Mbd Brochure 30-12-13

Victoria Caledonian Distillery

Share our passion fordistilling craftsmanship

&great whiskies

MAKE A DIFFERENCE…

BY HELPING FOUND A GLOBAL TOURIST DESTINATION

&CANADA’S LARGEST SINGLE MALT WHISKY DISTILLERY

WITH BREWPUB.

Note: This brochure is for informational purposes only and does not constitute an offer to sell or a solicitation to buy any securities in MBD. This document is not an Offering Memorandum and should not be construed as such. Anyone who wishes to invest in MBD should refer to MBD’s Offering Memorandum and should

carefully consider the risk warnings and disclosures contained therein before making an investment decision. You may request a copy of the Offering Memorandum by contacting MBD at [email protected] or phone: 250 634 2276

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About Our Business

Our business plan incorporates:

1. Proven innovative processing to acceleratematuration of award-winning whiskies - reducingworking capital, accelerating speed to market, andimproved market adaptability;

2. Finishing guest whiskies for rapid market entry andbrand development;

3. Innovative cask sales to provide a large base ofbrand ambassadors and early cash flow;

4. Distillery tours of a full-scale commercial single maltwhisky distillery and brewery, including on-siteliquor, real ale and lager sales which build brand-loyalty through large numbers of brandambassadors;

5. A brewpub providing our patrons with high quality,affordable bistro cuisine and a full range of our ownreal ales and lagers, together with a variety of culturalentertainment and events.

MacMhaol-onfhaidh or ‘Macaloney’ Brewers & Distillers (MBD) is set to become an internationalwhisky business, encompassing a distillery and brewpub - the Victoria Caledonian Distillery -located in beautiful Victoria, British Columbia. Our products will include premium branded singlemalt, Irish-style pot still, and pure rye whiskies for international sale and distribution, and real alesand lagers for local consumption.


carefully consider the risk warnings and disclosures contained therein before making an investment decision. You may request a copy of the Offering Memorandum by contacting MBD at [email protected]

.

MAKE A DIFFERENCE…

BY HELPING RE-INVIGORATE CANADA’S WHISKY EXPORTS

&REPUTATION FOR WORLD AWARD-WINNING WHISKIES



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Market Opportunity

In addition to the important US and local Canadian markets, majormarkets for single malt whiskies (France #2, the UK #3, Taiwan #4and Germany #5) will be developed followed by the BRIC countries.The aim will be to distribute to 30+ countries within a few years andsell direct to 120,000+ tourists per annum.

A key to building demand, where demographics of drinkersencompass a loyal consumer base, well heeled and diversified in age,and who often base their purchases on recommendations fromretailers or through their own discovery and research, will be toinfluence them directly via prominent whisky writers, as well as viatheir retailers with attractive, informative packaging. That will standout on global retail shelves.

Marketing of MBD premium whiskies will also involve direct tocustomer sales via our on-site liquor store. Our sales ambassadorswill conduct international tastings at festivals and liquor stores, andensure good product placement in stores. We will also benefit frommany unofficial brand ambassadors in the form of distillery tourists,cask owners, & founder-owners.

Malt whisky has long been the most valuable premium spirit in Western countries. Now theBRIC countries are pushing demand to the point where stocks are running out and prices areescalating (to as much as $200-300 for a 3-5 year old whisky). Sales are rapidly growing: Scotchwhisky exports increased from $3 billion in 1999 to $7 billion p.a. by 2012. Irish liquors (mostlyIrish whisky) command a value of over $1.6 billion p.a. (2010) - up 60% over 3 years. Canadianrye whisky exports, in the meantime, have plummeted from $625k to $250k p.a., under foreignmulti-national stewardship.

Geographic motif for bottle branding reinforces

distillery tourism, which in turn promotes brand loyalty


carefully consider the risk warnings and disclosures contained therein before making an investment decision. You may request a copy of the Offering Memorandum by contacting MBD at [email protected]

.

Environmental Stewardship

There are no solvents used, nor toxic chemicals, other than smallvolumes of food-grade cleaning chemicals (citric acid, mildbleach). Yeast is self-propagating and therefore a renewableresource.

Water usage takes two forms: in-process water and cooling water.The former requires modest volumes most of which ends up inour ‘new make’ spirit and is casked as 62.5% abv spirit. Theremainder of the process water exits the plant either as part ofthe spent grains (called draff) which were mashed using thewater. This draff will be collected by local cattle farmers for useas high nitrogen cattle feed. The residual liquor left in the potstills after the alcohol, water and flavour congeners have beendistilled is called pot ale. This pot ale is a natural, high proteinand carbohydrate product created from the fermentation of thebarley by the yeast, and the subsequent boiling. Its alcoholcontent is less than 0.5%. As such it has value as either a cattlefeed supplement to the draff, or as a fertilizer to be spread onfarmers fields.

Macaloney Brewers & Distillers (MBD) aspires to the principals of sustainability usingrenewable, sustainable resources and also the responsible recycling of its waste products.

MBD’s whisky will be made from four natural, renewable ingredients only: water, yeast, grains(typically barley, rye or wheat), and oak.



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Both the draff and pot ale recycling methods will engage local farmers - likely the same farmers from whom our chefs will purchase fresh meat and garden-farm produce for our bistro brew-pub restaurant thereby, effectively implementing recycling and supporting local farmers.

Management- been there and done it -

President & CEO - Graeme Macaloney: Per biography above.

Whisky Expert – Dr. James Swan: Foremost whisky maturation experthaving designed top 20 ranked world award winning whiskies whichare just 3 years old. Dr. Swan is our Canadian-exclusive consultant.

Master Distiller – Mike Nicolson: ex-Diageo Master Distiller, workedin 18 single malt Scotch whisky distilleries, including as DistilleryManager.

Business advisor – Anthony Wills: Founder-owner of the successful,award winning Kilchoman Distillery, Islay, Scotland.

Business advisor – Paul Hadfield: Founder-owner of SpinnakersBrewpub, Victoria, Canada’s oldest legal brewpub.

Business advisor – Malcolm Simpson: Founder-owner of SimpsInnsseries of five pubs and restaurants, Scotland.

Business advisor – John Macaloney: Founder-owner of GlenskirlieHouse and Castle – haute cuisine restaurant and two wedding /banqueting facilities including the first castle built in Scotland in the 21st

Century.

Director – Art Froehlich: Partner in Ad Farm marketing, past-President Western Canadian Maltings, seasoned in corporategovernance.

Director – Patrick Michaud: Seasoned CFO and in corporategovernance, with $multi-million initial public offerings, mergers &acquisitions and re-engineering accomplishments.

Director – Allan Scott: Past Pres. TELUS Communications andEconomic Development Edmonton. Chair of the $90 million AlbertaArt Gallery. Co-founded Deal Generator angel network.

MBD considers world-class ‘been there and done it’ management and advisors are essential toeffective planning and successful implementation. Our founder, Dr. Graeme Macaloney PEng.,FIChemE is an ex-pat Scot and fermentation engineer, with three degrees in fermentation /bioprocess engineering from the top Scottish & UK universities, is Fortune 100 corporate trainedin fermentation management, and is a repeat entrepreneur having co-founded an angel investornetwork (Deal Generator), a fermentation contract manufacturing business (QSV Biologics), andMBD. A seasoned executive, he has assembled a blue ribbon board and advisors:



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Dr. Swan

Mr. Nicolson

Spinnakers



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VICTORIA: PLAY ALL YEAR ROUND…(1 BILLION FLOWER COUNT IN VICTORIA BY MARCH!)

Photographs courtesy of Tourism Victoria

Competitive Advantage

Accelerated maturation technologies: A key process innovation is therapid maturation of MBD’s whisky. Dr. Jim Swan, a Scottish cask maturationexpert, who previously was with the industry sponsored secretive ScottishWhisky Research Institute, has consulted on wood selection and maturationwith several award-winning distilleries including Kavalan and Amrut (bothtop 20, global award winning 3-5 year old matured whiskies). He is assistingMBD on a Canadian-exclusive basis.

Premium award-wining branded guest whisky: While our distillery isunder construction and whisky stock maturing, MBD will developinternational sales of finished, blended and MBD-branded guest whiskies toestablish international branding, a quality reputation, and distributionnetworks.

Cask sales for brand development and customer retention: MBD willsell innovative, affordable casks of whisky (cask futures), which represent anearly working capital source and also build customer loyalty.

Distillery & brewpub tourism: In Scotland, distillery tours generate 1.3million visitors p.a., to often inaccessible whisky distilleries, spending anestimated $42 million. The great Islay distilleries might only see 6,000 touristswhereas in more accessible Edinburgh, 250,000 tourists visit the ScotchWhisky Experience annually, which does not even have a distillery on itspremises. In Taiwan there are over 1 million visitors each year to Kavalanwhisky distillery. Locally, Craigdarroch Castle stately home and the ButterflyCentre both receive 120,000-150,000 visitors annually, and the ButchartGardens achieves approx. 1 million tourists.

Experienced management, strategic advisors and consultants: Thefounder of the US Venture Capital industry concluded after years ofinvesting that he would always invest in an ‘A-class’ management team evenwith a ‘B-class plan’, before he would ever invest in an ‘A-class’ plan with ‘B-class’ team. MBD has integrated global best practices with a blue-ribbon,management team as discussed on the Management page.

Macaloney Brewers & Distillers (MBD) has identified a number of integrated, converging factors, taken from a 3 year study of global best practices which it sees as providing it with a competitive advantage over its competitors. These include:

Tourists want new Victoria destinations – especially

cultural, informative, interactive



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FOUNDER-OWNERS CLUB- GIVING BACK -

• Greater Victoria Chamber of Commerce

• Tourism Victoria

• Greater Victoria Development Agency

• Greater Victoria Harbour Authority

• Greater Victoria Hotel Association

• B.C. Ministry of Agriculture

• B.C. Ministry of Small Business

• Olds College, Alberta

• South Peace Grain Cleaning Cooperative

• Compass Box Whiskies, Scotland

• Fountana Canada

• Gambrinus Malting Corporation

• Glenfarclas Distillery, Scotland

• Glenskirlie House & Castle, Scotland

• Kilchoman Distillery, Scotland

• Liquor Plus liquor stores

• Shelter Point Distillery

• SimpsInns, Scotland

• Spinnakers Brewpub

Below are organizations who have contributed letters of support or otherwise are assisting MBD:

Founder-owners benefit from being part of the MBD Founders club with exclusive ‘hands-on’ 5-daywhisky academy, annual maturation parties, and personal guided tours for friend, family and colleagues.However, if you are a member of a whisky club and want to give back to your club, please contact us todiscuss how we can contribute to your club and its whisky budget.

Recent Founder-Owners are also members of the following whisky clubs and societies:

• Alberta Scotch Society ‐ Edmonton

• Calgary Companions of the Quaich

• Calgary – The Dram Initiative

• Hamilton Companions of the Quaich

• Newmarket Companions of the Quaich

• Kingston Single Malt Society

• Kincardine Companions of the Quaich

• Kitchenor, Waterloo, Cambridge Companions of the Quaich

• Nanaimo Scotch Tasting Society

• Oakville Companions of the Quaich

• Ottawa Single Malt Fellowship

• Peterborough Companions of the Quaich

• Scotch Malt Whisky Society

• Scotia Whisky Society ‐ Halifax

• Sidney Companions of the Quaich

• Toronto Companions of the Quaich

• University of Victoria Whisky Club

• Victoria Companions of the Quaich

• Victoria Single Malt Club

• White Rock Whisky Club



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Become a Founder-Owner

• Exclusive five day ‘hands-on’ brewing & distillingacademy in the Victoria Caledonian Brewpub &Distillery, not available to the public;

• Exclusive ‘Founder-Owner’ branded jacket;

• Collectable ‘Founders Reserve whisky’ or equivalent in realale kegs;

• Annual maturation party in the brew-pub where wecelebrate another year with a complimentary meal andreal ales, and sample our full range of whiskies after afurther year of maturation;

Macaloney Brewers & Distillers (MBD) offers interested individuals, or whisky and real aleconnoisseurs alike, the opportunity to take a founders ownership share in our company, andparticipation in our distillery, brewery and Founders club.

Founder-owner benefits include:

• For a minimum $10k investment, a potential return on investment (ROI) of up to 10-fold or40-50% compounded annual growth. Due to whisky being a known, established premiumproduct in a rapidly growing, established global market-place, MBD considers this a lower riskinvestment relative to other start-ups;

• BC residents benefit from 30% off their personal income tax;

• BC residents can benefit from 30-40% off their personal income tax via RRSP;

• Once established, with significant cash flow, MBD will consider regular dividends for investors;



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For more information including our confidential Offering Memorandum please contact our founder-CEO, Graeme Macaloney ,by e-mail at [email protected] or phone: 250 634 2276

Image courtesy of Shelter Point Distillery

• Private guided tours with unlimited family & friends & colleagues;

• Access to the distillery Grand Tasting Lounge for private parties;

• Opportunity to found an internationally recognized distillery and brewpub.

MACALONEYDISTILLERS.COM

VICTORIA CALEDONIAN DISTILLERY & BREWPUB

VICTORIA, CANADA

Mbd Brochure 30-12-13

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