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PROPOSED CAPITAL RAISE INFORMATION MEMORANDUM

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PROPOSED CAPITAL RAISE INFORMATION MEMORANDUM

This memorandum has been prepared in connection with a proposed investment into Glass of Bubbly Limited (hereafter known as 'the Company') and is provided for information purposes only. The recipient acknowledges that the information contained herein is confidential and must not be disseminated, transmitted, (by any means) copied, made available to, or shared in any way, with anyone, without the express prior consent of the Company. Upon receipt of this memorandum, the recipient agrees to keep all information shared herein confidential and to comply with any and all terms of any confidentiality letter or agreement that is signed, or entered into, as the case may be.

The information within this memorandum has been prepared in good faith and to the best of their ability by the directors and staff of the Company, using, inter alia, publicly available data and commentary from industry participants. This information is not exhaustive and anyone considering an investment into the Company should not rely on the information contained herein and should carry out their own due diligence in order to satisfy themselves as to the accuracy and reliability of such information.

No warranty, expressed or implied, is given in relation to either the proposed investment or the information presented in the memorandum. No responsibility or liability is, or will be, accepted by the directors or staff of the Company in relation to any error, inaccuracy or incompleteness in or of this memorandum.

Certain information set forth in this memorandum contains forward-looking information, estimates and projections (collectively 'forward-looking statements'). Except for statements of historical fact, information contained herein constitutes forward-looking statements and includes, but is not limited to, the

i. projected financial performance of the Company; ii. completion of, and the use of proceeds from, the sale of the shares being

offered hereunder;iii. the expected development of the Company’s business, projects and joint ventures;

iv. execution of the Company’s vision and growth strategy;v. completion of the Company’s projects that are currently underway, in

development or otherwise under consideration;vi. renewal of the Company’s current customer, supplier and other material

agreements; and vii. future liquidity, working capital and capital requirements.

Forward-looking statements are provided to allow potential investors the opportunity to understand management’s beliefs and opinions in respect of the future so that they may consider such beliefs and opinions as one factor in evaluating any potential investment.

These statements are not guarantees of future performance and undue reliance should not be placed on them. Such forward-looking statements necessarily involve known and unknown risks and uncertainties, which may cause actual performance and financial results in future periods to differ materially from any projections of future performance or result expressed or implied by such forward-looking statements.

Although forward-looking statements contained in this presentation are based upon what management of the Company believes are reasonable assumptions, there can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. The Company undertakes no obligation to update forward-looking statements if circumstances or management’s estimates or opinions should change.

The reader is cautioned not to place undue reliance on forward-looking statements, which reflect the management’s views and beliefs only as of the date of this publication.

This memorandum remains the property of the Company and must be returned and/or destroyed upon request or at completion of the recipient’s appraisal process with no copies to be made or retained.

DISCLAIMER

A unique opportunity to invest in Glass of Bubbly, the only dedicated Champagne and Sparkling Wine

focused business with a global reach. Combining a market-leading online presence with a robust and growing

offline footprint in the form of prestigious industry tasting events and The World’s Finest Glass of Bubbly Awards ceremony dedicated to

Champagne and Sparkling Wines internationally.

2024 KEY FINANCIALS AND SUBSCRIBER DATATo

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34

Subscriber Data

• Access to exclusive shareholder benefits (minimum shareholding applies)

• Significant potential future returns• EIS registered investment

962% potential return

WHY INVEST?

Company Vision & Mission 6

Background 9

Investment Offer 13

Management Team 15

Strategy 33

Use of Proceeds 37

Realisation of Shareholder Value / Exit Strategy 38

Financials 39

CONTENTS

6

Our mission is to connect trade and consumer buyers with the growers and producers of the world’s finest Champagne and Sparkling Wines; to discover hidden gems and showcase their quality on a global basis; to promote the thousands of smaller and artisan producers of quality bubbly. We leverage our scale and marketing reach to give

these producers an online and offline presence that would in normal circumstances be far out of reach. In doing so, we give them a route to market that would otherwise be unobtainable, and thus allow them to reach the all-important trade buyers as well as the general public on a global basis.

COMPANY VISION & MISSION

• To build an online sales channel showcasing Champagne and Sparkling Wine from subscribed producers and wine merchants to trade and consumer buyers.

• To expand our fast growing trade and press tasting internationally to New York, Tokyo, Beijing and other key cities.

• To grow our already established The World’s Finest Glass of Bubbly Awards with regards to entries, sponsors and awards ceremony attendees.

“Global Sparkling Wine production is around 270 million cases, a total of

3.24 billion bottles annually.”Source: Tatiana Mann M.Che.E, Dip WSET

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This is an established business enjoying deep relationships with many Champagne and Sparkling Wine producers, industry

figures, writers and celebrities. It is NOT simply an idea with a website, a glossy brochure and an untested plan

charting an impossibly optimistic journey from zero to hero.

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Glass of Bubbly was founded in 2014 by husband and wife team, Christopher and Eve Walkey, who saw an opportunity to create a business focused solely on the hugely popular and strongly-growing – yet traditionally under-served – market segment of Champagne and Sparkling Wine. Adopting a geographically-agnostic approach meant that they were free to develop relationships with producers and other industry professionals across the globe, rather than being tied to the promotion of a specific country, region or brand.

Launching initially with an internationally-published magazine to drive brand awareness, the business quickly grew to encompass a variety of industry participants, from wine writers and critics, to establishments selling and promoting Champagne and Sparkling Wine, to PR agencies looking to promote their clients and of course to the producers themselves. Once critical mass in terms of brand recognition was achieved, the business

invited offers for outside equity investment to allow further expansion and execution of the strategic plan to develop an offline presence. Pleasingly, significant investment was obtained from a local seed investor and Glass of Bubbly has continued to build out its brand and develop its product offer with the addition of a strong offline segment.

Glass of Bubbly organises a number of important industry events such as the UK’s biggest dedicated Champagne and Sparkling Wine trade and press tasting (taking place in Westminster for 2019). Attended by wine buyers, importers, distributors and trade professionals such as chefs, restaurant owners, sommeliers and international press, it allows our chosen producers access to important buyers. This yearly event is extremely well-attended attracting even celebrities and politicians and has been oversubscribed in the past necessitating an upgrade to a venue with a larger capacity.

BACKGROUND

9

Our annual trade and press tasting event is extremely well-attended attracting even celebrities and politicians and has been oversubscribed in the past necessitating

an upgrade to a venue with a larger capacity.

However, without doubt, the most prestigious event we organise is the annual The World’s Finest Glass of Bubbly Awards where hundreds of Champagnes and Sparkling Wines compete for trophies across a number of categories that are easy to understand and relevant to consumers. These awards were revolutionary and a shake up to the industry in their format and praised by highly recognised wine professionals globally. The most recent event took place at the Marriot County Hall Hotel in Westminster and was a sell-out black tie occasion.

With the tremendous growth being seen in the visitors to the glassofbubbly.com website (10,000’s of visitors monthly with a community of over 50,000 followers across social media), the increased international brand awareness and the success of the London-based tasting and award ceremony, the shareholders have taken the decision to seek additional equity investment to capture the value created thus far and to build the necessary infrastructure and management team to begin to effectively monetise the brand value.

BACKGROUND continued...

The most recent awards ceremony took place at the Marriot County Hall Hotel in Westminster

and was a sell-out black tie occasion.

10

“The Sparkling Wine sector is the fastest growing category over the last decade. Prosecco

sales into the UK alone over the last 7 years have gone from

12,000,000 bottles to 120,000,000.”Source: Tatiana Mann M.Che.E, Dip WSET

11

Strengths:● The only dedicated business focusing

exclusively on Champagne & Sparkling Wine● Geographically and product-agnostic

approach allows access to all markets● Hugely recognisable brand – the Glass of

Bubbly name is a significant barrier to entry● Strong, well established relationships with

growers, producers, trade buyers and press● Well respected founder, who is a key online

and offline influencer● 'Asset light' business model limits need for

capital expenditure beyond IT investment● Low levels of working capital required as no

stock is held and subscriber payments are anticipated to be monthly in advance

● Efficient monetisation process: optimal operational gearing means additional revenue flows straight to the profit line

● Strong and growing social media following allows the business to be a key influencer

● Experienced management team: MD has significant experience in growing client revenues as well as a strong financial focus

● Significant and profitable offline activities: the tasting events, masterclasses and The World’s Finest Glass of Bubbly Awards are experiencing significant year-on-year growth to meet demand

● Focused on the fastest growing segment of the wine market

Weaknesses:● Current lack of dedicated CRM system to

support sales growth● The business currently lacks a dedicated

sales/commercial director● Website is currently English language

only which may not be readily accepted in the Far East

Opportunities:● Overseas expansion: New York, Tokyo and Beijing are target cities for future

tasting events● Huge potential for future growth, given the highly fragmented market for

Sparkling Wine production● Significant upsell and cross-sell opportunities to subscriber base, at low

incremental cost, with corresponding rise in average revenue and profit per client● Virtually untapped market for relationships with producers of English Sparkling Wine● Implementation of sophisticated algorithm-driven advertising system on website

to drive incremental revenue● Development of 'Glass of Red' and 'Glass of White' concepts (web domains

already owned) to leverage technology, systems and relationships developed by Glass of Bubbly

● Commercial tie-ups with existing players and new entrants in the Champagne and Sparkling Wine wholesale and/or retail sector

Threats:● Competition from new market entrants● Economic slowdown caused by the effects

of a 'No Deal' or 'Hard' Brexit● Reduced consumer spending caused by

worsening economic conditions generally (unrelated to Brexit)

● Producers/merchants do not sign up as paying subscribers in sufficient numbers to make the business plan achievable

● Failure to recruit required calibre of management team

● Changing consumer tastes, habits and/or preferences leading to a fall in Champagne and Sparkling Wine consumption globally

SWOTAnalysis

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To support its ambitious growth plans and to realise the latent value inherent within the Glass of Bubbly brand, the shareholders have decided to seek external investment in order to fast-track their future plans.

Consequently, 5% of the ordinary share capital of the Company is now offered for sale at a price of £375,000. Subject to demand and to the agreement of existing shareholders, and at the current directors’ discretion, further equity may be released for sale, up to a maximum over-subscription of an additional £750,000. Thus, 15% of the business may be sold for £1,125,000.

The shares issued would be ordinary shares in the Company, Glass of Bubbly Ltd. Investors initially investing £5,000 or more will be given voting rights in proportion to their shareholding.

INVESTMENT OFFER

Initial equity available for sale: 5%

Price: £375,000

Potential oversubscription: £750,000

Potential total equity for sale: 15%

Potential capital raised: £ 1,125,000

Price per share: £5.00

Minimum investment: £500 (100 shares)

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Additional shareholder benefits holding a minimum of 2,000 shares*

• Unique invite to taste The World’s Finest Glass of Bubbly Awards trophy winning wines during a dinner in London each year.

• Informative tasting dinners with label owners/head winemakers.• Invite to the Glass of Bubbly trade and press tasting events. • Priority access to tickets to The World’s Finest Glass of Bubbly Awards

held in London.*These benefits are subject to change and are not in any way guaranteed.

14

Strong management team with significant business

and financial expertise.15

Christopher Walkey Co-Founding Director

A regular invited guest of wineries globally, frequent restaurant reviewer and popular speaker at masterclasses acrossthe country, Christopher holds a respected and fast growing profile as a leading writer within the international Champagne and Sparkling Wine scene. Christopher holds a strong online and offline profile as well as now writing his first book dedicated to pairing fine foods with Sparkling Wines.

“Christopher entered this industry it seems like only yesterday though has fast gained himself and especially his brand, Glass of Bubbly, international recognition with already a great buzz around everything they do and especially their trade tasting events and awards. Christopher is indeed the Mr Bubbly of the industry.” Neil Phillips

Christopher has already previously successfully launched and sold an events and online news channel and is an invited guest at annual industry seminars to speak on the topic of building internationally recognised brands using social media.

Over 16,000 people follow Christopher on Twitter already. He can usually be heard talking about Champagne and Sparkling Wines, either in person, online or on the radio.

MANAGEMENT TEAM

Known as ‘The Godfather of Bubbles’

within the industry.

16

Jason Skelton Managing Director An experienced business and finance professional, worked since 1992 in the City, in areas such as structured acquisition finance, capital markets and global relationship management. A global relationship director looking after clients such as BAe, Rolls Royce, Boeing, EADS (Airbus) and many others of a similar stature, he has significant experience both of managing complex client relationships on a multi-level basis, and also a deep understanding of mergers and acquisitions, capital raising and corporate strategy. At ease with dealing with some of the world’s largest multinational enterprises, he brings a wealth of contacts in the banking, corporate finance, legal, accountancy, and business communities.

Involved with Glass of Bubbly, albeit in an informal role, since its inception and has agreed to join the Company in the role of Managing Director upon the successful completion of the share offer.

Eve Walkey Co-Founder & Editorial Director

Highly experienced in the support and administration of start-up businesses from creation, through the growth and establishment phase and finally to sale. Former magazine editor and currently editor of the Glass of Bubbly website with a highly-regarded position within the industry for leading the delivery of London’s biggest dedicated Champagne & Sparkling Wine trade tasting.

Eve enjoys established relationships with Sparkling Wineries globally, has been a critical part of Glass of Bubbly’s success to date, and continues to drive the business’ growth ambitions.

Carole CoverdaleShareholder Experience of growing a fast-moving, consumer-facing business; she was involved in Mortgages First from its first inception back in 1989, and as a Shareholding Administrative Director in 2016, the Company was acquired by LSL, one of the UK’s largest property services providers. Carole saw a 11,665% return on her investment, as a result of this sale.

As a seed investor, Carole holds a non-executive director role at Glass of Bubbly and takes a keen interest in the continued development of the business.

“I saw an innovative business in Glass of Bubbly with a passionate team within an industry sector that badly needed the services they were offering. Given the large addressable market and the opportunities created by Chris and Eve, we now wish to grow our team and build on the foundations established to fully monetise the potential of the business.”

Graham Herbert Sales Manager Europe (designate) Holding 25 years of sales and business development experience within the hospitality sector. Over the last 5 years Graham has been focused on wine event management and sales globally.

“I see the Glass of Bubbly brand as such a great opportunity to expand the exposure of smaller wineries and I have very strong contacts within the wines of Europe where I have worked for many years. I am very ambitious to come on board with the team and help build on their already fast growing reputation.”

17

Michael Edwards Senior Reporter (designate)

A highly respected wine author with a focus on Champagne and Sparkling Wines along with a prestigious career in the wine and food journalism sector to include being a chief inspector of the Egon Ronay guide. Honorary judge of The World’s Finest Glass of Bubbly Awards.

Neil Phillips UK Brand Ambassador (designate) Professional wine,bubbles and horse racing expert, Neil has appeared as ‘The Wine Tipster’ on ITV, Sky Sports and Channel 4 Racing. Former Champagne ambassador and currently UK ambassador for Prosecco DOC, he focuses on wine and food presentations across the country to include presenting alongside top chefs such as Raymond Blanc and Michel Roux Jr.

Prof.Dr.Marin Berovic B.Sc., M.Sc. and Ph.D.Awards Chairman International Wine Judge & Full time professor of Biotechnology & Bioprocess Engineering. Highly respected wine professional with over 20 years experience of judging wines across the globe.

“In all of my professional 20 years of tasting and judging I have never found a competition with such a will and spirit behind it. I will confidently say that Glass of Bubbly is the best of them all and I am very pleased to be Chairman of the their awards which I see continuing to grow and open doors for fine bubbly cellars all over the world.”

Jason Hawkins Web & IT Manager (designate) With over 20 years of web development experience and solid knowledge of e-commerce platforms, HTML, CSS programming skills and UI Development to bring to the team. Jason already has his own Online Election software “Choice Voting” that is used within political parties, corporations and universities across the country.

“I have already worked on the current Glass of Bubbly website and can see the huge potential their web platform can become. I am looking forward to leading the web development project and seeing their platform evolve.”

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Producers and merchants will have access to our listing software, enabling real time data imports and updates, in addition to our bespoke directory system. Buyers will have up to date and relevant information on the best wines available; match that with our unique food pairing suggestion algorithms and you get a dynamic and vibrant online tool, perfect for wine sellers and buyers.

• Unique online sales platform

• Tourism and booking section

• Latest news and information channels

• Easy online booking for trade shows, awards and events

• Multilingual functionality

ONLINE SALESCHANNEL

BUBBLES ON THE GOUsing sophisticated automation processes, our web technologies will enable us to present a rich and diverse range of Sparkling Wines from around the world. With an integrated shopping cart, we will link the world’s best Sparkling Wine producers to our responsive mobile enabled website.

• Fully responsive for mobile devices

• Safe and secure wine purchases

• Sparkling Wine tourism planner

• Reviews and ratings

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Champagne & Sparkling

Wine producers

Wine merchants

Dedicated PR

International sales channel

International press and trade tastings

Subscribers

Subscriber benefits

The World’s Finest Glass of Bubbly

AwardsIndustry news

channel

Generating leads, sales and brand awareness for our subscribers 21

“The UK and the USA are the two biggest importers of Sparkling

Wine. The UK imported 15.1 million cases of Sparkling Wine in 2017 totalling 181,200,000 bottles.”

Source: Tatiana Mann M.Che.E, Dip WSET 22

GLASS OF BUBBLY SHOW ‘TRADE & PRESS TASTING’Now a permanent fixture in the annual trade tasting diary here in the UK, 2019 sees the newly-branded Glass of Bubbly Show in its fourth year relocate to a prestigious new location in Westminster to meet overwhelming demand. Last year's sell-out event at Le Méridien Piccadilly saw over 700 importers, distributors and industry professionals, from as far away as Alaska and Australia, attend to discover yet to be represented Sparkling Wine flavours from across the world.

We see the opportunity to grow this tasting in amount of exhibitors and trade / press attendees to include opening the doors to ticketed sales for consumers to experience our producers' Sparkling Wines. We also plan to expand the Glass of Bubbly Show to New York, Tokyo and Beijing which are key locations for the expansion of the brand.

“The event was smashing and we came away with a number of leads.”

Josh Whitlam, Lyme Bay Winery.

“Please can I congratulate you on a splendid tasting. I don’t recall a better sparkling tasting in almost

forty years in the trade.” Paul Hexter, owner of The Royal Oak.

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The home of the internationally recognised The World’s Finest Glass of Bubbly Awards

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THE WORLD’S FINEST GLASS OF BUBBLY AWARDSThe World’s Finest Glass of Bubbly Awards were created in order to bring wine producers and wine buyers, including consumers, closer together. A unique system of judging wines was created and launched by us with positive feedback from many industry professionals. The awards attracts entries from across the Sparkling Wine world.

Built around easy to understand categories, our highly regarded international wine judges blind taste all wines awarding medals to the winners and also placing each in to consumer-friendly categories to explain the flavours of the wines such as ‘Oaky & Toasty’ and ‘Zesty & Zingy’. The best in each category receive a trophy and

the overall winner takes the title of The World’s Finest Glass of Bubbly for that year, presented at a black tie awards evening dinner that takes place in Westminster.

These awards not only provide a strong revenue stream, but also reinforce our presence and reputation within our sector of the wine industry.

Chloe Verrat, Communications Director at Champagne Deutz:

“This is indeed a great honour for

Champagne Deutz to be the first wine to win

this title.’’

“Winning the title of The World’s Finest Glass of Bubbly with the label that we represent, Champagne Deutz Blanc

de Blancs 2010, we saw an immediate increase in the

amount of interest and orders.” Ben Wyse, Gonzalez Byass UK.

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“Throughout the years, Glass of Bubbly has performed a great job in drawing wine lovers attention to a category

of wines ever growing, Sparkling Wine, and developing a global perspective, which encompasses bubbles from

all over the world.” Ferrari Trento

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SOCIAL MEDIA FIGURES

4.9 million impressions on social media in the last year, over 600k impressions per month.

In total over 50k

followers across social

media30,000+

WEBSITE HITS A MONTH

6,828 41,7002,050

4,152

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Significant growth potential

and ability to scale.

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VALUE PROPOSITION

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Why this works for producers

• Global exposure of their Champagne and Sparkling Wine• A sales platform with true scale and global reach• Entry into Glass of Bubbly tastings• Entry into Glass of Bubbly awards• Social media promotion• Exclusive showcasing of Tier 1 partner

vineyards/producers• Management of PR • Relationship management

For our partner producers, particularly those in our exclusive Tier 1 segment, Glass of Bubbly provides an efficient, far-reaching and cost-effective way to connect with new markets, new trade buyers and new consumers. We will leverage our global reach and respected industry position to showcase wine labels to an audience far beyond what an individual producer could reasonably expect to achieve – our point of difference is our multi-channel offer that encompasses both online and offline activities.

In addition to promotion via Twitter, Facebook, Instagram and LinkedIn, producers who sign up with us will receive exclusive complimentary access into the Glass of Bubbly tasting event, with our Tier 1 clients enjoying dedicated event promotion and prominence within the venue. In addition, our clients will also receive free entry (four labels) into The World’s Finest Glass of Bubbly Awards.

As our reach continues to develop, we will offer a dedicated PR service to our clients, with regular online features showcasing the backstory of the producer to connect the brand to its chosen market more strongly.

For our Tier 1 clients, we will in time offer a dedicated relationship management service, delivering a one-stop solution for all their marketing, PR, advertising and industry connection needs.

TIER 3 (BRONZE) £83.33 monthly cost (billed annually

in advance) or £100 per month• 2 bottles listed on the website with full written review

by Glass of Bubbly staff (subject to samples being provided).

• Monthly social media promotion – content to be client generated.

• 25% discount on trade tasting exhibition stands.

• Guaranteed entry for 1 bottle into The World’s Finest Glass of Bubbly Awards plus a further 10% discount on entries thereafter.

• 2 discounted tickets to The World’s Finest Glass of Bubbly Awards in London (attendance not guaranteed, subject to availability).

TIER 2 (SILVER) £208.33 monthly cost (billed annually

in advance) or £250 per month• Up to 4 bottles listed on the website with full written

review by Glass of Bubbly staff (subject to samples being provided).

• Featured video (provided by client) on website.

• Weekly social media promotion.

• 50% discount on trade tasting exhibition stands.

• Entry into exclusive online connections networking area for Silver Tier and above clients (opportunity to connect with trade buyers, importers, distributors, restaurant owners, press etc).

• Guaranteed entry for 2 bottles into The World’s Finest Glass of Bubbly Awards, plus a further 25% discount on entries thereafter.

• 2 discounted tickets to The World’s Finest Glass of Bubbly Awards in London (attendance not guaranteed, but priority access given).

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• Unlimited bottles listed on the website with full written review by Glass of Bubbly staff (subject to samples being provided).

• Featured video (provided by client) on website.

• Weekly social media promotion.

• Exclusive featured stand and prominent promotion at tasting events in London with discount on any international trade tasting events.

• Entry into exclusive online connections networking area for Silver Tier and above clients (opportunity to connect with trade buyers, importers, distributors, restaurant owners, press etc).

• Guaranteed entry for 4 bottles into The World’s Finest Glass of Bubbly Awards, plus a further 50% discount on entries thereafter.

• 2 free tickets to The World’s Finest Glass of Bubbly Awards in London and priority access to purchase up to an additional 4 tickets at a discounted rate.

• Opportunity to host Glass of Bubbly at your vineyard, with visit professionally recorded and featured on website.

• Guaranteed inclusion in Champagne and Sparkling Wine masterclass events.

• In addition, Tier 1 clients will have priority access to full PR services once launched.

TIER 1 (GOLD) £291.66 monthly cost (billed annually in advance) or £350 per month

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Ambitious, but realistic and

achievable business strategy.

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STRATEGY TIMELINE

Months 1-15

Sales Sprint• Build-out of team,

platform, processes• Aggressive

subscriber aquisition• Significant

marketing push• Initial overseas

expansion• Initial introduction

of PR services

Months 16-48

Rapid Growth• Focused build-out of

tasting events in New York, Tokyo, Beijing

• Development of PR services

• Introduction of dedicated account managers to drive increased revenue per client

Months 49-72

Diversification• Potential

development of retail / wholesale partnerships

• Potential development of 'Glass of Red' and 'Glass of White' concepts

• Further international expansion

Month 73+

Consolidation• Potential aquisitions

of complementary businesses to further build scale

• Realisation of shareholder value

- dividends - IPO - trade sale

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The Company has spent the past 3 years developing strong relationships across the whole Champagne and Sparkling Wine sector, building a strong following on social media, and creating an instantly-recognisable brand online as well as offline through the exclusive Glass of Bubbly industry tastings and prestigious The World’s Finest Glass of Bubbly Awards. With this footprint now well-established and demand for its services such as PR, reviews and social media promotion growing, the shareholders believe the time is right to significantly ramp up operations and effectively monetise the Company’s strong brand presence and significant goodwill within the industry. We will disrupt the existing industry PR model to become the destination and partner of choice for all market participants – from the artisan producer to the big label, multi-product player – the range of added benefits offered by the Company will be unrivalled and will be a compelling proposition.

STRATEGY

35

a) Sales Sprint: Months 1 – 15Technology-led investment (new website, algo-based advertising and promoted material placement, etc), establish a management team, recruit a sales and marketing team to leverage existing contacts and aggressively develop new ones, securing suitable business premises (lease basis). This initial period is likely to be cash flow negative as significant investment in people, processes, premises and platforms is made. In addition, the marketing spend will be significantly increased in areas including, but not limited to, multi-channel media advertising, sponsorship, visits to potential and existing producers and regional/national trade bodies. The initial development of Glass of Bubbly tastings in North America and the Far East will commence in order to grow the international appeal of the brand beyond the UK and Europe. The development of the Company’s PR services is likely to commence within this timeframe.

b) Rapid Growth & Expansion Phase: Months 16 - 48Further build out of the awards and tasting events in America and the Far East, coupled with continuing to build an online presence in these areas (translation of website and other online activities into local languages e.g. Japanese, Chinese). The Company will seek to establish events in selected countries/territories to cater for local demand and to showcase local producers to the world. Relationship management, accelerated roll-out of PR services, upsell and cross-sell to existing clients plus selective on-boarding of new clients, development of premium client offer, encompassing trade PR and promotion, premium listings, exclusive client-specific tastings and showcasing events are also likely to be increasingly of focus. From the middle of this period it is likely that operations will turn increasingly cash flow positive as more clients are recruited and as the average revenue per client increases. Cash flow will be used for further investment in the business and for potential acquisitions of businesses to support future growth.

c) Diversification Phase: Months 49 – 72Potential development of storage, wholesale and retail offering (online for partner labels, online and offline for such concepts are Glass of Bubbly bars and potential licensing/franchising of Glass of Bubbly brand). Cash flow used to finance focused expansion of operations and expand global reach. Potential development of ‘Glass of Red’ and ‘Glass of White’ (web domains already owned) to replicate early stage growth of Glass of Bubbly (it is feasible that the path to profitability for these concepts will be materially shorter than that of Glass of Bubbly, given that much of the systems, platforms and processes will either be shared or easily replicated at significantly reduced cost).

d) Consolidation Phase: Month 73+Potential acquisition of complementary brands and businesses to consolidate Glass of Bubbly’s position within the industry. Possible commencement of dividends to ordinary shareholders. Strategy to further enhance and then realise shareholder value (e.g. IPO, placement, trade sale).

Glass of Bubbly as an industry consolidator Part of the Company’s future growth plans may be to act as a consolidator in the industry, if the Director’s view of the future market potential for delivering enhanced shareholder value is sufficiently positive. In such a scenario, it is likely that the Company will consider further share or debt issuance to support potential acquisitions depending on the scale of any potential purchases. Delivery of shareholder value will be the key driver of any consolidation strategy and potential acquisitions will be balanced against the desire to commence dividend payments to ordinary shareholders if the Company’s financial position permits.

STRATEGY CONTINUED...

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The expected use of proceeds will be as follows, but will be allocated according to factors, including, but not limited to market conditions, availability of resources and business priorities:

Short/Medium Term (1-12 months)• Employment of a financially-orientated Managing Director to

develop and refine strategy to monetise the strong brand awareness of Glass of Bubbly.

• Employment of a dedicated website and IT professional to develop our e-commerce and other online activities including, inter alia, the following:

i. Investment in our online presence to leverage current high levels of engagement within the industry.

ii. Development of a bespoke platform allowing producers to match their product to the needs of our trade partners; in short to match our partner producers with industry buyers such as restaurants, hotels etc.

iii. Development of a retail sales platform. iv. Build out of our social media strategy to drive further uplift

in engaged followers and key influencers, such that Glass of Bubbly becomes the destination of choice for the PR and advertising budgets of champagne and Sparkling Wine producers globally.

v. Development of a technology-led advertising algorithm that allows advertisers on our site to bid for display priority against any number of chosen keywords.

• Employment of a Sales Director to further drive existing and planned revenue streams.

• Securing suitable office premises and appropriate administrative support to enable future growth and systematic follow up and commercialisation of existing and future leads.

• Employment of sales team to drive advertising revenue and to cross-sell/upsell additional services to existing and future customer base.

• Marketing expenses – encompassing all forms of advertising media to promote our offer and thus drive sign-ups, as well as marketing trips to selected producers and strategically-important regional, national and supra-national trade bodies.

Longer Term (>12 months) • Potential investment in wholesale Champagne and Sparkling Wine

operations/partnerships. • International expansion of current industry tasting events and

Awards Ceremonies to Asia, Europe and the North America. • Ongoing development of our offline brand presence via

strategically-important events such as Wimbledon, Henley etc. • Continued investment in subscriber growth initiatives.

USE OF PROCEEDS

37

The proposed investment will allow Glass of Bubbly to significantly increase both overall shareholder value creation and importantly, the rate at which this shareholder value is created. Having successfully built the brand into a trusted and credible industry player over a number of years, the strategy is to leverage the contacts and connections made by the founders to capture and monetise the latent value within the producer-supplier-distributor-retailer chain. Unlike other recent online-only market participants, Glass of Bubbly has the requisite connections and credible relationships and a significant offline presence, which will help drive value creation.

Whilst continued investment in the business from profits and cash flow is a major part of the Company’s growth plan, the management team is keenly aware of the need to reward equity shareholders for their risk participation. This may be achieved by a future dividend policy that will allow annual returns to shareholders, should financial performance allow, in addition to the following options that may be considered in the medium-long term (5+ years).

1. Trade sale to a 3rd PartyAn obvious exit option to crystallise shareholder value would be via a trade sale to an existing or new market participant. Such deals can be an excellent way of realising value for shareholders given that they are market-driven, conducted at arms-length usually with a non-related party and thus provide clarity as to the value of the business.It is envisaged that the management team will look to explore this option should circumstances allow and if it is decided that it is in the best interests of the Company and its shareholders to pursue such a course of action. As with any future scenario, there is no guarantee that there will be sufficient

market interest, at a price deemed by the management team to be acceptable, and therefore, this option is realistic, but uncertain.

2. Tender offer to shareholdersDepending on circumstances and the Company’s financial position, the Company may offer to buy back shares from shareholders wishing to sell. In such a scenario, it is likely that the management team of the Company, assisted by external advisors if appropriate, will form a view as to the value of each share. Under such an arrangement, shareholders would then be invited to decide, on an individual basis, whether they wished to tender their shares to the Company at the offered price. 3. Public listing Depending on the growth of the Company and the view of management and its professional advisors, it may be that the Company seeks to explore a public listing as a way of realising shareholder value. A successful completion of this option would provide a more liquid market for the Company’s shares, allowing shareholders to value their shareholding and to buy and sell shares in the Company, subject to market conditions. Given that, at this stage, this remains a hypothetical option, decisions such as whether to allow existing shareholders to sell at the time of listing or to issue new shares to the market, plus other considerations, remain undecided.

This option would be expensive and time-consuming, and would depend on many factors, the majority of which are likely to be outside the Company’s control or sphere of influence. Nevertheless, should Glass of Bubbly reach sufficient scale and profitability to make this a viable potential option, then it is likely to merit serious consideration.

REALISATION OF SHAREHOLDER VALUE / EXIT STRATEGY

38

The Company is currently in a net cash position with cash at bank of £20,000. Low fixed costs – as the

business scales up and increases client on-boarding, incremental revenue will flow directly to the profit line after

initial client acquisition costs are accounted for.

Financials

39

PROFIT & LOSS

2019 2020 2021 2022 2023 2024

Start of year total subscribers 0 589 819 1,139 1,583 2,200New subscribers 589 283 393 547 760 1,056Lost subscribers 0 -53 -74 -102 -142 -198End of year total subscribers 589 819 1,139 1,583 2,200 3,058Average no. of subscribers in period 112 704 979 1,361 1,891 2,629Average annual revenue per subscriber (£) 2,520 2,696 2,885 3,087 3,303 3,534Subscriber sales 283,420 1,899,061 2,824,473 4,200,839 6,247,908 9,292,514 subscriber sales growth % 570% 49% 49% 49% 49% as a % of total sales 68% 89% 90% 92% 93% 93%Event sales 135,000 236,250 307,500 385,000 467,500 737,500 as a % of total sales 32% 11% 10% 8% 7% 7%Total Sales 418,420 2,135,311 3,131,973 4,585,839 6,715,408 10,030,014 sales growth % 0 410% 47% 46% 46% 49%Cost of sales -184,750 -224,750 -259,675 -308,619 -362,148 -453,248 cost of sales % 44% 11% 8% 7% 5% 5%Gross Profit 233,670 1,910,561 2,872,298 4,277,220 6,353,260 9,576,766 gross margin % 56% 89% 92% 93% 95% 95%Staff costs -261,600 -436,560 -664,833 -808,118 -977,731 -1,174,111 staff costs as a % of sales 63% 20% 21% 18% 15% 12%Other operating expenses -108,250 -147,450 -176,855 -218,728 -260,172 -339,761Total Operating Expenses -369,850 -584,010 -841,688 -1,026,846 1,237,903 -1,513,872 operating expenses as % of sales 88% 27% 27% 22% 18% 15%IT investments -70,000 -21,353 -31,320 -45,858 -67,154 -100,300Operating Profit (EBIT) -206,180 1,305,198 1,999,291 3,204,516 5,048,202 7,962,593 operating margin % 61% 64% 70% 75% 79%Exceptional costs -48,563Tax 0 -247,988 -379,865 -608,858 -959,158 -1,512,893Net Profit -254,743 1,057,211 1,619,426 2,595,658 4,089,045 6,449,701 net profit margin % 50% 52% 57% 61% 64%Cumulative net profit -254,743 802,468 2,421,894 5,017,553 9,106,597 15,556,298

40

BALANCE SHEET 2019 2020 2021 2022 2023 2024Assets Fixed Assets 29,000 30,450 31,974 33,571 33,250 37,012Intangible Assets - - - - - -Current Assets 29,000 30,450 31,973 33,571 35,250 37,012Cash 140,257 1,197,467 2,816,893 5,412,551 9,501,594 15,951,295Total Current Assets 140,257 1,197,467 2,816,893 5,412,551 9,501,594 15,951,295Total Assets 169, 257 1,227,917 2,848,865 5,446,122 9,536,844 15,988,307Less Current Liabilities Amounts due within 1 year 4,000 5,449 6,971 8,569 10,247 32,009Long Term Liabilities 20,000 20,000 20,000 20,000 20,000 -Total Liabilities 24,000 25,449 26,971 28,569 30,247 32,009Net Assets (Net Worth) 145,257 1,202,468 2,821,894 5,417,553 9,506,597 15,956,298Financed by:Paid Up Captial 400,000 400,000 400,000 400,000 400,000 400,000P & L Reserve -254,743 802,468 2,421,894 5,017,553 9,106,597 15,556,298Total Capital 145,257 1,202,468 2,821,894 5,417,553 9,506,597 15,956,298

CASH FLOW 2019 2020 2021 2022 2023 2024Opening Cash Balance 20,000 140,257 1,197,467 2,816,893 5,412,551 9,501,594Cash Revenue 418,420 2,135,311 3,131,973 4,585,839 6,715,408 10,030,014New Investment 375,000 0 0 0 0 0Total Cash In 793,420 2,135,311 3,131,973 4,585,839 6,715,408 10,030,014Cash COGS -184,750 -224,750 -259,675 -308,619 -362,148 -453,248Cash Operating Expenditure -369,850 -584,010 -841,688 -1,026,846 -1,237,903 -1,513,872IT Investment -70,000 -21,353 -31,320 -45,858 -67,154 -100,300Exceptional Cash Costs -48,563 Tax 0 -247,988 -379,865 -608,858 -959,158 -1,512,893Total Cash Out -673,163 -1,078,101 -1,512,548 -1,990,181 -2,626,364 -3,580,313Net Cash Movement 120,257 1,057,210 1,619,425 2,595,658 4,089,044 6,449,701Closing Cash Balance 140,257 1,197,467 2,816,893 5,412,551 9,501,594 15,951,295

41

SALES & OPERATING PROFIT EVOLUTION

12,000,000

9,000,000

6,000,000

3,000,000

0

-1,500,0002019 2020 2021 2022 2023 2024

Total Sales Operating Profit (EBIT)

Strong growth across all metrics 2019-2024

42

10,000,000

7,500,00

5,000,000

2,500,000

0

-1,000,0002019 2020 2021 2022 2023 2024

PROFIT EVOLUTION

Gross Profit Operating Profit (EBIT) Net Profit

43

4,000

3,000

2,000

1,000

0

SUBSCRIBER NUMBERS

2019 2020 2021 2022 2023 2024

Start of year total subscribers

Lost subscribers

Average no.of subscribers in period

New subscribers

End of year totalsubscribers

Average annual revenue per subscriber

44

4,000

3,000

2,000

1,000

0

END OF YEAR TOTAL SUBSCRIBERS

2019 2020 2021 2022 2023 2024

45

"Thank you for reading and please do contact me directly should you have any questions via +44 (0)7917 434943 or [email protected]"

Christopher Walkey Co-Founder of Glass of Bubbly

@GlassofBubbly /GlassofBubbly @GlassofBubbly

www.glassofbubbly.com