SUMMARY An innovative wine shop and lounge concept that makes it easy for everyone to discover and buy new wines that taste good to them Only 20% of wine consumers are aficionados, yet wine retail is designed just for them. Everyone else, the 80%, finds wine selection confusing. Labels, scores, and descriptions rarely help them identify the wines that will taste good to them. As a result they choose top brands because those products are something they already know they will enjoy, a safe choice Our IP allows us to profile wines into primary flavor attributes, and to match people to the wines that will taste good to them We use this flavor matching IP to merchandise and market wine in a brand new way, making it easy for the vast majority of wine consumers to identify new wines they will enjoy o Wines are grouped by flavor into ~23 different “Flavor Categories”, each offering fresh, new products across a wide range of prices and features, and headlined by a top brand name wine or wines that the customer recognizes. If you like the brand you’ll like the rest of the wines in that flavor category, which are all lesserknown and much higher margin o By knowing and tracking our customers’ flavor (and price/feature) preferences we know what to stock and how to market new products in a highly-targeted fashion, to the customers who are looking for those products The San Francisco shop and lounge is a $6M local wine retail business with 11%-19% gross margins (versus 1%-3% margins for a restaurant concept) We are built around a business model that behaves like a sales pipeline: The Lounge brings in new prospects city-wide, the Shop demonstrates and proves concept (ie converts), and the bulk of sales and fulfillment are through subsequent Web Storefront and Targeted Offerings purchases We are targeting the shop/lounge in Jackson Square because it’s a high traffic area frequented by Financial District professionals, stays popular on evenings and weekends, and is zoned Commercial which makes alcohol licensing easy and inexpensive Our plan is to create a proven blueprint in San Francisco before opening new locations throughout the top wine consuming cities in the US. We are targeting 8 cities within 7 years, developed through debt financing, a $45M business The business is seeking $1MM to build to fully operational, is completely EB-5 compliant and attractive, and breaks even less than 7mo after open FLAVOR RETAIL CONFIDENTIAL PAGE 1 PROSPECTUS FOR FLAVOR WINE RETAIL An innovative wine shop and lounge concept that makes it easy for everyone to discover and buy new wines that taste good to them Located in San Francisco’s historic Jackson Square Contact: Chris Lane chris@FlavorSF.com 415-377-9588 FLAVOR RETAIL CONFIDENTIAL PAGE 2 The vast majority of people find wine selection and purchasing confusing, intimidating, and sometimes even overwhelming. They say the store layout, wine labels, descriptions, and scores are rarely helpful in identifying the wines they will like. But what if there were a wine shop where everyone, regardless of wine expertise, could easily recognize the wines that will taste good to him or her? Flavor Wine Retail provides this type of shop by presenting wines not by some cryptic varietal or region, but by flavor. Someone who walks into the shop can immediately recognize the wines he or she will like and the wines they probably won’t. We do this by grouping wines with similar key flavor attributes into Flavor Categories, and highlight each by one or more best-selling Brands that the average consumer will likely have tried. If you like the Brand you’ll like the other products in the Category too. Each Flavor Category provides a variety of options from lesserknown wineries, across a range of prices, varietals, and regions. The idea is not to sell Brands, but use them as a reference to the Category to sell everything else. The key flavor attributes and how they are determined are part of Flavor Wine Retail’s secret sauce. The Lounge continually introduces new customers to the shop and proves the effectiveness of our core concept while we translate these customers into frequent, online bulk purchasers. As we learn our customers’ flavor and other wine preferences we optimize our supply chain to have just the right stock on hand, and personalize our marketing to sell special deals and values we come across to the people we already know are looking for them. Our concept is great for consumers, for the wine industry, and for our business: All wine consumers can confidently buy the wines they know they will enjoy Smaller wineries gain access to mass market retail, now dominated by top brands FLAVOR RETAIL CONFIDENTIAL PAGE 3 We carry higher margin products with the ability to sell them to people who we already know will enjoy them, creating a loyal base of customers who buy more and regularly from us FLAVOR RETAIL CONFIDENTIAL PAGE 4 MARKET OPPORTUNITY More than 80% of wine consumers are people who enjoy wine but are not experts or aficionados. They buy over 70% of all wine sold in the US, even in San Francisco, mostly from large retailers like Safeway, BevMo, and Trader Joe's. Unlike wine experts their wine preferences span the entire spectrum of wine flavors, sweet to dry, mild to strong. They prefer to buy from these large outlets because they trust the major wine brands will taste good to them, plus they feel they will be getting a good value and find it convenient to shop there. However non-experts are not beholden to brand name wines, rather they find today’s wine labels, descriptions, scores, and store layout rarely helpful in identifying the wines they will like, so brands become the default. In fact, according to the Wine Market Council, the Millennial generation, those born after 1980, is driving today’s wine sales and they are looking for new wine experiences: “unlike previous generations today’s wine consumers are less sophisticated about wine but are more experimental, receptive to alternate varietals and atypical locales.” According to ACNielsen's WineScan, this market is very large: $251M worth of wine is purchased from these large retailers annually in San Francisco, and $1.5B from the top 8 wine cities alone. Unlike other wine retailers Flavor Wine Retail specifically targets this consumer. Flavor’s concept: Makes it easy for people to identify wines from lesser-known wineries that will taste good to them Supplies a range of price and feature choices Provides special deals and values that match a specific person’s tastes, and Uses the web and local delivery for ease and convenience. CONCEPT AND BUSINESS MODEL The business is built around the concept of Flavor Categories. A Flavor Category is a grouping of wines that share similar key flavor attributes, so if a person likes one wine in the category he/she will like the others too. Each Flavor Category represents one or more brand name wines, which are displayed prominently above the category so customers can recognize immediately which Categories will be attractive (or not) to them. Within the category are a range of price and feature choices (country, varietal, etc) to fit every budget and preference. There are a total of ~23 Flavor Categories representing the top 100 best selling brands. *Wine flavor profiling and the retail merchandising implementation are the Intellectual Property of Flavor Wine Retail, and are detailed in a separate confidential document. FLAVOR RETAIL CONFIDENTIAL PAGE 5 An Example of a Flavor Category, Brands at the top (called Anchor Wines), 26 wine options with similar flavors below across a variety of price points, regions, and varietals The business sales model is a 3-step pipeline: get new prospective customers to the shop daily, prove concept to convert to loyal customers, sell to the loyal base regularly and in quantity. We do this with 3 main business components, each with a distinct purpose: 1. THE LOUNGE is a stylish and comfortable destination that brings new prospective customers into the business daily. It serves to attract people from outside the neighborhood and from the Financial District for a drink after work, essentially introducing a steady stream of new people to our concept. The lounge is a powerful built-in marketing tool, allowing us to host special events like corporate celebrations and wine tasting classes, bringing us people who wouldn’t normally be exposed to us. Our service staff is trained to explain the concept, asking key questions while providing flights and other methods to discover tastes, then pouring wine matching each customers’ tastes, and encouraging customers to take a new bottle home to prove our concept works for them. 2. THE SHOP surrounds the lounge with our unique, custom, backlit Flavor Category stations. Each station is headlined with the brand(s) it represents, some language explaining its unique flavor attributes, and a range of products and prices to choose from. Flavor Categories also flag wines that are particularly good deals or values, or are a recognized prestige product. The shop represents a tangible, touchable, real-world representation of our concept, which makes our web storefront version more comfortable and intuitive for our customers. FLAVOR RETAIL CONFIDENTIAL PAGE 6 3. THE WEB STOREFRONT and our opt-in email alerts are the primary mechanisms for driving sales. Because customers trust our flavor-matching concept they buy directly from the web storefront, and respond to special deals and values we offer just for them. We support these sales efforts with limited buying opportunities that require quantity purchasing, and further drive sales with simple marketing like a rewards program and free delivery. The operations model is straightforward as we have no need to reinvent how lounges, shops, and web stores are run. However we will use the knowledge that we have of each of our customer’s flavor and other preferences to look for and buy higher margin and special distributor opportunities we know we can sell. This allows us to maximize our gross margins and better manage inventory levels. LOCATION Jackson Square is on the northern end of the Financial District, and is comprised of about 9 blocks of the historic San Francisco Barbary Coast. Like the French Quarter in New Orleans, or Colonial Northern Virginia, it houses a mix of restaurants, galleries, and antique shops in original structures of wood and brick that are now transitioning to trendy new bar and restaurant destination spots. Popular spots there now include Quince, Cotogna, Bix, Kokkari, and Taverna Aventine. FLAVOR RETAIL CONFIDENTIAL PAGE 7 Around Jackson Square We chose this area because it is a unique location in the city that brings together all the elements most important to our business: An area quickly transitioning from upscale retail to a city-wide destination of hot hospitality concepts. Busy with professionals during the week: A few blocks walk from the heart of San Francisco’s Financial District. Busy with locals nights and weekends: A few blocks from a large local living district, the Embarcadero high rise condominium and apartment complexes. No direct competition nearby (ie wine shops), and the little indirect competition (lounges) are completely different concepts. Zoned commercial, enabling our business to be quickly approved and licensed for sale of liquor (beer and wine) on and off premise. FLAVOR RETAIL CONFIDENTIAL PAGE 8 BUILDOUT Our build-out data comes from real build information from several San Francisco wine bars, wine shops, and restaurants, and was checked with our concept architect and general contractor. We are targeting a space of around 3000 square feet. The actual size we secure will not significantly affect our overall development expenses, however a favorable existing configuration and condition of the space can reduce our estimated build costs. We plan to open 9 months after closing a single funding round of $1MM. The time and materials estimates are conservative, for example: Most concepts of our size open in 6 months, we are budgeting 9 months. Some concepts have been developed very smoothly, with trouble-free permitting and approvals, on-budget contracting, and waived lease payments during development. Our budget assumes none of these. We are budgeting for full operational resources at open, including 2 months cash reserves on hand, a full staff, full paid inventory, and no debt. MANAGEMENT The business will be developed and managed by Chris Lane, a Business Development and Marketing Strategist, Marketing veteran of Intel Corp, and Founder and former CEO of WineQuest LLC. Chris directed WineQuest to develop flavor matching technologies and launch a product that helped restaurants create wine lists and training programs to target non-experts, building the business in 4 years to $1.3M and leading them to become the top training company in the hospitality industry. Chris has spent the last 5 years modifying the technologies and applications of flavor matching for retail, while developing a powerful, new wine retailing business model. These became the concept and plan for Flavor Wine Retail. Flavor Wine Retail will be reserving equity for a professional team of Advisors and Consultants, as well as for its key managers and employees. Currently on our Board we have a wine industry veteran who is a financial expert and was the developer of some of the top brands in Napa and Sonoma Counties. When the time comes we are ready to bring on three more: a Master Sommelier, the operational head one of San Francisco’s top-rated restaurants, and an expert fashion and space designer, to ensure the concept, space, and operational components are designed properly from the start. FLAVOR RETAIL CONFIDENTIAL PAGE 9 BUSINESS DEVELOPMENT The business develops in 3 phases: 1. Develop a shop and lounge in Jackson Square to prove concept 2. Expand our capacity to sell and service up to 5000 regularly-buying customers 3. Replicate this model in 7 other top wine consuming cities Phase 1 is to build the shop and lounge outlet in San Francisco along with the web storefront, and to refine and perfect our new merchandising concept over the first 6-12 months. This phase builds a retail business with resources similar to other wine/lounge businesses, enabling it to be profitable but not providing the capacity necessary to deliver the volume in our full plan. Phase 2 augments the existing business with greater buying capacity, external storage and fulfillment, and additional marketing resource. This stage will take 6 months to develop and 4 years to reach the full sales and operational potential of our projections. Phase 3 documents the San Francisco outlet and operations, and replicates it in 7 other top wine volume cities in the US: Los Angeles, Portland, Washington DC, Chicago, Dallas, New York, and Miami. Our plan is to keep Flavor Wine Retailers corporately-owned so our unique approach with non-expert wine consumers and their individual preferences remains nonjudgmental and a core part of our company culture. PROJECTIONS The following projections are based on top-down estimates derived from actual sales at 3 different wine selling outlets in San Francisco. We then created a bottom-up detailed 10yr financial plan to both corroborate these results and project the reasonable growth potential of the San Francisco shop for the next 5 years, as well as the growth potential of an 8 unit chain. Depending on the level of popularity from the very open, Phase 1 may be immediately profitable, aided by the exceptionally large margins of a By The Glass wine lounge that has access to the buying power and inventory of a shop. However in our projections we assume a worst-case 7 months to break-even. FLAVOR RETAIL CONFIDENTIAL PAGE 10 Flavor Wine Retail Sales, By Phase PHASE I Lounge and In-store sales Web sales and Solicited Promos Phase 1 Total Annual Sales PHASE 2 Additional Loyal Customer Sales: Web Store and Targeted Promos Phase 2 Total Annual Sales PHASE 3 Phase 3 Total Sales 8 Unit Projection $1.4M $120K $1.52M EOY1 $785K EOY2 $2.1M $3.8M $5.2M EOY3 EOY4 EOY4+ $42M EOY7 5K customers Flat from here <3% TAM in SF FINANCING We are seeking $1MM in financing to develop the first phase, which is comprised of the following (number approximate, details given at the end of this document): $365K buildout and professional services $315K inventory and cash reserves $140K lease and management costs during buildout $60K licensing and permitting $35K technology and accessories $80K startup and financing costs Phase 2 will require additional capital, up to $500K, the majority of which is needed to manage a large monthly cash-flow impact of significantly greater inventory, and increased sales and marketing costs. We plan this to come from a combination of bank and supplier debt financing. Prior to Phase 3 Flavor Wine Retail will bring on an expert in small US chain development to lead the financial planning and execution of the expansion. FLAVOR RETAIL CONFIDENTIAL PAGE 11 ALSO IN THE PLAN In the lounge, a wine from each Flavor Category will be available by the glass. This ensures every customer has a wine to try that they will enjoy, and allows us and the customer to verify the right Flavor Categories for them with a tasting. Once we learn the flavor preferences of each customer, our staff registers the information in our system and issues the customer a supermarket-like rewards card. We use it to track their contact info, preferences, and purchases from this point on, and customers use it to accrue points and receive awards and VIP status through purchases and referrals. The shop will offer various Packages of wines that take advantage of our flavor profiling. One package for example contains wines with different flavors to “Discover your tastes”, another a variety of selections for a party that ensures options for every guests’ tastes. The shop will offer monthly wine clubs, tailored to the tastes of the recipient. We will serve light food and snacks that don’t require a kitchen, like cheese, bread, cured meats, fresh local veg, nuts and olives, and toaster oven bites like bruschetta. There are a multitude of interesting non-alcoholic options, including handmade Italian sodas. We have an additional revenue option in Phase 2, to feature wines on our web storefront available for purchase directly from small wineries, but categorized within our Flavor Category system. In this model the winery fulfills the sale directly with the customer, we are simply a marketer that takes a sales percentage. This revenue option is not yet part of the plan or in the projections. FLAVOR RETAIL CONFIDENTIAL PAGE 12 IDEALLY SUITED FOR AN EB-5 INVESTMENT Flavor Wine Retail is a natural fit for the EB-5 investor and for the USCIS: 1. It produces a very real, tangible, and easily explained service that the USCIS will recognize: selling wine to US consumers. 2. The overall business will need to employ immediately after opening a large number of full-time staff, including managers for the lounge and shop, wine buyers, servers and bartenders, bussers and cleanup, and off-site wine fulfillment personnel, making it easy for us to meet and exceed the EB-5 requirement of 10 full-time employees. a. At open the shop/lounge will employ 6 full-time people b. Within 4 months the lounge will add 2 full-time service employees c. Beginning Phase II, 9 months after open, the shop/web store will add an additional 5 or more full-time employees d. The Ferry Plaza Wine Merchant, a San Francisco wine bar and shop concept similar in size and scope currently employs 14 full-time employees 3. The business has many ways in which the investor can maintain the USCIS required “active role”, even if the investor has very little time to spend. At a minimum the investor will be an important member of the Board, which will determine in quarterly meetings the general management, policies, direction and expansion of the business. 4. The majority of the investment is spent building a wine shop and lounge destination business, something profitable on its own and sellable if need be to other investors. 5. The business, even at one location, generates a large amount of revenue, which we anticipate distributing regularly to the owners. OFFER Flavor Wine Retail is offering 40% ownership in return for a $1MM investment. The general terms for this ownership include: Upon profitability and stability, and as profit allows, we anticipate making quarterly distributions to all owners pro-rata. Upon formation a 10% ownership interest will be committed by the entire pool and set aside for new advisors, managers, and employees. The investment owner will be able to sell or transfer his or her interest, subject to right of first refusal by the majority members. FLAVOR RETAIL CONFIDENTIAL PAGE 13 RISK AND MITIGATION Development Risks: Identifying and securing a space could take longer than 3 months A minimal monthly burn rate while searching allows us to change course at any time, to search alternate areas, or if necessary refund > 90% of original investment Acquisition of an alcohol license could be more time consuming than forecasted Our needs are for a Beer and Wine license (type 42) only, currently estimated at 90 days by the CA ABC. Worst case this type of license is easily purchased from a third party for < $10K. Space development could take longer or cost more than budgeted, due to licensing, permits, or a problem with the contractor or architects We have chosen a General Contractor and Architecture firm that have successfully developed multiple concepts in SF on budget and on-time, most recently “The Wine Kitchen” on Divisadero St. Operational Risks: The flavor category concept isn’t well-received by wine consumers We used this concept very successfully in restaurants in our previous business (WineQuest), and can revert to the very simple, but less powerful, restaurant categorization if need be The site chosen, Jackson Square, fails to generate forecasted interest by local customers In this scenario we shift the majority of our marketing to Financial District professionals, the after work drink scene, and corporate event opportunities FLAVOR RETAIL CONFIDENTIAL PAGE 14 DETAILS Mockup of a 2000sqft Layout, Used to Validate Buildout Costs FLAVOR RETAIL CONFIDENTIAL PAGE 15 TOP-DOWN FINANCIAL ESTIMATES START-UP CAPITAL REQUIREMENTS Development Business Startup Space Development Lease Payments during Development Architecture/Professional Management, 15mo Consulting Expediter Licenses and Permits Accrued Expenses to date Furniture & Fixtures Store/Lounge technology Website Development Operating Capital (to break-even) 2 Months Cash Reserves Starting Inventory Pre-opening Hiring and Training Infrastructure & Accessories Patent Filing State Tax Deposit Cash to cover startup operating losses Total Capital Requirements FLAVOR RETAIL CONFIDENTIAL Phase 1, 3mo site selection, 6mo build $10,000 1% $200,000 22% Elec, plumb, bar, $58,500 6% bath, config $20,000 2% $67,500 7% $45,000 5% $10,000 1% $25,000 3% $0 0% $100,000 11% Includes custom $15,000 2% racking $10,000 1% $561,000 61% $183,760 $130,000 $0 $10,000 $0 $25,000 $15,000 $363,760 20% 14% At opening rate 0% 1% 0% Glassware, etc 3% 2% 39% $924,760 PAGE 16 IN-STORE AND LOUNGE SALES (Income 4pm to 12am, Daytime committed to club and online fulfillment) Daily Covers & Bottle Sales Check average Daily Income Monthly Annual 80 $50 $4,000 $120,000 $1,440,000 WEB STORE AND SOLICITED PROMOS SALES Phase I, Loyal Customer Sales/month ASP Total Annual Phase II, Loyal Customer sales/month ASP Total Annual MONTHLY EXPENSES Payroll Lease Rent - Storage Insurance Web Maintenance & Mgmt Tax & Biz Fees Utilities Maintenance & Janitorial Equipment Print/Materials Returns, Breakage, Losses Inventory Loss Total AMOUNT $80,055 $8,700 $0 $700 Y2 1000 $75 $900,00 0 Y3 2500 $75 $2,250,00 0 Y4+ 5000 $75 $4,500,000 % OF TOTAL 87% 2 GMs, Staff, Backroom $2.90 sqft Jackson 9% Square 0% 1% $250 $350 $750 $250 $0 $250 0% 0% 1% 0% 0% 0% $200 $375 0% 0% @ 3% $91,880 FLAVOR RETAIL CONFIDENTIAL Y1 200 $50 $120,00 0 100% PAGE 17 DETAILED, BOTTOM-UP 10YR MONTHLY FINANCIAL STATEMENT (Full Book Available, Summary Below) Phase 1 and 2: Combined Lounge/Retail/Web Storefront in SF Only Resulting Combined P&L Summary Year 1 Year 2 Year 3 Year 4 Year 10 $1,347,242 $3,034,788 $3,870,843 $4,332,030 $6,553,914 $46,723,847 - Lounge, Shop $907,448 - Web, Recurring, Solicited $439,794 $1,564,815 $1,847,362 $1,849,812 $1,849,812 $17,268,309 $1,469,973 $2,023,481 $2,482,218 $4,704,102 $29,455,538 Gross Profit $579,282 $1,267,580 $1,600,439 $1,769,397 $2,574,211 $18,790,592 Operating Expenses $785,424 $785,424 $1,044,624 $1,044,624 $1,044,624 $9,927,840 Operating Profit $(11,473) $337,509 $343,290 $461,561 $1,024,931 $5,970,513 Start-Up/Pre-Launch Costs $646,000 Investment Required $750,000 Total Income Total Return ROI TOTAL $5,324,513 71% Assumptions and Results: Wine bottle margin: 40% regular, 30% discounted, Shop ASPs: $15 bottle, $12 discounted bottle Lounge glass and food margin: 50%, ASPs: $8 glass, $18 flight, $25 bottle, $8 food Business achieves break-even when lounge serves ~100 patrons daily, <1/2 of expected everyday traffic, projected by month 7 latest but may be achieved at open External warehouse and additional fulfillment resources are reflected Year 3 onwards Complete repayment of original capital projected in Year 6 FLAVOR RETAIL CONFIDENTIAL PAGE 18 OUR STORY When Chris Lane moved to the bay area from the east coast it was predictable if not inevitable he would become a food and wine lover. As he and his friends learned wine-speak and to trust the purported expertise of publications like Wine Spectator, they began noticing a problem with how those experts scored wine. Why was Chris’ favorite wine just an 85? Why did nobody at his dinner party like that prestigious new wine that just scored a 98? We were all professionals and educated, so we knew there must be more to the story. That’s when Chris and his fellow Intel Corp buddy Len Schultz decided to moonlight a new wine recommendation website, to steer people to the wines they would like based on their personal preferences. Chris bought a book called Mastering HTML, Len learned MySQL and PHP, and off they went prototyping sites and continually testing what everyday wine drinkers want most by hosting parties with family, friends, wine in brown bags, and printed questionnaires that became stained with wine. What emerged was that most wine drinkers simply want wine that tastes good to them, and that their taste preferences spanned the entire spectrum of wines, sweet to dry, mild to strong. In 1999 they prototyped a website called YumYuk.com, named to give people the idea it’s OK to like (Yum) or dislike (Yuk) any wine they please, and came up with the tagline “Wine for the rest of us.” YumYuk employed 4 tasters with very different preferences to each give wine they taste a Yum or Yuk rating. The tasters were meant to represent common groupings of consumer taste preferences, and were named to be playful and intuitive: Tannic Man, Sweet Thing, Light with a Bite, and Fruit Smoothie. To make the website useful to most people (ie “the rest of us”) YumYuk.com made recommendations from the top 200 name brand wines found in grocery and chain beverage outlets as that represents over 70% of all wine purchases, even in San Francisco. Mid-development Chris and Len were led to a wine industry expert who was actively driving their view that wine quality and enjoyment are personal: Tim Hanni. Tim is the first Master of Wine in the US and pioneer of how flavor preferences and aversions affect consumer wine enjoyment. (One of his claims to fame was proving that the White Zinfandel drinker is a better taster, with more taste buds than the Cabernet drinker). He and a team of sensory scientists determined the most significant wine flavor attributes along with a tasting/profiling process to measure them. Tim, Chris, and Len baked wine flavor profiling and preferences/aversions into YumYuk.com so it could make personalized wine recommendations based on taste. It introduced the first flavor profiling test, asking each user to fill out a short form how they salted their food, took their coffee, and preferred beer and cocktails, which then spit out surprisingly accurate recommendations for the wines at Safeway that person would enjoy. Everyone thought that was really cool. YumYuk.com was never formally launched. Back in 1999 there weren’t successful business models for monetizing a recommendation site like that, or even deriving value from securing a loyal community, so they took the bulk of the IP and concept and launched WineQuest LLC instead. WineQuest provided online tools for restaurant chains to create wine lists organized by flavor, and trained their staff how to read a guest and point him or her to the wines they would enjoy. Chris led the company to $1.3M within 4 years, winning accounts like Ritz Carlton, Marriott, Starwood, PF Chang’s, Ruth’s Chris, and others. From there WineQuest evolved into a full-blown beverage training company and Chris left in 2006. Guests and Waitstaff praised WineQuest’s new flavor approach, and Management saw a measurable and significant sales increase, despite being very limited in its implementation (which it had to be to retain the look and feel of a traditional wine list). Chris has always believed FLAVOR RETAIL CONFIDENTIAL PAGE 19 that the real power of flavor matching is at point-of-purchase retail, personalizing the wine buying experience, and if done well could fundamentally change the way wine is marketed and sold. Flavor Wine Retail was developed to do just that; It builds upon the visions of YumYuk and WineQuest, refines the IP to be more useful and accurate, and adapts the overall approach to suit a retail environment, resulting in a wine shopping experience that is easy, intuitive, and fulfilling to the vast majority of wine consumers. FLAVOR RETAIL CONFIDENTIAL PAGE 20