consumers. North America non-dairy milk is a $2.0+ billion market growing double digits annually. $5.0 million has gone into research, product & market development, testing, packaging and plant trials. GGG complete a brokered and non-brokered private raise for $4.3 million in June and just closed on an additional $715,000 at $0.25 per common share. GGG is continuing to raise additional capital to support its U.S. market roll-out. 10

12 Canada s Fastest Growing Category What s Hot and What s Not in Canadian Consumer Goods A look at the top 10 fastest growing and sharpest declining categories in Q What s Hot $ Growth Rice & Non-Dairy Alt. Beverages 30% Bagged Salad 23% Meat Sticks & Beef Jerky 19% Bacon & Substitutes 17% Luncheon Meat 14% Frozen Fruit 13% Refrigerated Entrees 13% Pure Maple Syrups 13% Energy & Nutrition Products 12% Baby Food 11% What s Not $ Growth Frozen Fruit Beverages -14% Soya Drinks -11% Air Care -10% Canned & Bottled Pasta -7% Peanut Butter -6% Blades -6% Canned & Bottled Fruit -5% Laundry Detergents -5% Vitamins -5% Margarine -4% Source: 2014 Q4 Nielsen President s Report 11

13 The Non-Dairy Consumer Extensive Quantitative and Qualitative Research Principled Decisive Worrier-Survivalist The Butterfly 15% of Category Volume 25% of Category Volume 60% of Category Volume Vegan / vegetarian Plugged-in Reads labels Heavy volume Allergy / Intolerance to dairy / lactose Want something safe Dr. / Naturopath s reco. Making healthier choices Eating better Exercising more Seek balance 12

14 Consumer Feedback Competitive Analysis Soy Strengths Nutrition Weaknesses Taste, Health concerns, 93% Genetically Modified Almond Strengths Taste, Texture, Calories Weaknesses Nut allergies, Nutrition, Protein Rice Strengths Allergen Free Weaknesses Texture, Aftertaste, Taste, Nutrition, Flavour 13

15 Introducing The only vegetable-based non-dairy milk. Product is nutritious and tastes great. Our proprietary vegetable blend: pea protein, tapioca & potato. 14

16 Veggemo Veggie included in the name Light-hearted and approachable Nature delivered in a playful and witty manner Highly visual with eye catching imagery Sustainable packaging with a Cap! Voted Top Ten Most Innovative Product at the 2015 Grocery Canada Innovation trade show 15

17 Create & Own the Vegetable Segment Vegetables are Health, Wellness & Nutrition We are on the verge of a vegetable revolution! As celebrity chefs & popular personalities take a stand to endorse vegetables, the time is ripe for a non-dairy beverage with proudly vegetable-based positioning to enter the marketplace. 16

18 Product Appeal Current Non-Dairy Milk Drinkers GGG Product Appeal 89% Appealing 52% Appealing 37% Very appealing 9% Not very appealing 2% Not at all Additionally, 78% of dairy drinkers find the GGG product appealing. Quantitative testing included both current non-dairy milk drinkers and milk drinkers who are open to trying non-dairy milk. Sample size of 700 = +/- 3.7% nineteen times out of 20. Source: Lux Insights Qualitative Study / Concept Testing 17

19 Product Attributes Our products deliver an exceptional taste and texture along with the following attributes to consumers: Cholesterol free Lactose free Gluten free Soy and nut free GMO free Vegan Kosher Same level of Calcium and Vitamin D as milk while being an excellent source of Vitamin B12 and Riboflavin. 18

20 The Shelf Image Veggemo breaks-through Cap is proudly highlighted 19

21 In-Store Distribution Veggemo has garnered fantastic Canadian retailer customer reception and we anticipate distribution in most major chains and about 1800 stores by the end of Q stores in Q stores in Q To-date purchase orders received from: 20

22 Consumer Marketing Plan Our goal is to maximize brand awareness and trial. We will reach consumers by connecting with them where they are. Our marketing budget will support the following five areas: Aggressive sampling Robust website and fully integrated social media campaign / presence Targeted print, i.e. vegan news, health & fitness magazines Consumer and Industry trade shows Ad hoc marketing 21

23 Planned Phased Roll-Out North America Phase roll-out allows for optimal execution and effective cash flow management. The timeline secures our brand into both the shelf stable and chilled sections of grocery stores, health food stores and some mass merchandiser and convenience store outlets. Phased Rollout Plan Shelf Stable Canada Shelf Stable U.S. Chilled Canada Chilled U.S Q4 Q1 Q2 Q3 Q4 22

24 Excellent Industry Acquisition Multiples Acquirer Target Business Description Size Revenue Multiple General Mills Annie s Natural & Organic Foods $820m $204m 4.0x WhiteWave Foods So Delicious Non-Dairy Beverages $195m $115m 1.7x WhiteWave Foods Earthbound Farm Organic Produce $600m $500m 1.2x Campbell Soup Bolthouse Farms Natural Food & Beverages $1.55b $689m 2.2x PepsiCo Naked Juice Natural Beverages $450m $150m 3.0x Kellogg Kashi Natural & Organic Cereal $33m $25m 1.3x WhiteWave Foods Vega Plant-Based Powdered Shakes & Snack Bars $550m $100m 5.5x Average Multiple 2.7x 150 similar deals over 10 years produced an average EBIT multiple of 13.5X - Bloomberg, July 2012 Company acquisition sources: Forbes, Market Watch, Wall Street Journal, Bloomberg, LA Times 23

25 Recent Health & Wellness Industry Activity Hampton Creek Juicero Beyond Meat Utilizing plants in food products Everyone should be able to eat delicious food that is healthier, sustainable and affordable Raised $120m to-date, $90m in Dec 2014 Investors include Li-Ka Shing, Khosla Ventures At home juicing Creating the freshest juice in the world and changing the way fruits and vegetables are delivered Raised $20m to-date; currently raising an additional $100m Investors include Kleiner Perkins, Campbell Soup Plant-based meat substitutes Create mass market solutions that perfectly replace animal protein with plant protein Investors include Kleiner Perkins, Bill Gates, Humane Society 24

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