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17th Annual LD Micro Main Event Conference

Oct 29, 2024

Brett Moyer
CEO, WiSA

Good afternoon. This is a long safe harbor act because it's really covering two companies, right? For those of you that know WiSA as a wireless audio company, we're going to talk today about an asset purchase agreement we signed last month. And fundamentally, we're making a 359-degree pivot, right? It's pretty exciting, at least from my perspective. We'll go through that today. And most of the news that you hear coming out of WiSA going forward will be about DataVault, right? DataVault, we announced that we signed an asset purchase agreement with DataVault back in September. They spent about $30 million investing in IP, productizing the IP, getting it ready to go to market, right? They didn't go to market with most of it, but they are now, right?

We saw it as a good opportunity to take our company and grow the revenue quite dramatically over the next 24 months, 36 months, et cetera, substantially more than what we could do on our own, number one, right? When we look at the markets they were targeting, they were targeting high-growth markets in data blockchain and Web 3.0. We're going to go through some of those examples. For those of you that know Nate, their CEO, he'll give you 55 examples in 10 minutes. I'm not that good. I'll get you three or four in the next 20 so that you know how they work, all right? From our side, they were interested in us because obviously there's a path to liquidity for their investors. There's a path to grow rapidly and access capital, right? It's pretty simple.

So a little bit about Nate, because he will become CEO of the company when we close this transaction in Q1, right? If there's one thing Nate's done in his entire career is develop technology, file a lot of patents around it, and then commercialize it. So he's done it four times going back through his career. And this, what we acquired are the assets of the fourth and fifth time, right? So we acquired the assets around ADIO, and we're acquiring the assets around the supercomputer and DataVault, right? On top of that, we bring our own 26 patents in there. So one of his great strengths is how to monetize those patents, both in licensing and leveraging them into the market for our technology. All right.

Most of what he set out to look at five years ago was how to use blockchain and how to position technology around Web 3.0, right? Lots of data out there, great big markets, go get our slice, right? So he's very methodical about how he goes about doing this, right? So as you saw in the prior slide, he identifies the big market, right? Then he goes off and starts filing the patents around his concepts. Then he goes out and he executes product design around those patents. So those patents become very defendable in the world. And then he goes off and monetizes it.

So one of the things that I like about where DataVault is right now is if you look at all that technology and those 41 patents, which is probably going to end up being four or five business units inside the company, they are all at that point of monetization. Now, that's also coincidentally where we are as WiSA Technologies, right? We spent three years, four years converting our custom chips into software, right? So we're now at the point where we're going to start monetizing that. So when an investor looks at us, fundamentally, there's five or six product groups that are high technology, high software, and licensing that are about to be monetized as we go forward. The 67 patents, now they cross different categories, right? So if somebody goes and adds those up, it's beyond 67.

That's because a lot of them are fundamental patents and they apply to different spaces, right? Now, historically, if you look at WiSA, you will see a product company, right? Selling hardware at margins. This is a full pivot to primarily a software licensing business. So when we license our IP for wireless technology, a good chunk of that transmission stuff will be software. We'll still sell a few modules for speakers, but it'll be software, right? When you look at high-performance computing and the software that DataVault has, that's all licensing. When you look at a couple of other announcements that we put out, one being VerifyU, which we'll go through, that's all software. So I would expect as the business builds out, at least two-thirds of our revenue is all software and licensing or transaction fees, right? Because part of the technology is they have smart contracts.

So with the smart contracts, that allows us to get our Visa slice of money, right? All right. We're not going to go through all of this, but the fundamental vision that Nate was driving is there's a lot of data being generated in this world, right? So how do you figure out where it is besides on some hard drive down the road? How do you monetize it and how do you protect it, right? So that's the essence of this slide and the essence of his business. But when you think about those big questions, it really applies to a lot of categories, right? Whether it's the government, whether there's insurance companies, whether it's educational institutes, right? So some of the examples that we're going to talk about is there's a lot of talk about NIL in the market now, right?

Because collegiate athletes can go out and license out name image likeness. Well, how do you do that if you're a 19-year-old kid, right? So we're able to create a DataVault for all of their likenesses and names, whether it's with the university's logo on it, whether it's their own name, and create a blockchain so it's immutable and a smart contract on that so that if somebody wants to come in and take this picture, all right, say it's in your uniform with your number with the school's logo. The smart contract's going to say, "All right, school logo's in there. They get X. We're transacting the fee. We get Y, and the kid gets Z," right? So it sets it up that the university can set this up for any of their kids to go out and start licensing their NIL, right?

If you look at, we just did an announcement with HYPERVSN. So again, here this is how do you take the data? How do you put audio around the 3D hologram? How do you engage with that customer? And that's what that partnership was with that we announced last week. Last week, right? If you talk to HYPERVSN, they're talking about if you do a hologram, you get a much better engagement. You get 40% more viewer time. You get twice the engagement, and your sales potentially go up 40%. But what we also showed with this maybe three weeks ago, Nate was presenting at the Digital Twin Institute, right? So this is where you take a supercomputer, you make a digital carbon copy of something, whether it's a human or a DNA strand.

In this case, what they did was they created a twin of, say, a wheat plant, and they want to make that more biofuel-rich. Because corn wasn't designed to grow for producing fuel, right? There's other grains that can produce more oil, well, how do you do that without planting them every year? That's a 10 or 20-year project. If you go into digital twinning in the supercomputer, now what you can do is here's the standard, all right, and here's your standard plant with the DNA strains. And you can grow it in the supercomputer and show it in the hologram, right? Conversely, you can go say, "Let's tweak this. We're going to get more oil, so we'll get more fuel," and you can grow it and show to your constituents exactly how that plant's growing and what the outcome is when you're twinning it, right?

So the supercomputer piece is probably the one that'll be, I'd say, the last to start hitting our revenue in P&L, but probably the most exciting long-term, right? Because it opens up a tremendous amount of opportunity for us. All right. So we have announced VerifyU two weeks ago. So think about this, right? Every university and college right now sporadically gets asked, "Hey, did this person really get that degree? Did they really do this thesis? Did they really get audited because they're going to apply for a postgraduate program? They're going to apply for a job?" So colleges pay $10,000-$30,000 a month to have independent groups handle that for them. Well, what we worked up with ASU was how do you do that with blockchain and 3.0?

And so what we developed and what we're announcing is, "All right, you can take that student's data. You can encrypt it, keep it on the university system, right? So we're not touching it. We're just a conduit to the data, right? Give the kid a coin, a digital coin. I'd say kid, but give the graduate, right? That digital coin, then they can always send that link for verification, right? And they can send it with a 24-hour expiration, a one-week expiration. And when the employer clicks on it, it's going to come back to the university system. It's going to show that it's immutable, so nobody can change it because it's on their system. It's not the kid sending the data or the kid sending the resume, right? So it's the same type of technology as NIL. You can see this is a credential by the school.

Here's everything put in by the school. Here's what the student put into his coin. So if you think about doing thesis and major publishing, if you're an advanced and postgraduate, you can put that in there. But it would show as a student's input, right? But what comes from the student, what comes from the university, stays on the university's computer. It's immutable. You know 100% that's exactly what degree they got. Those are exactly the grades they got. This is their thesis. So when you think about taking that into a university, right? So this will be one of the first ones we commercialize in Q1. You're going into a university saying, "Look, we can take that problem of verification away from you. We can take that expense away from you.

You can charge each student $400 for a lifetime thing, and we split the revenue, and we're giving you the technology, so it's immutable. It's trusted by your employer, and we get to administer it. It's really a simple interface, so that's one example of the first one. Once you're set up on that, now you can go to the NIL contracts for your students, right, and now you got two streams of revenue coming out of the universities, okay, so ADIO. ADIO is the other company, and I don't know, maybe half the patents are around ADIO, and what ADIO is about is sending ultrasonic signals that have encrypted data on it, so again, it's encrypted. It's immutable, and it goes to the app on a phone.

Now, what that lets you do is a lot of things when you start talking about live events, moving people around, advertising. So we're going to go through a couple of examples. So you have a speaker they went and tested this at the Katy Perry concert in the last weekend of her residency in Vegas in December last year, right? Resorts World wanted to know, does this technology work? Let's go run a sample, right? Not only did they want to know that it worked, they also wanted to know that it didn't disturb the rats in the casino. That was really, really important to them. So not to bust your bubble in those gorgeous buildings, but apparently there's a lot of rats running around there, and that was one of their top concerns. Just an interesting fact, right? So, okay, you get your ticket.

You get your app downloaded. They were able, by sending an ad, right? An ultrasonic ad that you didn't hear during the concert. They were able to get 14% of those people over 21 to go to the bar and spend $120 after the concert instead of going back to the parking lot, and then they got another 7% that went into the nightclub at the resort because that entered them into the opportunity to meet Katy Perry one-on-one at 3:00 A.M., right, so it works technically. It works effectively when you start thinking about moving 14% of the people out of a concert into a bar, and the results were they spent $120 on average, right? Other venues that would use that, if you think about those trade shows, who's gone to CES? You don't count. All right.

CES has 250,000 people that show up every year, not counting COVID. They have massive million-square-foot halls, like North Hall, South Hall, Central Hall. If you think about what ADIO can do, it would let the convention people license this to an exhibitor. Now, the exhibitor may not know who you are, but they will know your phone is within 300 feet, 3,000 feet, whatever. They will know where you are getting close, right? So they have the ability to send five different levels of ultrasonics out. So the exhibitor could say, "Hey, I'm two rows over. Come see whatever. Come see my apples. They are great. They are in season," right? Now, you could also say the exhibitor could then go to level two and say, "Hey, come see my apples to everybody that is in that multi-million-square-foot South Hall," right?

Now, the CTA, which runs CES, they could reserve level four and five, and they could send to everybody, regardless of where it is. They could send a signal and say, "You got to be within ultrasonic hearing," right? But they can send to all their convention centers over the PA system a signal that says, "Hey, CEO Samsung is about to give his keynote speaker in one hour. North Hall, go," right? So you can see where this can generate a lot of revenue, both from exhibitors and licensing to the event hosts. All right. So you got supercomputing. We talked a little bit about that in digital twinning. You got your tokenized capabilities of encrypting, making it immutable for authentication. And then you got your ADIO network. So that's our pivot. That's what you're going to be hearing a lot.

You got very long safe harbor because the lawyers are very nervous about talking about two companies and one public press release. But fundamentally, if you're buying WiSA stock, you're really buying DataVault at this point and the probability of it, right? So the deal was $210 million. It was 40 million shares at 5 bucks a share for $200 million, and then a $10 million note, right? Subsequent to the acquisition, as revenue grows, there's a 3% royalty going back to DataVault Holdings Corp. But we will change WiSA's name to DataVault. And symbol being available, we'll change it to DATA ultimately, right? Sequentially, if you follow the news, you're going to see a shareholder proxy go out this month. Wait, that's October. November coming up, right? Our Annual Shareholder Meeting in December.

You'll then see another special shareholder proxy around the DataVault acquisition that'll go out in December, and we expect to close sometime in Q1 after the shareholder vote. Nate will become CEO. I'll become CFO. It's a two-for-one deal. So I told my wife. Okay. And with that, we'll go to questions.

I did.

Folks?

No.

You said all that.

Yes. It's two-fold. So I was going to ask if this was your exit, but it says CFO. But still, is it your exit? And you're on there for two years as a consultant. And also, what's in it for him to go public?

The answer is no. It's not my exit yet. I haven't been put to pasture.

Maybe people have plans for that.

But nobody's told me that. It's not in my plan. So I think this is three to five years.

I mean, there's no reason not to. I think when you look at putting a business together, I mean, we just touched on a lot of what these patents do, but you can see a business unit that's focused around education. So yeah, you have NIL. You have VerifyU. But part of the supercomputing software means we could also license the use of supercomputers to these academic programs around AI, for example. That's a concept, right? So you can see four or five business units getting up. So from my perspective, I'm here until those four or five business units are up, running, and driving a lot of revenue.

Okay. And then second point, why does he need to be public if he's in the monetization phase?

He's just starting, right? We're just literally starting that. So you got to have cash, and you got to have value, right? After five years, he has 200 investors that have been in the stock for five years. I don't know how many people have done it, but I've been there before. When you have tired investors in a private company, there's a lot of pressure to at least give you the opportunity to have liquidity. Now, it's a very tight investor group, and they're taking 144 stock. So that means they won't even have access to it until Q3, most likely, right? Sometime in Q3. But even then, I don't think there'll be a lot of people, right? But every 200 investors, some of them are going to have, "Hallelujah. Let's get out." And some are going, "Let's go," right? So it's a good investor base.

I like 200 individual lawyer loyal investors.

That's a lot.

Right?

So.

Brian?

Is it profitable, or can you combine the two companies, or how long will it take to get there, and you're starting with?

So, we haven't done guidance, but they are not profitable. I don't think how do I not do guidance? I think it'll be materially impactful each quarter this year, coming year, right? So, I don't think it'll improve our performance substantially. So, I didn't give you guide. I didn't answer your question because I'm not giving you guidance.

Other than, is there any cash in this company to sell people on an idea that you're going to have $10 million in three years to pay for that?

That particular note is if we don't have cash at the time of acquisition, we funnel off 10% of any equity raise along the way, right, over the next three years. That's how we'd handle it. Somebody over here had a question there.

Can you just go over again, I guess, how you found him and how he kind of found you in this whole situation? It's a very interesting story. I just want to see how did you guys meet? How did this really come about to start?

I knew the chairman of the company, right? I saw my business challenge of launching one product, new product line, right? So we took the custom ASICs and ported it to software. And the challenge of one product line is one customer shifts their demand and shifts their decision. It makes it really hard to run a micro cap stock, right?

Yeah.

So knowing the chairman, I approached him about consolidating because now you have four or five product lines launching that are being monetized. And yeah, one or two is going to go sideways, one or two quarters. The others are going to go right, and they'll trade off, right? So my expectation is as each quarter and each one of these products starts rolling out and finding customers, it creates a more stable revenue growth pattern. So I approached them. And from their perspective, as I talked about, they got 200 investors that have been in for five years. I have my own private company that I've been in for 15 years. Trust me. I don't know if I'd sell it if they'd ever get liquid, but I sure would like them to. Any other questions? Down a minute and change. All right.

With that, thank you for taking the time. I appreciate it.

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