abc MEDIA WORKING CLASS HEROES EXECUTIVE SUMMARY 2014 Working Class Heroes represents an exclusive and limited opportunity to invest in an Enterprise Investment Scheme (EIS) qualifying company established to produce a feature documentary alongside some of the world’s leading names in film and music. Key Features & Benefits Who is the Investment Suitable for? • Investing in a company with HMRC EIS advance assurance, which will produce the feature documentary provisionally titled Working Class Heroes (the Film) about the UK’s iconic music artists of the Sixties UK tax paying individuals to whom any of the following apply: • Projected base case tax free return of 175%* on a net investment of 70p • would benefit from inheritance tax relief • Subscription Deadline of 1 April 2014** • The Film will feature music and archive footage from bands such as The Who, The Beatles, The Kinks and The Rolling Stones, narrated by Sir Michael Caine, giving his own unique perspective on a decade that defined British music. Simon Fuller, creator of American Idol, will provide marketing services whilst also making a significant cornerstone investment through his company XIX Entertainment • IM Global, LLC, one of the world’s leading sales companies, will be responsible for international distribution • Investors will benefit from uncapped upside potential with the benefit of government incentives and the availability of EIS tax relief to help mitigate their downside risk • Benefit of EIS reliefs: -- 30% income tax relief on EIS investments up to £1,000,000 against a 2013/14 income tax liability and up to £1,000,000 against a 2012/13 income tax liability, reducing net cost of investment to 70p per £1 invested -- Capital gains tax deferral available for gains realised within three years before, or up to 12 months after, shares are issued by the Company -- Loss relief in event of loss on disposal of the shares, a 45% taxpayer with sufficient income is only at risk for 38.5p per £1 invested -- 100% relief from inheritance tax where EIS qualifying investments are held for more than two years -- No tax payable on disposal • Ingenious has an excellent track record of delivering targeted returns on EIS investments • Minimum cash investment of £10,000*** * ** *** • income tax liability in 2013/14 and/or 2012/13 • large capital gains to defer Illustrative Returns* Based on a sophisticated analysis of a limited dataset and various assumptions, the anticipated outcome on a £1 investment is that there is a: • 90% probability that investors will preserve at least their 70p net cost investment • Potential upside of 277p, with a base case of 122p Why Ingenious? • Ingenious is one of the UK’s leading alternative asset managers and a specialist in EIS offerings, which has raised over £540 million from EIS investors since 2005, aiding investment in, and advising over 260 EIS based media production companies. Reputation for delivering innovative and efficiently structured investment opportunities for more than 15 years • Strong historic performance in the media sector, having involvement in many commercially successful projects including the multi-award winning Life of Pi, Avatar (the highest grossing film of all time) and over 500 hours of TV programming for ITV, BBC, SKY and PBS, such as Doc Martin and Foyle’s War • Proven expertise and global connections in the media industry coupled with an extensive professional infrastructure How to Apply • In order to apply you must send a completed application form (set out in Part 13 in the Prospectus) to SLC Registrars, together with a cheque or banker’s draft for the amount of your investment. Alternatively, payment can be made via bank transfer • Applications must be received by 5.00pm on 1 April 2014** in relation to the 2013/14 tax year (subject to the offer not being closed by an earlier date, or extended to a later date) Potential returns are illustrative only. The value of an investment may go down as well as up and an investor may not get back the full amount invested. Subject to the Promoters' discretion to change. Subject to the Promoters' discretion to accept a lower amount. Risks Costs and Fees Investment in the Company involves a high degree of risk. The level of returns and the availability and timing of relief for investors may be impacted by: • Ingenious Media Investments Limited, in its role as the Promoter of the offer, will charge the Company an upfront Arrangement Fee equal to 1.5% of the total capital invested in the Company • Returns generated by the Company from its trading activities • An investor’s tax position and changes to legislation • The EIS qualifying status of the Company • Tax rules, levels and regulations are subject to change and the availability of tax reliefs will depend upon individual circumstances • Past performance is not a guide to future performance and may not be repeated. The value of an investment in the Company can go down as well as up and you may not get back the full amount invested • You should consider an investment in the Company as a medium term investment. Investments made into the Company are likely to be illiquid. Investors are advised to seek relevant legal, financial and tax advice before making any decision to invest. Full details of the risk factors and associated mitigation techniques can be found in the ‘Risk Factors’ section of the Prospectus • In its role as the Adviser, Ingenious Media will charge the Company an Initial Adviser Fee where each investor’s share of the aggregate of the upfront Arrangement and Initial Adviser Fees charged to the Company shall not exceed 6.5% of that investor’s subscription • The Adviser will charge the Company an Annual Adviser Fee equal to 1.5% of the total capital invested in the Company • The Adviser will be entitled to a performance related fee on exit, as set out in the Prospectus • Please refer to the Prospectus for the full details of the costs and fees applicable to the Company and this offer IMPORTANT INFORMATION This Executive Summary is a summary of the Prospectus for Raymi Films Limited (the Company). This information does not constitute or form part of any offer for sale or solicitation of any offer to buy or subscribe for shares in the Company. Any decision in connection with an investment in the Company should be made only on the basis of information contained in the Prospectus. If you are in any doubt about the content of the Prospectus, and/or this document and/or any action you should take, you are strongly recommended to seek advice immediately from a financial adviser authorised under the Financial Services and Markets Act 2000 (FSMA) who specialises in advising on opportunities of this type. Nothing in this document or the Prospectus constitutes investment, tax, legal or other advice by Ingenious Media (a trading division of Ingenious Capital Management Limited) and your attention is drawn to the section headed “Risk Factors” in the Prospectus. An investment in the Company will not be suitable for all recipients of this document or the Prospectus. All statements of opinion or belief contained in this Executive Summary or the Prospectus and all views expressed, statements made and all projections and forecasts regarding future events or the anticipated future performance of the Company represent Ingenious Media’s own assessment and interpretation of information available to it as at the date of the Prospectus. No representation is made, or assurance given, that such views, statements, projections, forecasts or anticipated future performance are correct, attainable or complete or that the objectives of the Company will be achieved. The views, statements, projections, forecasts and anticipated future performance are based upon various assumptions and estimates which involve significant elements of subjective judgment and analysis and which are subject to uncertainties and contingencies; actual results could differ materially from those set forth in such projections, views, statements, forecasts and anticipated future performance. Prospective investors must determine for themselves what reliance (if any) they should place on such statements, views or forecasts, and no responsibility is accepted by Ingenious Media in respect thereof. Issued by Ingenious Media, a trading division of Ingenious Capital Management Limited, 15 Golden Square, London W1F 9JG which is authorised and regulated by the Financial Conduct Authority. abc MEDIA 15 Golden Square London W1F 9JG T +44 (0)20 7319 4000 F +44 (0)20 7319 4001 www.ingeniousmedia.co.uk enquiries@ingeniousmedia.co.uk IMIL/WCH/ES/01.14