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SALE OF ASSETS OF SEARCHME, INC.
Lighthouse Capital Partners V, L.P. ("Lighthouse"), the senior secured lender to SearchMe, Inc.,("SearchMe"), (www.SearchMe.com) is soliciting interest for the acquisition of all or substantially all of SearchMe's assets, including its Intellectual Property ("IP"), in whole or in part (collectively, the"SearchMe Assets").
Please be advised that the SearchMe Assets are being offered for sale pursuant toSection 9-610 of the Uniform Commercial Code. Purchasers of the SearchMe Assets will receive all oSearchMe's rights in the purchased portion of Lighthouse's collateral, which consists of substantially all of SearchMe's assets, as provided in the Uniform Commercial Code.
 
The sale is being conducted by Lighthouse with the cooperation of SearchMe. SearchMe has advisedLighthouse that it will use its best efforts to make its employees available to assist purchasers with duediligence and assist with a prompt and efficient transition at a mutually convenient time.
IMPORTANT LEGAL NOTICE
The information in this memorandum does not constitute the whole or any part of an offer or a contract.The information contained in this memorandum relating to the SearchMe Assets has been supplied bythird parties and obtained from a variety of sources. It has not been independently investigated or verifiedby Lighthouse or its respective agents.Potential purchasers should not rely on any information contained in this memorandum or provided byLighthouse (or its respective staff, agents, and attorneys) in connection herewith, whether transmittedorally or in writing (the "information"), as a statement, opinion, or representation of fact. Please note thatall information provided herein relating to the operations of SearchMe's business and its market positionsrelates to periods on or prior to March 31, 2009. Interested parties should satisfy themselves throughindependent investigations as they see fit.Lighthouse and its respective staff, agents, and attorneys, (i) disclaim any and all implied warrantiesconcerning the truth, accuracy, and completeness of any information provided in connection herewith and(ii) do not accept liability for the information, including that contained in this memorandum, whether thatliability arises by reasons of Lighthouse's negligence or otherwise.Any sale of the SearchMe Assets will be made on an "as-is," "where-is," and "with all faults" basis,without any warranties, representations, or guarantees, either express or implied, of any kind, nature, ortype whatsoever from, or on behalf of, Lighthouse. Without limiting the generality of the foregoing,Lighthouse, and its respective staff, agents, and attorneys, hereby expressly disclaim any and all impliedwarranties concerning the condition of the SearchMe Assets and any portions thereof, including, but notlimited to, environmental conditions, compliance with any government regulations or requirements, theimplied warranties of habitability, merchantability, or fitness for a particular purpose.This memorandum contains confidential information and is not to be supplied to any person withoutLighthouse's prior consent.Total investment in SearchMe, Inc.:
 
$45 Million
of equity capital proceedsfrom institutional venture capital fundsand other private investors from 2004-2008
 
 
SearchMe, Inc. Confidential Page 2
THE FOLLOWING IS PRESENTED FOR INFORMATIONAL PURPOSES ONLY ON A "BEST EFFORTS"BASIS. NO WARRANTY IS PROVIDED WITH REGARD TO THE ACCURACY OF THE INFORMATIONHEREIN OR THE VALUE OF SEACHME'S ASSETS. PAST PERFORMANCE MAY NOT BE INDICATIVEOF FUTURE RESULTS
.
S
UMMARY
P
OINTS
 
q
 
SearchMe Invented, Built and Ran a Proprietary, Large Scale Search Technology from theground up. One of the only such systems built in the last decade, in addition to those of Inktomi, Yahoo, Google, and MSN/ Bing.
q
 
SearchMe is one of the Early Pioneers of Integrated Media Blending; mixing video, musicand web pages into a single search.
SearchMe's technology is aware of the differentcharacteristics of rich media, and can disambiguate between media types with similar names.
 
q
 
SearchMe's Vertical Architecture has Query understanding within 100 milliseconds acrosshundreds of categories.
This leveraged a complex and deep taxonomy of web pages trained overone thousand categories.
 
q
 
Significant Investment in Intellectual Property and Assets –
over $45 million of equity capitalhas funded the development of SearchMe's business and Intellectual Property.
q
 
Designed and Developed by Top-Tier intellectual talent in Search and UI Design –
SearchMe's intellectual property and assets were developed by some of the best minds in searchand user interface design.
 
q
 
Funded and vetted by well-known institutional venture capital funds, including SequoiaCapital.
SearchMe's most recent formal round of equity capital in April 2008 valued thecompany's assets at approximately $250 million post-money.
q
 
Well-Known Brand Name, Trademark, and domain name related to Visual Search.
q
 
IP Documented across 23 Patent Applications,
including three pending published patentapplications, described in greater detail on Exhibit A.
q
 
Strong Historical Growth in "People Per Month,"
per Quantcast
 
 
 
SearchMe, Inc. Confidential Page 3
SUMMARY OF HISTORICAL INFORMATION
1
 
SearchMe is a large-scale general-purpose search engine comprised of back-end server software andmultiple front-end client software for the web and five native mobile platforms. SearchMe specializes in(1) the visual presentation of web pages, various types of rich media, and other forms of Internet searchresults, and (2) the delivery and retrieval of highly relevant results for a given search query within avertical domain. SearchMe's visual approach to search is designed to create a more natural and humanexperience for the user, while at the same time crafting an environment that may be a better fit for thedelivery of rich streams of Internet video and other types of media. This approach to Internet search hasthe potential to create a rich and differentiated platform for Internet advertising campaigns. In addition toits advantages in rich media search, SearchMe's novel User Interface may have applications beyondtraditional Internet search, including the potential to be repurposed as an elegant user interface for the set-top box market, or as an embedded UI for electronic devices. SearchMe's technology assets haveleveraged deep industry knowledge from some of the best minds in search and UI design to create aproprietary technology platform composed of (A) a well-known and elegant front-end User Interfacedesign and related assets, and (B) a back-end search and advertising architecture and related assets.SearchMe has been prominently featured in numerous major U.S. and global publications, including TimeMagazine, The Washington Post, TechCrunch, and Bloomberg (Venture Show) among others. TimeMagazine heralded SearchMe as one of the "50 Best Web Sites of 2008."
2
At its peak, the companygenerated approximately 5 million "people per month."The company's assets are well-positioned to capitalize on several important industry trends – the robustgrowth of Internet advertising and Internet search; the increased demand for online videos and other typesof rich multimedia within search; and the eventual convergence of television with broadband Internet.SearchMe's Intellectual Property is described in
23 patent applications
, including three pendingpublished patent applications attached in Exhibit A.SearchMe is a privately held company. SearchMe (founded in 2004 as Kavam, Inc.) is headquartered inMountain View, California. To date, SearchMe has secured over $45 million in equity financing, with thecompany achieving a post-money valuation of nearly $250MM in April 2008. SearchMe's institutionalinvestors include Sequoia Capital, DAG and Deep Fork Capital, among others.
T
HE
M
ARKET
:
SearchMe has historically competed primarily in the market for Internet Advertising and specifically inthe market for Internet search engine advertising.According to PWC and the Internet Advertising Bureau, Internet advertising revenues ("revenues") in theUnited States totaled $23.4 billion for the full year of 2008, with Q3 accounting for approximately $5.8billion and Q4 totaling approximately $6.1 billion. Internet advertising revenues for the full year of 2008increased 10.6 percent over 2007.According to PWC and the Internet Advertising Bureau, in 2008, search engines represented the largestonline advertising revenue format, accounting for 45 percent of 2008 full year Internet advertising
1
 
A
LL INFORMATION PROVIDED HEREIN RELATING TO THE OPERATIONS OF
S
EARCH
M
E
'
S BUSINESS AND THE MARKET POSITIONSRELATES TO PERIODS ON OR PRIOR TO
M
ARCH
31,
 
2009
AND IS PROVIDED ON A
"B
EST
-E
FFORTS
"
BASIS
.
 
I
NTERESTED PARTIES SHOULDSATISFY THEMSELVES THROUGH INDEPENDENT INVESTIGATIONS AS THEY OR THEIR LEGAL AND FINANCIAL ADVISORS SEE
FIT
 
THAT
 THE INFORMATION IS ACCURATE
.
 
L
IGHTHOUSE MAKES NO WARRANTY TO THE ACCURACY OF ANY INFORMATION CONTIANED HEREINOR THE VALUE OF THE
S
EARCH
M
E ASSETS
.
2
 http://www.time.com/time/specials/2007/article/0,28804,1809858_1809955_1811466,00.html 

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