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This presentation and information contained within is provided for informational purposes only and has been prepared to assist interested
parties in making their own evaluation with respect to a potential business combination (the “proposed business combination”) with
Young Island Resort Limited (the “Company” or “YIRL”) and related transactions and for no other purpose. No representations or
warranties, express or implied are given in, or in respect of, this presentation. To the fullest extent permitted by law in no circumstances
will YIRL or any of their respective subsidiaries, stockholders, affiliates, representatives, partners, directors, officers, employees, advisers
or agents be responsible or liable for any direct, indirect or consequential loss or loss of profit arising from the use of this presentation, its
contents, its omissions, reliance on the information contained within it, or on opinions communicated in relation thereto or otherwise
arising in connection therewith. Industry and market data used in this presentation have been obtained from third-party industry
publications and sources as well as from research reports prepared for other purposes. YIRL has not independently verified the data
obtained from these sources and cannot assure you of the data’s accuracy or completeness. This data is subject to change. In addition, this
presentation does not purport to be all-inclusive or to contain all of the information that may be required to make a full analysis of YIRL or
the proposed business combination. Viewers of this presentation should each make their own evaluation of YIRL and of the relevance and
adequacy of the information and should make such other investigations as they deem necessary.
Forward Looking Statements
This presentation includes “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private
Securities Litigation Reform Act of 1995. Forward-looking statements may be identified by the use of words such as “estimate”, “plan,”
“project,” “forecast,” “intend,” “will,” “expect,” “anticipate,” “believe,” “seek,” “target” or other similar expressions that predict or
indicate future events or trends or that are not statements of historical matters. These forward-looking statements include, but are not
limited to, statements regarding estimates and forecasts of financial and performance metrics, projections of market opportunity and
market share, expectations and timing related to commercial product launches, potential benefits of the transaction and the potential
success of YIRL’s go-to-market strategy, and expectations related to the terms and timing of the transaction. These statements are based
on various assumptions, whether or not identified in this presentation, and on the current expectations of YIRL’s management and are not
predictions of actual performance. These forward-looking statements are provided for illustrative purposes only and are not intended to
serve as and must not be relied on by any investor as, a guarantee, an assurance, a prediction or a definitive statement of fact or
probability. Actual events and circumstances are difficult or impossible to predict and will differ from assumptions. Many actual events
and circumstances are beyond the control of YIRL. These forward-looking statements are subject to a number of risks and uncertainties,
including changes in domestic and foreign business, market, financial, political and legal conditions; the inability of the parties to
successfully or timely consummate the proposed business combination, including the risk that any required regulatory approvals are not
obtained, are delayed or are subject to unanticipated conditions that could adversely affect the combined company or the expected
benefits of the proposed business combination or that the approval of the stockholders of YIRL is not obtained; failure to realize the
anticipated benefits of the proposed business combination; risks relating to the uncertainty of the projected financial information with
respect to YIRL; risks related to the rollout of YIRL’s business and the timing of expected business milestones and commercial launch; risks
related to future market adoption of YIRL’s offerings; risks related to YIRL’s go-to-market strategy or the effects of competition on YIRL’s
future business. If any of these risks materialize or our assumptions prove incorrect, actual results could differ materially from the results
implied by these forward-looking statements. There may be additional risks that YIRL presently know or that YIRL currently believes are
immaterial that could also cause actual results to differ from those contained in the forward-looking statements. In addition, forward-
looking statements reflect YIRL’s expectations, plans or forecasts of future events and views as of the date of this presentation. YIRL
anticipates that subsequent events and developments will cause YIRL’s assessments to change. However, while YIRL may elect to update
these forward-looking statements at some point in the future, YIRL specifically disclaims any obligation to do so. These forward-looking
statements should not be relied upon as representing YIRL’s assessments as of any date subsequent to the date of this presentation.
Accordingly, undue reliance should not be placed upon the forward-looking statements.
Use of Projections and Description of Key Partnerships
This presentation contains projected financial information with respect to YIRL, namely revenue, gross profit, operating capital
expenditures, EBITDA and EBIT for 2022-2028. Such projected financial information constitutes forward-looking information and is
for illustrative purposes only and should not be relied upon as necessarily being indicative of future results. The assumptions and
estimates underlying such projected financial information are inherently uncertain and are subject to a wide variety of significant
business, economic, competitive and other risks and uncertainties that could cause actual results to differ materially from those contained
in the prospective financial information. See “Forward-Looking Statements” above. Actual results may differ materially from the
results contemplated by the projected financial information contained in this presentation, and the inclusion of such information in this
presentation should not be regarded as a representation by any person that the results reflected in such projections will be achieved.
This presentation contains descriptions of certain key business partnerships of YIRL. These descriptions are based on the YIRL management
team’s discussions with such counterparties and the latest available information and estimates as of the date of this presentation. In each
case, such descriptions are subject to negotiation and execution of definitive agreements with such counterparties which have not been
completed as of the date of this presentation and, as a result, such descriptions of key business partnerships of YIRL, remain subject to
change.
Financial Information; Non-GAAP Financial Measures
The financial information and data contained in this presentation is unaudited and does not conform to Regulation S-X. Accordingly, such
information and data may not be included in, may be adjusted in or may be presented differently in, any proxy statement, registration
statement, or prospectus to be filed with the SEC. Some of the financial information and data contained in this presentation, such as
EBITDA and EBITDA margin, have not been prepared in accordance with United States generally accepted accounting principles (“GAAP”).
EBITDA is defined as net earnings (loss) before interest expense, income tax expense (benefit), depreciation and amortization. YIRL
believes these non-GAAP measures of financial results provide useful information to management and investors regarding certain financial
and business trends relating to YIRL’s financial condition and results of operations. YIRL believes that the use of these non-GAAP financial
measures provides an additional tool for investors to use in evaluating projected operating results and trends in and in comparing YIRL’s
financial measures with other similar companies, many of which present similar non-GAAP financial measures to investors. Management
does not consider these non-GAAP measures in isolation or as an alternative to financial measures determined in accordance with GAAP.
The principal limitation of these non-GAAP financial measures is that they exclude significant expenses and income that are required by
GAAP to be recorded in YIRL’s financial statements. In addition, they are subject to inherent limitations as they reflect the exercise of
judgments by management about which expense and income are excluded or included in determining these non-GAAP financial measures.
In order to compensate for these limitations, management presents non-GAAP financial measures in connection with GAAP results. YIRL is
not providing a reconciliation of our projected EBITDA for full years 2021-2028 to the most directly comparable measure prepared in
accordance with GAAP because YIRL is unable to provide this reconciliation without unreasonable effort due to the uncertainty and
inherent difficulty of predicting the occurrence, the financial impact, and the periods in which the adjustments may be recognized. For the
same reasons, YIRL is unable to address the probable significance of the unavailable information, which could be material to future results.
You should review YIRL’s audited financial statements relating to the proposed business combination. In addition, all YIRL financial
information included herein is preliminary and subject to change pending finalization of the 2021 audit of YIRL in accordance with PCAOB
auditing standards.
INVESTMENT IN ANY SECURITIES DESCRIBED HEREIN HAS NOT BEEN APPROVED OR DISAPPROVED BY THE SEC OR ANY OTHER
REGULATORY AUTHORITY NOR HAS ANY AUTHORITY PASSED UPON OR ENDORSED THE MERITS OF THE OFFERING OR THE ACCURACY
OR ADEQUACY OF THE INFORMATION CONTAINED HEREIN. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.
No Offer or Solicitation
This presentation does not constitute an offer to sell or the solicitation of an offer to buy any securities, or a solicitation of any vote or
approval, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to
registration or qualification under the securities laws of any such jurisdiction.
Trademarks
This presentation contains trademarks, service marks, trade names and copyrights of YIRL and other companies, which are the property of
their respective owners.