PRIVATE PLACEMENT

 

ACCREDITED INVESTOR SUBSCRIPTION APPLICATION

SGW INVESTOR PRESENTATION

FUNDAMENTAL RESEARCH CORP – INVESTMENT ANALYSIS

 

DUE DILIGENCE

Shoal Games Ltd. is gathering expressions of interest for a Private Placement for Accredited Investors as described in the following material. Please contact either:

for details or further information.

BUSINESS OVERVIEW

Shoal Games Ltd. (TSXV:SGW) (OTCQB:SGLDF) (www.shoalgames.com) creates consumer mobile products and is managed by an experienced team of successful technology entrepreneurs.

Shoal Games owns Rooplay (www.rooplay.com) which is a “Netflix of Games” for children and families based on subscription. Rooplay has no ads, no in-app purchases, no long downloads, no instant messaging, and no outbound links of any form. These characteristics make the product a unique platform of game content that is entirely safe for children. Rooplay is live with 500+ games in 135 countries and 25 languages.  Rooplay has received more than 80,000 downloads since May 4th and can be viewed here

Shoal Games licenses games for the Rooplay library, but (just like Netflix) we also produce our own exclusive games called “Rooplay Originals”.  The first 10 Rooplay Originals featuring Garfield are live and our current production pipeline will see 15 Rooplay Originals live by the end of June.  As we scale Rooplay, we are also scaling the Rooplay Original game production pipeline which will make it difficult for any competitors to catch us.

The truly unique feature of Rooplay is its distribution strategy.  As Rooplay is a platform that creates long-term customers with recurring revenue, it can scale on the backs of partnership – globally – rather than requiring a large B2C marketing budget.  We have 5 strategies to deliver free downloads which are all in motion:

  • Platform features : We have a direct and positive working relationship with Google.  Rooplay received its first feature in May, and we’re scheduled for a second feature of the 10 Garfield games in mid-June.  Rooplay & all of the Rooplay Originals are eligible for multiple features.
  • Rooplay Original Apps : We publish the Rooplay Originals on Rooplay, but also as stand-alone apps for download. These apps will have links to Rooplay and drive free traffic to Rooplay.
  • Brand Partners : We build all our Rooplay Originals with brand partners (Garfield & Moomins & Mr. Men and Little Miss signed already). The Garfield team then posts to their Facebook page of 19 million fans about each product launch which creates free downloads for Rooplay.
  •  Web Partners : All the Rooplay Originals play in regular web browsers so we can put them live on any partner website worldwide. We are building Rooplay.com into a full web platform the same as Netflix.com or Spotify.com.  Web publishers can earn a revenue share for all the traffic they send to Rooplay.com.
  • Mobile Operators : mobile operators worldwide are interested in earning revenue from content systems such as Rooplay by integrating it to their payments systems and distributing it to their customers. We are in negotiations with more than 20 different mobile operators and have signed contracts with one operator in the Middle East (MTN), contracts in review in Kenya (Safaricom), and a feature placement pending in Pakistan (Ufone).  Mobile operators worldwide are looking for platforms, such as Rooplay, to distribute to their customers.  We are in discussions with leading operators such as Vodafone, Verizon, Sprint, Rogers Canada, T-Mobile, and many more.  With more than 6.8 billion active mobile phone subscriptions globally, the demand for mobile content systems is enormous.

Shoal Games is now at the point where there are more distribution and publishing opportunities than our small team can deliver.  We have the perfect team and have begun to scale Rooplay globally.  Filling this private placement will enable us to succeed.

We’re raising up to CDN $1.5M (US$1.12M) at CDN $0.45 (US$0.34) per unit which includes 1 share and 1 warrant (6 months at CDN $0.55 (US$0.41) then 6 more months at CDN $0.65 (US$0.48)).  The current stock price can be checked here: http://finance.yahoo.com/quote/sgw.v?ltr=1

Thank you for your interest and we look forward to speaking to you further.