THE SOHO LOFT CAPITAL CREATION AND CROWDFUNDING CONFERENCE

NEW YORK CITY

JANUARY 23, 2012

NowStreet Media and LDJ Capital cordially invite you to attend The SoHo Loft Capital Creation and Crowdfunding (TSLCCAC) Conference, the definitive forum for learning about the rapidly evolving marketplace for private company stock. The event will take place on Monday, January 23, 2012 from 1pm to 830pm at Reed Smith’s Conference Center, 599 Lexington Ave., 22nd floor, New York City.

Synchronously, the U.S. regulatory environment, its capital markets and the innovation that drives those markets are on the threshold of dramatic change. In this remarkable moment in history, we are witnessing the embryonic period of a cutting-edge stock market just as we usher in a new era of mass media. At the same time, new legislation aimed at facilitating capital formation and job creation is being introduced to support this modern infrastructure.

TSLCCAC will provide the global investing community with key insight into the direction of the U.S. capital markets during this period of regulatory transformation and the rapid progression of the developing ecosystem. Attendees will be introduced to the Private Company Marketplace (PCM) including the private shares desks and exchange platforms, crowdfunding experts, secondary private share buyers, private stock analysts and senior executives of this market’s potential bellwether companies. Additionally, attendees will have exclusive opportunities to network with congressional leaders, industry pioneers and demo exciting new technologies that we believe will fuel the growth of these new markets and lead us toward an era of economic prosperity.

TSLCCAC attendees are comprised of high net worth investors, CIOs of investors, merchant and investment bankers, fund managers, incubators, analysts, attorneys, select entrepreneurs and secondary stock buyers/specialists. Our speakers include industry veterans and congressional leaders such as Rep Patrick McHenry, the congressman responsible for introducing the HR 2930 also known as the “crowdingfunding bill” which has garnered strong bipartisan support; David Weild, Chairman and CEO of Capital Markets Advisory Partners and former Vice Chairman and executive committee member of The NASDAQ Stock Market; Lou Kerner, Wall Street’s foremost Social Media analyst with deep expertise in facilitating transactions in private shares; Vince Molinari, CEO of Gate Technologies CEO of Gate Technologies and expert congressional witness concerning capital formation; Jason Jones, Portfolio Manager of HighStep Capital; Phil Reicherz, Founder & Managing Partner at Magnolia Ventures LLC; Michael Moe, Co-founder and CEO at GSV Asset Management, the first publicly traded security (NASDAQ: GSVC) enabling all investors to own a piece of the world's most dynamic, VC-backed private companies; Boaz Rahav, General Partner of Greencrest Capital; Gerry DiFiore, Partner at ReedSmith and firmwide Chair of the firm's Corporate & Securities Group; Mitchell C. Littman, Esq., founding partner of Littman Krooks LLP with expertise in secondary market transactions; Bo Brustkern, Founder and Managing Director of Arcstone Partners, leading equity research firm for private company stock; Bert Szostak, Director of Private Shares Group at GFI Group; Richard Salute, Capital Markets and SEC Practice Director with J.H. Cohn; Jouko Ahvenainen, Co-founder of Grow VC, the first global peer-to-peer micro-funding service for startups; Andrew Rachmell, Co-Founder of peerbackers, a peer-funding platform; Brian Meece, Co-founder of RocketHub, a grassroots crowdfunding community; Zak Cassady-Dorion is co founder and partner of Startup Exemption, responsible for the framework of all current Crowdfunding legislation in congress; Howard Leonhardt, serial entrepreneur and Chairman of The California Stock Exchange; Julia Dilts, Co-Founder & CEO of Maverick Angels, LLC; Dr. Charles Sidman, Managing Partner of ECS Capital Partners and Angels; Bill Davis, President of Gate Impact; Alex Budak, Co-Founder StartSomeGood and Gene Massey, CEO of Mediashares, leading provider of patent-protected, fully SEC-compliant Direct Registration tools.

Only ticket holders will be permitted into the event. Please contact us at members@thesoholoft.com for details on membership and obtaining VIP and/or discounted tickets. Press Passes will be provided to qualified members of the media at no charge. To receive Press Passes, please contact dsa@nowstreetmedia.com.

If you are joining us from out of town, please book your reservation with our preferred hotel, The SETAI Fifth Avenue, Manhattan’s brand new luxury boutique property located on 5th Ave and 36th Street. The Setai offers some of the largest accommodations in the city as well as incomparable services and amenities. For reservations call (212) 695-4005 or the Central Reservations number at (877) 247-6688. Please make sure to request the “The SoHo Loft Event” Call-In Block to receive the special group rate.

We also encourage you to use American Airlines, the preferred airline of TSL. For discounted airline tickets, please visit www.AA.com and use the promotion code: 3512DE.

AGENDA

●1pm – Registration, pre-network and demo exciting new technologies

●130pm - Opening Remarks and Introduction:

●Employing Crowdfunding to Enhance Capital Formation and Create Jobs

○Rep. Patrick McHenry to discuss his bill, HR 2930 also known as the “Crowdfunding bill”

●The Capital Markets of Tomorrow - Meet The Pioneers of Crowdfunding

○Panel: “Legalize it” – The transforming regulatory landscape

●Panelists include:

1.Jouko Ahvenainen, Co-founder of Grow VC

2.Andrew Rachmell, Co-Founder of peerbackers, a peer-funding platform

3.Brian Meece, Co-Founder of RocketHub

4.Alex Budak, Co-Founder StartSomeGood

5.Zak Cassady-Dorion – Co-Founder of Startup Exemption

○Panel: Establishing the Infrastructure to enhance crowdfunding:

●Panelists include:

1.Gene Massey, CEO of MediaShares

2.Julia Dilts, Co-Founder and CEO of Maverick Angels

3.William Davis, President of Gate Impact

4.Charles Sidman, Managing Partner of ECS Capital Partners and Angels

5.Richard Salute, Office Managing Partner of J.H. Cohn

●330 to 4pm – Coffee Break: Snacks and Networking Under the Buttonwood Tree

●4pm – The Evolution of The Capital Markets

○“Utilizing Hindsight to Rebuild the Capital Markets Infrastructure” by Dara Albright, Founder of NowStreet Journal and Co-Founder of The SoHo Loft Capital Creation Event Series

○“How regulatory changes have undermined the market of small cap stocks and IPOs and what is being done to improve our capital markets system” by David Weild, Chairman and CEO of Capital Markets Advisory Partners and former Vice Chairman and executive committee member of The NASDAQ Stock Market

●5 to 530pm - Coffee Break: Snacks and Networking Under the Buttonwood Tree

●530pm – The Capital Markets of Tomorrow - Meet The Pioneers of The Private Company Marketplace (PCM)

○Panel: How the PCM enriches private companies, investors and ultimately the economy at large

●Panelists include:

1.Vince Molinari, CEO of Gate Technologies

2.Michael Moe, Co-founder and CEO at GSV Asset Management

3.Bo Brustkern, Founder of Arcstone Partners

4.Boaz Rahav, General Partner of Greencrest Capital

5.Howard Leonhardt, serial entrepreneur and Chairman of The California Stock Exchange

○Panel: Successfully transacting in the private markets

●Panelists include:

1.Jason Jones, Portfolio Manager of HighStep Capital

2.Phil Reicherz, Founder & Managing Partner at Magnolia Ventures LLC

3.Gerry DiFiore, Partner at Reed Smith

4.Mitchell Littman, Esq., founding partner of Littman Krooks LLP

5.Bert Szostak, Director of Private Shares Group at GFI Group

●630pm – Social Media and The Private Markets: The Symbiotic Relationship

○“The Second Internet” by Lou Kerner, Managing Director of the Private Shares Group at LiquidNet

●7pm – Closing Remarks, Meet our Sponsors

●715pm – Cocktail Party, Extensive Networking and Audience Demos