SUBJECT TO COMPLETION PRELIMINARY PROSPECTUS STRICTLY

CONFIDENTIAL - SUBJECT TO COMPLETION

TELCO-IN-A-BOX FRANCHISE OPPORTUNITY

Abstract
We provide superior quality telecommunications, mobile banking,
renewable energy, energy efficiency, tele-medicine, micro-
insurance, micro-loans, peer-to-peer exchange and digital
classroom services that:
INVESTORS seek for financial returns,
EMPLOYEES are proud of,
CUSTOMERS recommend to families or friends,
BUSINESSES choose for their success,
HEALTH SERVICES use to reach remote communities,
FARMERS use to get the latest information and to reach markets,
FINANCIAL SERVICES use to provide micro-loans and micro-
insurance,
EVERYONE shares peer-to-peer knowledge upon,
EDUCATORS use to share and deliver knowledge and,
COMMUNITIES prosper from.

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TELCO-IN-A-BOX PORTABLE CELL SITE
TierOne will deploy popup shops that serve as retail outlets for smart phones, tablets and routers and, in off
grid areas, solar lighting and phone charge devices. Incorporated on to these is the community cell tower
which will be connected to the network with the best solution for its location by fiber, microwave or satellite.
The structures will be fitted out shipping containers and quick to assemble flat pack units in several sizes.
Included in to these will be the Movie Boxes which allow free offline download of movies, music and apps.
The shops will also provide phone recharge, remittance and mobile banking services including micro-loan and
micro-insurance services. They are a village focal point for access to both economic opportunities, financial
and entertainment services. Additional revenue can be generated by these hubs through serving coffee and
cold drinks. The shops will be solar powered and can be connected online with cellular and broadband services
in a day. Dot Energy, a consortium partner, will be manufacturing the solar devices in our factory. See section
RETAIL SERVICES AND PRODUCTS.
These cell sites will be offered to operators under a franchise arrangement.

Just imagine selling icecream, cold beers and frozen foods in the most
remote mountain locations or any one of many islands with no
power…and providing them with fast connectivity

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RETAIL SERVICES AND PRODUCTS
The Boxes will offer a range of communications services in the Philippines at retail, including:

• Full mobile voice and non-voice services;

• international call services; and
• mobile broadband services.

They will also offer:

• smartphones;
• tablets;
• laptops and
• routers and modems.

We also offer solar home devices starting at the bottom of the energy ladder including:

• kerosene replacement lanterns (with USB for charging);

• larger home units and appliances powered by them such as TV’s , fans and refrigerators;
• shop equipment such as glass fronted drinks fridges for rural stores;
• items for farmers such as solar water pumps and poultry incubators; and
• electric motorbikes and scooters.

Services offered at retail include:

• mobile banking deposits and withdrawals;

• international and domestic remittances;
• micro-insurance services;
• micro-loans.

All retail outlets will include content caches which provide ‘Free WiFi’ offline for movies, music video, educational
content and Government forms.

ON PAY-AS-YOU-GO MONTHLY BUNDLE

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Tier 1 will supply boxes with:

 full network connectivity

 provisioning and billing
 systems and product training
 a dedicated business development manager
 an automated stock management process
 POS and mobile banking support
• manage commission payments and reconciliation
• connection compliance checking
• communicating product changes and offers
• visual merchandise for in store display
• sales incentive programs

‘Free WiFi’ Content Boxes

• Many people find it hard to afford the data costs of music and movies downloads and will continue
to do so even through our technology provides cheaper data rates. Dot Mobile borrows the economic
model of the Internet. Our ad-sponsored model provides users in emerging markets with free,
unrestricted WiFi access to cached content. Dot Mobile achieved this with a highly successful trial at
over 20 sari-sari stores, restaurants and karaoke bars.
• 32GB cache boxes with constantly changing content provided access to a high speed “online”
multimedia experience, an offline apps store, news pages and various form submission services at
zero cost to the user who connect with their phones WiFi. Our software allows locally cached content
to be delivered to customers mobile devices including mobile applications, vouchers and interactive
multimedia content and localized information. “Our always-on technology is designed to be non-
intrusive and simple to use.”
• Our technology is able to run 100% offline or offline with the option of a controlled breakout to the
internet minimizing data consumption.

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Customer Base

We expect to gain significant market share in urban areas with the quality of our network using new equipment, handset
offerings on PAYG and them accessing and access to ‘free WiFi’ at our content caches. In rural markets we will be
reaching uncontested, unconnected, users. They will also be accessing weather, market and farm info services that are
unavailable from the incumbent carriers.

We believe we will be able to retain customers through the following:

• focus on customer-retention through pro-active customer service programmes. This includes making use of
churn prediction methods to identify customers who may be likely to terminate our service and taking pre-
emptive action to address their needs and concerns;
• introducing new innovative value-added services and exploiting our strong brand image so as to develop
customer affinity to our services and attachment to our brand;
• loyalty programmes which reward usage and tenure;
• offering customers attractive handset prices and PAYG plans with cheap upfront costs for quality devices tied
to customer contracts.

We have attracted senior mobile sales talent who will train;

• dedicated team of customer service officers who have been trained to retain customers who have indicated
their intention to terminate our services through addressing their needs.

Mobile Money
Mobile Money is a fast, simple, convenient, secure and affordable way of transferring money, making
payments and doing other transactions using a mobile phone. Customers will be able to send and receive
money, top-up airtime, pay bills, school fees, buy and pay for insurance, pay employee salaries, pay for airline
tickets and other goods and services. There will be no need to travel far or wait impatiently to receive or
send money.
Tier1 will be accelerating the mobile money ecosystem for the underserved and its customers will enjoy the
ease and convenience Mobile Money offers. As this matures it will also be offering farmers crop insurance
and micro loans.
E-commerce
Dot Mobile has an e-commerce link within its voice and message app. Sales will be paid for using our mobile
banking from which we receive a transaction commission as well as a sales commission. This passive income
will be achieved without our intervention as the posting of products and services is entirely conducted by
the seller.
Only 31 percent of the Philippines adult population has a bank account yet it has the World's highest per
head receipt of family remittances from overseas. To truly transform the financial lives of underserved
people, mobile money must become a central monetisation mechanism, universally available across a
greater range of digital transactions. By making mobile money more central to the financial lives of these
users, greater financial inclusion, economic empowerment and economic growth can be achieved.

Internet of Things (IoT)

Filipino youth are looking forward to more breakthroughs in IoT to help them increase their productivity,
boost their physical and mental wellbeing, and facilitate the way they connect with other people. The
Philippines is a good use case for a number of emerging IoT services that include parking sensors, water
meter reading, lighting control, security, home automation, garbage collection and flood control, among
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others. In agriculture, a sensor could monitor the moisture in the soil or track crop health, giving the farmer
data to optimize his produce. Philippine spending in IoT is forecasted to grow to US$ 766.8M in 2020.
Remittances
The Philippines international remittance market is expected to register inbound transaction volume of USD
42 billion by 2023: The latest technologies such as digitization of money transfer, development of transaction
platforms and increasing deployment of Filipinos in overseas countries will aid the Philippines Remittance
Market. This will help the sector to register positive CAGR of 5.1% during the period 2018-2023 in terms of
transaction volume.
Alternate locations
Not every franchise will be in a box due to local factors such as lack of available land in urban locations. A
franchise can also be set up in a street front store. We will assist the franchisee with counters, signage and
setup.

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THE TELCO-IN-A-BOX
The Boxes democratise telco and bring it right down to a local level.This ‘globally’ ‘local’ approach … glocal telco.
Each box is independently owned which will combine local relationships with services to suit the individual customer.
We chosen three sizes of box.
Model / Class A B C

Territory rights (by population 2,000 5,000 10,000

Container Size (Length) 10 Footer 20 Footer 40 Footer

Type Semi-knockdown Container Container
On Grid Power System; or Yes Yes Yes
DC Solar Power System Yes Yes Yes
Satellite Backhaul Terminal Yes Yes Yes
Fiber / Microwave Backhaul Support No No Yes
WIFI Hot Spot Equipment Yes Yes Yes
LTE Cellular Equipment No Yes Yes
WIFI Repeater Equipment Support No No Yes
LTE Cellular Repeater Equipment Support No No Yes

Scratch Card Reloading Yes Yes Yes

Remote Reloading Yes Yes Yes
PISO WIFI Facility Yes Yes Yes
Pop Up Reloading Facility Yes Yes Yes
Movie / Content Downloading Yes Yes Yes
Charging Station Facility Yes Yes Yes
Wholesale Bandwidth / B2B No No Yes
VAS Yes Yes Yes

Retail / Consumable No Yes Yes

Consumers Electronics No No Yes
Mobile Devices& Accessories Yes Yes Yes

Bank / Financial Support Yes Yes Yes

Pre owned Premium Phones 10 25 50

New TierOne Smartphone 10 50 100
Premium Phone 2 3 5

Franchise Cost 1.5 Million 3 Million 5 Million

NAMING RIGHTS: We recognise that as a local your name is recognised. You may wish to brand
your box/boxes to a name of your choice. ‘Your brand” co-labelled “part of the DotMobile
Network” delivers on the “glocal” promise of local care combined with international network.

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NUMBER OF BOXES OFFERED
A total of 28,643 franchises of various sizes will be offered over five years with only 4,000 offered in the first year.

‘Master franchisers’ may purchase a whole region and on sell boxes to others and receive ongoing trailing revenues
from them.

Number of Boxes 2019 2020 2021 2022 2023

Box A (Running Total) 1,463 3,720 5,801 7,697 10,439

Box B (RunningTotal) 2,275 5,786 9,024 11,973 16,239

Box C (Running Total) 190 482 752 998 1,965

TOTAL 3,927 9,988 15,578 20,668 28,643

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PROFIT AND LOSS PER BOX
The boxes will be popular community hubs where people will come to download movies, apps, music videos or to
check the news. While there the box can profit from the sale of cold drinks (in off grid areas the only cold drinks
available), coffee, snacks and food. We have not included the added profits from these sales in our projections as the
franchisee will secure their own suppliers of these items.

BOX A (SMALL) PROFIT & LOSS WITHOUT FINANCE

30,000,000 1,400,000
25,000,000
1,200,000
Revenue & Outgoings

20,000,000
15,000,000 1,000,000

Profit Margin
10,000,000 800,000
5,000,000
- 600,000
-5,000,000 400,000
-10,000,000
200,000
-15,000,000
-20,000,000 -
2019 2020 2021 2022 2023
TOTAL REVENUES 7,282,744 6,818,855 8,306,525 10,359,526 12,828,242
#REF! 1
Fixed Wireless Broadband 720,026 828,403 927,065 1,047,347 1,138,660
Phone Sales Revenue 2,323,400 1,243,677 1,432,032 1,677,434 1,964,514
MicroLoans/ MicroInsurance 187,173 197,790 218,013 264,493 238,328
Mobile Money Revenue 196,925 323,988 497,409 728,310 1,137,159
Mobile Service Revenues 3,855,221 4,224,997 5,232,006 6,641,944 8,349,581
OUTGOINGS -7,843,189 -7,407,135 -9,055,599 -11,341,806 -14,136,691
PROFIT MARGIN 560,445 588,280 749,074 982,279 1,308,449

BOX A (SMALL) INCLUDING FINANCE COST NOTE: Owner/

1,400,000 manager draws
1,200,000 down living wage
1,000,000
800,000 starting at ₱40,000
600,000 per annum. At end
400,000
200,000
of year five the loan
- is paid out and an
-200,000
2019 2020 2021 2022 2023 annual profit of in
Finance -517,823 -517,823 -517,823 -517,823 -517,823 excess of ₱1.3M is
Profit Margin 560,445 588,280 749,074 982,279 1,308,449
Nett Profit 2,621 18,787 177,984 409,591 734,115
achieved.
Owner Drawndown -40,000 -51,670 -53,267 -54,865 -56,511

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 BOX B (MEDIUM) PROFIT & LOSS
80,000,000 3,500,000

60,000,000 3,000,000

Revenue & Outgoings

2,500,000
40,000,000

Profit Margin
2,000,000
20,000,000
1,500,000
-
1,000,000
-20,000,000 500,000

-40,000,000 -
2019 2020 2021 2022 2023
TOTAL REVENUES 18,206,861 17,047,138 20,766,311 25,898,816 32,070,605
#REF! 1
Fixed Wireless Broadband 1,800,064 2,071,008 2,317,663 2,618,366 2,846,651
Phone Sales Revenue 5,808,499 3,109,192 3,580,080 4,193,584 4,911,285
MicroLoans/ MicroInsurance 467,932 494,475 545,032 661,233 595,819
Mobile Money Revenue 492,312 809,971 1,243,522 1,820,774 2,842,897
Mobile Service Revenues 9,638,053 10,562,492 13,080,015 16,604,859 20,873,952
OUTGOINGS -16,805,749 -15,576,437 -18,893,626 -23,443,117 -28,799,481
PROFIT MARGIN 1,401,111 1,470,701 1,872,685 2,455,699 3,271,124

BOX B (MEDIUM) INCLUDING FINANCE COST NOTE: Owner/

3,500,000 manager draws
3,000,000
2,500,000
down living wage
2,000,000 starting at ₱100,000
1,500,000
per annum. At end
1,000,000
500,000 of year five the loan
- is paid out and an
-500,000
2019 2020 2021 2022 2023 annual profit of in
Finance -1,035,647 -1,035,647 -1,035,647 -1,035,647 -1,035,647
excess of ₱2.1M is
Profit Margin 1,401,111 1,470,701 1,872,685 2,455,699 3,271,124
Nett Profit 265,465 331,714 730,505 1,310,323 2,122,456 achieved.
Owner Drawndown -100,000 -103,340 -106,533 -109,729 -113,021

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 BOX C (LARGE) PROFIT & LOSS
120,000,000 6,000,000

100,000,000
5,000,000
80,000,000

Revenue & Outgoings

60,000,000 4,000,000

Profit Margin
40,000,000
3,000,000
20,000,000

- 2,000,000

-20,000,000
1,000,000
-40,000,000

-60,000,000 -
2019 2020 2021 2022 2023
TOTAL REVENUES 36,415,740 34,096,295 41,534,644 51,799,654 51,153,211
Fixed Wireless Broadband 3,600,129 4,142,016 4,635,326 5,236,733 5,693,302
Phone Sales Revenue 11,616,998 6,218,383 7,160,159 8,387,168 9,822,570
MicroLoans/ MicroInsurance 935,864 988,950 1,090,063 1,322,466 1,191,638
Mobile Money Revenue 984,625 1,619,942 2,487,043 3,641,548 5,685,795
Mobile Service Revenues 19,276,106 21,124,984 26,160,031 33,209,718 28,757,883
OUTGOINGS -33,613,362 -31,154,720 -37,789,091 -46,888,065 -45,935,709
PROFIT MARGIN 2,802,378 2,941,576 3,745,553 4,911,589 5,217,503

BOX C (LARGE) INCLUDING FINANCE COST NOTE: Owner/

6,000,000 manager draws
5,000,000 down living wage
4,000,000 starting at ₱100,000
3,000,000
2,000,000
per annum. At end
1,000,000 of year five the loan
- is paid out and an
-1,000,000
2019 2020 2021 2022 2023 annual profit of in
Finance (1,726,077. -1,726,078 -1,726,078 -1,726,078 -1,726,078 excess of ₱3.3M is
Profit Margin 2,802,378 2,941,576 3,745,553 4,911,589 5,217,503
achieved.
Owner Drawndown -100,000 -103,340 -106,533 -109,729 -113,021
Nett Profit 976,300 1,112,158 1,912,942 3,075,782 3,378,404

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WELCOME

As the President & Founder of TierOne Communications International , I welcome you to our
vision for democratising telco with our community owned and run ‘glocal’ vision. For Filipinos,
run by Filipino’s. I thank you for your interest in TierOne Franchises.
For many businessmen the dream of affordable business ownership and securing financial
independence in today’s highly competitive, technology-based marketplace now appears far
out of reach. However, for sharp entrepreneurs with long-range foresight and competitive
enthusiasm, TierOne can offer unprecedented opportunities for growth, especially for those
acting early and getting in on the ground floor.
Our franchisees will be locally-owned and operated. Our goal is to become an asset to
communities throughout the Philippines with you as a “Partner for Success”.
I have contemplated expanding TierOne through franchising since its inception. After much
consideration I am ready to pass along all my hard-earned secrets about our industry to
enterprising potential business owners looking to operate an amazingly simple business with
tremendous profit potential.
Effective immediately, TierOne will be offering select entrepreneurs the same opportunity for
success, without the need to invent the process all over again.
Whether you are an individual seeking rewarding employment or an aspiring entrepreneur
looking to open and grow as a Master Franchisee and entire region of services, my aim is to
help you get the best services & support possible to satisfy your goals.
I invite you to contact us and learn more about our services.
Please don’t hesitate to contact me for further information.
Sincerely,

Jonathon Bentley Stevens

www.tier1.ph
jbs@tier1.co

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