ONEMARKET
The Exchange for Container Shipping
September 10, 2015
Disruptive technology in a $17 billion industry
Jointly building the world’s 1st exchange with Nasdaq
“This will have a massive effect on our industry.”
Powered by Nasdaq

ONEMARKET
• World’s 1st cloud exchange for freight forwarders &
shippers to trade ocean container space
• Forwarding business currently run on a fax machine with
trading done with phone & email
• Forwarders can recover $17 billion in lost revenues
• Industry disruptive technology
• Technology partner: Nasdaq OMX Group, Inc.
• 60% operating margins equivalent to other commodities
exchanges
2CONFIDENTIAL
Elevator Pitch

ONEMARKET
• Milestones
o Software architecting & system design completed
o Provisional patent filed April 2014
o TradeRunner trademark search & applied May 2014
o Proven, world-class trading platform (Nasdaq)
o Minimal Viable Product requires 12 months to program
• Target market testimonials/response
o “Freight forwarders are hungry for this”
o “This will have a massive effect on our industry.”
o “The timing for something like this perfect.”
o “We would benefit tremendously from its implementation.”
3CONFIDENTIAL
Traction

• Initial Target markets Provide online exchange for the
cubic meters of space inside containers transported on
sea-going container ships and trucking
• $13 billion in potential trading fees (sea shipping only)
o Less than container load (LCL): $5.4 billion
o Full container load (FCL): $7.6 billion
• Target market customers
o Primarily LCL, with natural spillover markets like FCL, trucking, & rail
o Specialized US freight forwarders known as NVOCCs that control
the supply of containers and drive rates & practices down to the
rest of the forwarder market
o The top 50 NVOCCs have 83% market share; OneMarket is
targeting #51 – #100 (“the bottom 50”)
4CONFIDENTIAL
Market OpportunityONEMARKET

• LCL Containers ship 20-40% empty!
o Industry target space utilization = 83%
o Actual average utilization = 67%
• Costly credit checks & collections problems
o Most buyers—40,000 forwarders in China—require credit checks
o Common for collections to take up to 6 months
• Spot shipping prices/quotes difficult to get
o No centralized online source, but thousands
o Commonly takes days to get a shipping quote
• 20% of shipments have documentation issues due to
manual paper processing & fax technology
5CONFIDENTIAL
LCL Industry Pain PointsONEMARKET

• Fill empty space in containers
o Use phone & email, but can’t reach enough buyers fast enough
o $17 billion in lost revenue is the cost of doing business
• Credit & collections
o Credit checks too costly & lengthy, so seller refuses their business
o Forwarders have large staffs to manage collections
• Providing quotes
o Each forwarder has a proprietary request for quote Web page
o Historical rates locked in walled gardens
• Documentation errors
o Remains a labor-intensive process
o Industry widely accepts error costs as the cost of doing business
6CONFIDENTIAL
Current SolutionsONEMARKET

• Container empty space ► Use online exchange
o Instantaneously reach 1,000s of buyers
o Allows buyers to bid for space
• Credit & collections ► Solved with a clearinghouse
o Guarantees on-time payments in full
• Providing quotes ► Digital ‘open-outcry’ trading platform
o Instant spot prices
o Historical prices easily accessible with ‘big data’ mining
• Documentation errors ► Digitize documents
o Platform transitions forwarders from analog to digital technology
o Reduce redundant back-office labor
7CONFIDENTIAL
Value PropositionONEMARKET

Commission Fees
20' Standard
Container
40' Standard
Container
40' High Cube
Container Total
Forwarder LCL Revenue Potential $1,196 $2,436 $2,746
Industry Average Capacity Utilization 67% 67% 67%
Average Revenue $807 $1,644 $1,853
Traded Using OneMarket 75% 75% 75%
Commisionable Revenue $605 $1,233 $1,390
OneMarket Commission Rate: Seller 10% 10% 10%
OneMarket Commission Fee $61 $123 $139
Transactions Fees
OneMarket Transaction Fee: Buyer $9.95 $9.95 $9.95
OneMarket Transaction Fee: Seller 9.95 9.95 9.95
Total per Trade $19.90 $19.90 $19.90
Average Trades per Container 2.00 5.00 5.00
OneMarket Transaction Fee $40 $100 $100
Total Trading Fees
Per LCL Container $100 $223 $238
Annual Containers Average Customer 2,941 1,307 1,797 6,045
Total Annual Trading Fees $294,952 $291,167 $428,547 $1,014,667
8CONFIDENTIAL
LCL Revenue Model
Blue numbers are key modeling assumptions
• Average annual LCL trading fees per customer = $1 million
ONEMARKET

• Average LCL customer
o 6,000 containers = 18,300 TEUs†
o 3 ramp-ups to steady-state
– Space traded in each container
– Trades per container
– Total containers traded
o Container volume traded = 51%
• Global market
o Total global port traffic growth
o 2014: 684 million in 2014 = 102 million LCLs
o 2017: 800 million 2017 = 120 million LCLs
o 40’ High Cube containers—the highest revenue containers modeled—
currently exceed 50% of the market (but no recent publicly available
share data on the other types)
9CONFIDENTIAL
LCL Unit Metrics
† Data in 20’ equivalent units (TEUs) from World Bank & Hofstra University, 2011 (20’ standard container = 1 TEU, each of the 40’
containers = 2 TEUs)
ONEMARKET
By Container Load Type Containers Share
LCL 97,664,792 15%
FCL 488,323,962 75%
Empties 65,109,862 10%
Total 651,098,616 100%
Target Market
LCL By Container Type Containers Share Share
20' Standard 26,369,494 27% 32%
40' Standard 23,439,550 24% 29%
40' High Cube 32,229,381 33% 39%
Total Target Market 82,038,426 84% 100%
Other Container Types 15,626,367 16% --
Grand Total 97,664,792 100% --
Target Market
Global Container Port Traffic (inbound & outbound trips)

• Targeting “bottom 50” NVOCC customers over 5 years
o Bottom 50 of top 100 are most approachable & hungry
o Already have hi-level dialogs with 12
o Close 1 NVOCC customer a quarter via product evangelists
o Build out regional sales teams tail of year 2 and into year 3
– Helmed by industry insiders
– Emphasis on Asian traffic
• Natural spillover markets
o Full-Container-Loads (75% of the container market)
o US Trucking: $130 billion in industry revenues
o US Rail: $79.5 billion in industry revenues
o Foreign-based trade markets (US is 12% of the global LCL market),
forward contracts, derivatives contracts, insurance services, foreign
exchange, logistics, margin trading, data mining & reports
• Forecast 5.4% CAGR in industry growth (est. 2015 – 2017)
10CONFIDENTIAL
Marketing & GrowthONEMARKET

• Martin Duvander, CEO (founder)
o Nearly a decade in banking
– Back-office ops in settlements, payments (Merrill Lynch London)
– Headed Treasury, managed foreign exchange trading & clearing (Habibson’s Bank)
– Spot foreign exchange trader (D.I.C. London)
o Nearly a decade in software: Co-founded Mojo Software (SaaS to automate
workforce hours for both US & European companies)
• Lawrence Heltzer, CFO (founder)
o 20 years’ experience developing and directing strategic planning and
financial analysis projects for private equity portfolio companies
o Norwest Venture Partners, Enterprise Partners Venture Capital, among others
• Ariffin Yahaya, Technical Advisor
o 14 years’ experience leading tech teams and building software solutions for
Internet search, deals, shopping and cloud computing. PhD in monetizing
computer networks.
o Yahoo! Inc., Geniosys, University of California
• Advisory Board has 70+ years’ industry experience
11CONFIDENTIAL
TeamONEMARKET

* Average daily trades to break-even: 161 ― occurs month 16
12CONFIDENTIAL
FinancialsONEMARKET
Income Statement ($000s)
Revenues
Trading Fees
Sea $26.8 64.7% $5,519.7 93.8% $16,723.1 94.6% $33,788.9 94.5% $62,972.4 94.4%
Intermodal/Drayage Trucking 6.5 15.6% 143.8 2.4% 353.4 2.0% 716.1 2.0% 1,346.0 2.0%
Non-Intermodal Trucking 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
Rail 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
Air 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0% 0.0 0.0%
Total Trading Fees $33.3 80.3% $5,663.5 96.2% $17,076.5 96.6% $34,505.0 96.5% $64,318.4 96.5%
Clearing Operations 0.2 0.4% 50.8 0.9% 188.3 1.1% 424.4 1.2% 822.7 1.2%
Terminal Subscriptions 7.8 18.8% 121.6 2.1% 223.6 1.3% 402.8 1.1% 717.6 1.1%
Total Revenues $41.4 100.0% $5,886.7 100.0% $17,676.8 100.0% $35,756.6 100.0% $66,681.3 100.0%
Cost of Services Sold 119.3 288.1% 1,216.3 20.7% 2,313.1 13.1% 4,055.8 11.3% 6,768.4 10.2%
Gross Profit ($77.9) -188.1% $4,670.4 79.3% $15,363.7 86.9% $31,700.8 88.7% $59,913.0 89.8%
Research & Development 1,046.6 2527.2% 112.4 1.9% 112.3 0.6% 262.7 0.7% 273.9 0.4%
Sales & Marketing 136.7 330.0% 2,036.1 34.6% 4,398.4 24.9% 8,431.2 23.6% 13,364.8 20.0%
Other General & Administrative 645.1 1557.7% 1,061.3 18.0% 2,452.0 13.9% 2,863.9 8.0% 3,201.5 4.8%
Operating Income ($1,906.3) -4603.0% $1,460.6 24.8% $8,401.0 47.5% $20,143.0 56.3% $43,072.9 64.6%
Less: Taxes & Other (4.1) -9.8% 667.1 11.3% 3,444.2 19.5% 8,232.4 23.0% 17,605.6 26.4%
Net Income ($1,902.2) -4593.2% $793.4 13.5% $4,956.8 28.0% $11,910.6 33.3% $25,467.3 38.2%
Performance
Trades (annually) 859 117,361 346,003 691,362 1,283,587
Trades (daily average)* 3 451 1,331 2,659 4,937
FTEs 8 18 38 49 66
NVOCCs 6 10 18 32 57
Drayage Companies 3 7 13 23 42
TEUs 1,300 86,623 278,635 605,036 1,156,174
Containers 859 57,233 184,098 399,756 763,901
Target Market Share
Sea LCL 0.00% 0.10% 0.25% 0.44% 0.79%
Sea FCL 0.00% 0.02% 0.08% 0.19% 0.37%
Itermodal/Drayage Trucking 0.00% 0.02% 0.04% 0.09% 0.16%
Year 1 Year 2 Year 3 Year 4 Year 5

8 competitors worldwide
• None offer the services of a modern exchange
• None guarantees payment
• None are material competitive threats over the near-term
• Most only target domestic trucking
• All are proving strong market demand for the ONEMARKET solution
• Nasdaq’s proven technology is at least 5 generations ahead
1. CargoHound: Launched July 2015; Australia import/export only
2. Cargomatic: US trucking only; hit 100 trades/day within 5 months
3. ComFreight: Launched in 2011; US trucking only
4. DAT Solutions: US trucking only; owned by Roper (sym: ROP)
5. Haven: Web-based ‘job’ board for ocean shipping
6. Keychain Logistics: US trucking only
7. Shipstr: Launches in Q4 2015; will serve only one trade lane
8. uShip: App that serves truckers in 19 countries
13CONFIDENTIAL
CompetitionONEMARKET

• Capital required: $3,000,000
• Terms
o Series A Preferred Stock
o Converts to common in 36 months
• Timing of capital raise: Between
proof of efficacy & beta
• Cash reserves: 9 months
14CONFIDENTIAL
Investment
Use of Funds ($000s)
ONEMARKET
Cost of Services Sold $421 14%
Research & Development 1,047 35%
Marketing & Sales 506 17%
IT & Office PP&E 154 5%
Management Salaries 359 12%
Legal 56 2%
Accounting, Tax & Audit 30 1%
Rent & Utilities 90 3%
Lease Deposits 12 0%
Other G&A 188 6%
Working Capital 100 3%
Taxes 2 0%
Subtotal $2,965 99%
Offering Expenses 35 1%
Total Uses of Funds $3,000 100%