#1wwwm FYRE FYREAPP.COM#2PRIVATE PLACEMENT MEMORANDUM BY ACCEPTING THIS PRIVATE PLACEMENT MEMORANDUM ("PPM"), YOU, THE OFFEREE SHALL KEEP IN CONFIDENCE THE CONTENTS OF THIS PPM AND THE CONTENTS OF ANY AND ALL ATTACHMENTS. INFORMATION HEREIN SHALL ONLY BE SHARED WITH THE OFFEREE'S ACCOUNTING AND LEGAL COUNSEL.#3CONFIDENTIALITY No person has been authorized to give any information or to make any representations in connection with the offer made by this Private Placement Memorandum, nor has any person been authorized to give any information or make any representations other than those contained in this Private Placement Memorandum, and if given or made, such information or representations must not be relied upon. This Private Placement Memorandum does not constitute an offer to sell or solicitation of an offer to buy in any jurisdiction in which such offer or solicitation would be unlawful or to any person to whom it is unlawful to make such offer or solicitation. Neither the delivery of this Private Placement Memorandum nor any sale made hereunder shall, under any circumstances, create an implication that there as has been no change in the affairs of our company since the date hereof.#4www FYRE FYRE DEFINES HOW WE ENGAGE AUDIENCES, CONSUME MEDIA AND SHARE CONTENT BY CONNECTING CONSUMERS, CELEBRITIES AND BRANDS THROUGH LIVE EXPERIENCES. Understanding that today's cohort interacts, engages and follows a new generation of role models who are defining today's culture, the FYRE platform changes the way how they interact with their fans, followers and brands.#5FYRE BOOKINGS#6THE PROBLEM RECORDED MUSIC REVENUE IS UNDER PRESSURE. ARTISTS ARE SEEKING NEW WAYS OF EARNING REVENUE AS THE MUSIC INDUSTRY BUSINESS MODEL HAS BECOME DISRUPTED. LIVE BOOKINGS IS THE FASTEST GROWING SEGMENT OF THE ENTERTAINMENT INDUSTRY with rising ticket prices and increasing attendance. Fans seek more meaningful connections to talent through live events and social. Talent seek to increase their engagement with fans. BUT, WE'VE SEEN FIRSTHAND THAT THE LIVE INDUSTRY IS BROKEN. Accessing talent is a mystifying, inefficient, and inconsistent process: there is no platform that allows buyers to connect with talent through one platform, submitting offers, negotiating and processing payment, end-to-end.#7FYRE FYRE REMOVES THE FRICTION TO SECURING TALENT Fyre is a global entertainment marketplace that helps venues, brands, and qualified private buyers book talent for live performances, appearances, and paid social posts through one consistent and easy digital platform. Since launching in May 2016, thousands of offers representing tens of millions of dollars of performances and appearances have been made and accepted with Fyre. ****FYRE & FYRE EXCLUSIVES FYRE TALENT 421 PM TALENT ESM WAKA FLOCKA के 224 CATEGORY ALL MUSICIANS MODELS BRUINS STANLEY CUP HAMPIONS 2011 ATHLETES JONES 22 IT SO AWAY ANYMORE 11 INFLUENCERS SYLVAN#8JAMIE FOXX QUEEN LATIFAH TALENT NETWORK IGGY AZALEA LIL WAYNE DJ KHALED FYRE'S ROSTER INCLUDES SOME OF THE MOST ICONIC NAMES IN ENTERTAINMENT INCLUDING: at JESSE JO STARK LIL WAYNE, DJ KHALED, ANTONIO PIERCE, JAMIE FOXX, QUEEN LATIFAH, AND HUNDREDS OF OTHER NOTABLE ARTISTS, ATHLETES AND INFLUENCERS. 74477#9FOR BUYERS & TALENT > BUYERS Quickly submit and negotiate offers, and finalize payments. Ⓒ TALENT Evaluate, negotiate and accept offers. FYRE STREAMLINES THE BOOKING PROCESS FOR BUYERS, FACILITATING MORE TRANSACTIONS. WITHIN THE FYRE PLATFORM Fyre is the first end-to-end platform for talent bookers. Buyers submit and negotiate offers, sign contracts and finalize payments, all with Fyre. We've built a communications and integrated payments platform to remove pain points from the booking process and enhance efficiency on both sides of the deal. BUYERS & TALENT More bookings and connections between talent and buyers facilitated than ever before. FYRE MAXIMIZES TALENT EARNINGS BY EXPOSING THEIR AVAILABILITY TO QUALIFIED TALENT BUYERS AND VENUES. This allows for more bookings through increased visibility to talent buyers and simplifies the day-to-day anagement. The Fyre platform securely and confidentially manages the entire booking process, from initial offer to payment, and day-of coordination.#10REVENUE MODEL FYRE ASSESSES A 10% FEE TO BUYERS AND DOES NOT TAKE A COMMISSION FROM TALENT ON BOOKINGS We provide incredible value to our buyers for the fee that we assess through making the talent booking process quicker, easier and more transparent than the previous cumbersome model of connecting with talent. We also redirect 25% of the Fyre fee (2.5% of the booking) to talent by way of benefits. This is unprecedented in the entertainment space and builds long-term loyalty with talent. Our interactive real-time platform is constantly evolving to meet the needs of our talent buyers. We work in tandem with talent management teams to maximize their talent's revenue and develop their fan-base. WE TAKE NO DIRECT LIABILITY FOR ANY BOOKINGS MADE WITH FYRE. EACH AGREEMENT IS BETWEEN TALENT AND THE BUYER. IF TALENT FAILS TO PERFORM, BUYERS ARE BACKED WITH THE FYRE GUARANTEE, WHICH REIMBURSES THEIR FEE THROUGH THIRD PARTY INSURANCE. FYRE, IN GOOD-FAITH, WORKS WITH TALENT BUYERS TO FIND SUITABLE LAST MINUTE ALTERNATIVES.#11FYRE FESTIVAL#1211 COME, SEEK, FOR SEARCHING IS THE FOUNDATION OF FORTUNE"#13ES YOURS WHAT IF WE REIMAGINED WHAT IT MEANS TO ATTEND A MUSIC FESTIVAL? nue#14THE ACTUAL EXPERIENCE EXCEEDS ALL EXPECTATIONS AND IS SOMETHING THAT'S HARD TO PUT TO WORDS. IT WILL IGNITE THAT TYPE OF ENERGY, THAT TYPE OF POWER IN OUR GUESTS.#15OUR VISION Fyre has a unique goal and inspiration: the exploration of the uncharted inspired by and referencing the five elements of the earth Throughout the next five years, we will traverse the globe to find untouched lands and convert them into unparalleled experiences. Fyre will work to bring life to each region. Through the purchase of significant land, we will utilize the each festival as a major cultural event to bring awareness, visitors and livelihood to the land.#16YEAR 1 ^^^^^^ WATER#17OVERVIEW Fyre Festival leverages our global access to talent and our understanding of the millennial demographic to create THE CULTURAL EXPERIENCE OF THE DECADE. Fyre Festival is a rich experience that emboldens our quest to connect a diverse set of influencers. For two weekends in April and May, the curious and adventurous come together on a private Exuma island: Fyre Festival will feature music from the greatest talents in the world, immersive experiences through art, theatre, and a weekend long treasure hunt; as well as informative discussions with some of the brightest minds in the world. Fyre will be defined by its ability to connect: the ultimate in a tasteful experience.#18WELCOME ΤΟ FYRE FESTIVAL CLICK TO VIEW#19SUMMARY These weekends go beyond the beauty of a remote beach, its vast landscape and perfect waters. The focus is on a global audience coming together in sharing a life changing experience. FYRE TWO WEEKENDS | 40,000 GUESTS | THE EXUMAS HEADLINERS G.O.O.D. MUSIC MAJOR LAZER DISCLOSURE (DJ SET) Where: Fyre Cay, Exumas When: April 28th - 30th 2017 + May 5th - 7th 2017#20FYRE STARTERS#21Kendall Jenner 72.5m followers 6.3m likes FYRE STARTERS To ignite the Fyre Festival we compiled 400 of the most influential personalities globally to launch a coordinated influencer marketing campaign. THESE AMBASSADORS STAND AS PART OF, AND REPRESENTATIVE OF, THE FYRE TRIBE. They are key personalities to lead the attendance of an influential audience at the Fyre Festival around the world and therefore your potential brand partners. Nick Bateman 6m followers 34k likes On Monday, December 12th at 5pm an ambiguous orange tile was posted to the below accounts reaching over 300mm people in 24 hours. Emily Ratajkowski 10.6m followers 48k likes Yovana Ventura 4.7m followers 6.7k likes Bella Hadid 9.7m followers. 94k likes Bella Thorne 14.8m followers 4.5k likes Chiara Ferragini 7.8m followers 13 k likes Marcus Butler 3.6m followers 39.2k likes Hailey Baldwin 8.6m followers 56.1k likes Elsa Hosk 3.2m followers 19.2k likes Rocky Barnes 885k followers 14.6 likes Jen Selter 10.5m followers 5k likes Alessandra Ambrosio 7.6m followers 21 k likes Paulina Vega 2.7m followers 5.5k likes#22Ashanti 2.2m followers 1.3k likes Helen Owen 1.1m followers 3.8k likes Steven Kelly 628k followers 5k likes Anastasia Karanikolaou 2.2m followers 12.3k likes Lais Riberio 1m followers 5k likes Soo Joo 474k followers 2.9k likes Sammy Wilk 1.9m followers 16.5k likes Carmella Rose 1m followers 2.2k likes Joy Corrigan 458k followers. 518 likes FYRE STARTERS CONTINUED Julia Kelly 1.9m followers 4.8k likes. Kyra Santoro 915k followers 15k likes Hannah Ferguson 398k followers 707 likes Bryana Holly 1.6m followers 8.7k likes Shanina Shaik 842k followers 2k likes Juliana Herz 388k followers 984 likes Chanel Iman 1.2m followers 2.3k likes Nicole Willams 760k followers 1.4 likes Marina Laswick 365k followers 2.5k likes Anastasia Ashley 1.1m followers 1.8k likes Rose Bertram 650k followers. 5.5k likes Gizele Oliveira 359k followers 1.6k likes#23Daniella Lopez 351k followers 1k likes Duckie Thot 186k Followers 820 Likes Nadine Leopold 308k followers 1.1k likes Chris Johnson 159k followers 309 likes Cindy Prado 295k followers 936 likes Joe Weir 152k followers 1k likes FYRE STARTERS CONTINUED Ryan Leslie 280k followers 628 likes Anna Herrin 142k followers 251 likes 250 Chris Harris Jr. 258k followers 3k likes Stipe Miocic 141k followers 794 likes Delilah Belle 206k followers 1.1k likes Brooks Nader 121k followers 1.4k likes Keilah K 192k followers 633 likes Tatiana Dieteman 108k followers 154 likes#24Lyzy Adler 101k followers 529 likes Corey Liuget 43.5k followers 200 likes Cassie Brown 96.6k followers. 488 likes Natalia Borges 43k followers 416 likes Maggie Rawlins 95.4k followers 303 likes Brittany Atkins 37.8k followers 74 likes FYRE STARTERS CONTINUED Heidy De La Rosa 59.2k followers 193 likes Ania C 33.6k followers 424 likes Alina Baikova 58.8k followers 177 likes Anggie Bryan 27k followers 50 likes Marshall Faulk 51.3k followers 113 likes Alan Leyva 26.1k followers 291 likes Aisha Atkins 44.4k followers 89 likes Brandon Flowers 25.2k followers 203 likes#25POP! FYRE STARTERS AS PART OF OUR INFLUENCER MARKETING CAMPAIGN, WE PARTNERED WITH KENDALL JENNER TO ANNOUNCE OUR FIRST HEADLINERS, THE G.O.O.D. MUSIC FAMILY. WITHIN FIVE DAYS, SHE AMASSED APPROXIMATELY 6 MILLION UNIQUE IMPRESSIONS, LEADING TO AN EXPONENTIAL LEAP IN WEBSITE VIEWS AND TICKET PURCHASES. kendalljenner 5,913,247 views laurex95 Lb elvirazgz Amazing!!! laurex95 Lb simonandernach FF horcruxez Lbibib Jackieeass ajennnylee lamjacob Lbs Follow kendalljenner So hyped to announce my G.O.O.D. Music Family as the first headliners for affyrefestival. Get tix now at fyrefestival.com VIP access for my followers... use my promo code KJONFYRE for the next 24 hours to get on the list for the artists and talent afterparty on Fyre Cay #fyrefestival view all 30,087 comments peytonmichelle8 LB INSTANTLY leshommesnenult Follow me every body Log in to like or comment. 5d#26WHAT THE PRESS IS SAYING Fyre Festival's influencer outreach marketing campaign enabled the brand to garner an extraordinary amount of press, amassing a total of 300 mm social media views 1.5mm media impressions in the 48 hours after launch. VOGUE InStyle ELLE AUSTRALIA TMZ PLAYBOY COSMOPOLITAN Sports Illustrated W 'Is Fyre Festival The New Coachella?' 'Fyre Festival looks set to be the biggest fomo-inducing event of 2017' 'Think Coachella x 1000 and you're still not even close.' 'This Mysterious New Festival Is the next BIG destination event' Esquire POPSUGAR. /FOX NEWS .com BAZAAR GLAMOUR 'What I discovered was the Fyre Festival. A music, art and food festival taking place on the private island of Fyre Cay in the Exumas, Bahamas. ' 'The viral marketing campaign pulled me in but the promise of a life changing experience hooked me.' 'Fyre Festival is not your typical festival experience.'#27YEAR I ACHIEVEMENTS 300MM SOCIAL IMPRESSIONS 1.5MM MEDIA IMPRESSIONS EXPECTING 100% SELL OUT BY MARCH 31ST SECURING PARTNERS AND SPONSORS#28BRAND SYNERGY RICE w MURRUCHA WWWX UPAKUA#29Sponsorship is a key revenue stream for Fyre Festival. Our 360 methodology allows to capture brand revenue in a unique manner Understand Brand Goals Ideate Execute Conceptualize#30Fyre Festival has identified and secured several brand partners that will attract the aspirational, thrill-seeking audience that the island deserves. By amplifying our marketing efforts through their existing channels, we will in turn be able to elevate the onsite experience for all. SAMSUNG PENDING Pernod Ricard PENDING PENDING PARTNERSHIPS XXXXX MAGNISES CONFIRMED OUR PENDING PARTNERS INCLUDE: VILEBREQUIN PENDING CONFIRMED CASAMIGOS Tequila PENDING BANDIER PENDING TT TABLELIST CONFIRMED#31LAND OWNERSHIP Fyre has been given $8.4mm of market value land on Black Point, Exuma in exchange for hosting the festival and advertising the island.#32FINANCIALS PLEASE SEE APPENDIX#33RAISE $25mm raise to acquire 500 exclusive managers and expand Fyre globally.#34FYRE SQUAD#35WE'VE CRAFTED A TEAM OF ROCKSTARS TO SPREAD FYRE. Combined we've sold 60MM RECORDS WORLDWIDE Amassed DECADES OF EXPERIENCE IN THE MUSIC AND ENTERTAINMENT INDUSTRY Founded three other companies, and have worked at top companies including GOOGLE, NIKE, HELMUT LANG, AND BREATHER We share an extraordinary passion for changing the cumbersome and mystifying entertainment industry as we know it, and have set course to make the industry more accessible and transparent.#36FOUNDERS BILLY MCFARLAND FOUNDER & CEO Billy McFarland is the Founder and CEO of Fyre, where he guides the company's overall direction and strategy. His other companies include Magnises and Spling. Billy is also the founder of two non-profits Accelerate and LEAP. JA RULE FOUNDER Ja Rule is the founder of Fyre, where he is responsible for overall business strategy, guiding creative and facilitating artist relations. A three time Grammy Nominee with over 60 million records sold worldwide, he is widely recognized as among the most commercially successful hip hop artists of all time. In the tech space, he is an investor and advisor to the hugely successful members-only benefits platform, Magnises. And as a television personality he is both star and executive prouder of the MTV docu-series Follow The Rules.#37THE FYRE SQUAD MDAVID LOW CCO MDavid Low is a co-founder of Fyre and its Chief Creative Officer, responsible for product design excellence and implementation. Prior to Fyre, MD created notable and award winning digital products as Executive Creative Director at R/GA as well as Design Director at Nike. GRANT MARGOLIN CMO Grant oversees marketing and brand strategy. Prior to his role with Fyre, he oversaw all marketing and brand strategy for Magnises, the fastest growing experiential benefits platform globally. Grant began his career working for Daymond John, a noted angel investor and "Shark" on ABC's Shark Tank. Grant graduated Summa Cum Laude from Syracuse University's Bandier Program for Music and Allied Entertainment Industries. MARK NAUROTH CTO Mark oversees the architecture and implementation of Fyre's digital platforms. His career writing enterprise-level software spans sectors as diverse as finance and food service and has grossed tens of millions of revenue. Mark is also an author, speaker, and avid antiquities collector. 1700 JASON VE CRO Jason oversees revenue-generating functions at Fyre, including sales, talent bookings, business development and partnerships. Jason has a decade of experience in the music, entertainment and tech industry, and comes to Fyre from Google where he oversaw music and entertainment partnerships. Prior to Google, Jason worked in business development roles at Disney and Viacom, and as an investment banker at UBS. Jason graduated from NYU Stern. MICHAEL CICCARELLI LEAD, FRONT-END Michael is responsible for both front-end and back-end engineering. Michael was previously the Lead Engineer at Vice Media and Condé Nast. SHIYUAN DENG PRODUCT DESIGNER Shiyuan is responsible for product design, working with both the creative and engineering team to design meaningful features for Fyre's users. Shiyuan's entrepreneurial background allows her to understand both Fyre's product goals and user's needs.#38THE FYRE SQUAD SHERIDAN LOW DIGITAL PRODUCTION MANAGER Sheridan Low is responsible for digital production and live stream operations. Prior to Fyre, Sheridan proudly served in the Army National Guard as the Operations and Logistics Sergeant for California's Search and Extraction team within the Homeland Response Force. NYLA COFFIE DIRECTOR OF EXPERIENTIAL MARKETING Nyla oversees experiential marketing. Her goal is to bring the Fyre brand to life for all of our audiences. Prior to her role with Fyre, she led event marketing for the NYC region of Breather. She has also worked in event marketing at Pager and Teach For America. SAMUEL KROST DIRECTOR, TALENT MANAGEMENT Samuel oversees talent relationships and bookings for Fyre. Samuel's industry background at Helmut Lang and Onia allows him to develop meaningful relationships with both talent and buyers. HO WILKERSON DIRECTOR, TALENT & BOOKING OPERATIONS HO oversees all operations for Fyre's bookings, liaising with the talent team, marketing team and buyer to ensure a seamless booking. Prior to Fyre he ran marketing and operations for Murder Inc. and Bad Boy Entertainment. IAN BROWNE TALENT DIRECTOR lan is Manager of Talent at Fyre, leading model and buyer acquisition. Prior to Fyre, lan was COO of Patrick McMullan Agency where he led the joint venture with Getty Images. Prior to his role with PMC, lan started the capital raising division at Phoenix Partners Group, an inter dealer broker in NYC. lan has an MBA from Emory University GRACIE LUNDELL PRODUCT ENGINEER Gracie is a developer for front-end design for Fyre. Gracie was previously a front-end developer for Blacktower Entertainment and graduated from Portland State University.#39MATTE MATTE CREATIVE PARTNER THE FYRE SQUAD MATTE is a creative agency and production company focused on culture and tent creation. Some of our clients include CHANEL, DKNY FINISH LINE GOOGLE HELMUT LANG INTERVIEW MAJE MARGIELA, NIKE, PERNOD RICARD, RAG & BONE, SAMSUNG, SNAPCHAT, SOHO HOUSE, VOGUE. CO FUCK JERRY SOCIAL MEDIA From the success of his personal instagram account, Elliot Tebele has built an empire through social media. Through thoughtful content strategy, FuckJerry references in-depth analytics to ensure that the data behind content performance is aligned with creative direction. Analytics are based on three factors: audience, engagement and optimization. 42 WEST 42WEST PUBLIC RELATIONS With unparalleled experience, contacts, and expertise, 42West is one the leading full-service public-relations firms in the entertainment industry.#40TABLELIST TICKETING THE FYRE SQUAD Tablelist is the leading real time online reservation, ticketing and event management platform for nightlife and events. Tablelist is currently active in over 500 venue partners across 9 countries and 25 cities. INSTITUTE NATE BROWN CREATIVE DIRECTION From stage visuals for Beyoncé and Kanye West to Alexander Wang and John Ellic Institute provided creative direction for several of the most talked about events in recent years. The talented creatives will join Fyre as the lead on set/stage design throughout the island. DPS DIVERSIFIED PRODUCTION SERVICES LLC DPS PRODUCTION From concept to realization, DPS is an industry leader in the development and ex ution of worldwide event productions, including; The Global Poverty Project's Global Citizen Festival in Central Park, NY, iHeartRadio Music Festival and Jingle Ball Tour, Rock and Roll Hall of Fame's 25th Anniversary, Tidal X, NBA All-Star Halftime Show in New Orleans, and multiple NFL events.#41#42"SEEK THOSE WHO LIGHT -RUMI YOUR FLAMES."#43wwwm FYRE FYREAPP.COM