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INVESTOR PRESENTATION /MAY 2019

INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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Page 1: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

INVESTORPRESENTATION /MAY 2019

Page 2: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

Forward Looking Statements & Risk Disclosure

No securities commission or securities regulatory authority or other regulatory authority has reviewed, passed upon or endorsed the accuracy or adequacy of this document. Any representation to the contrary is unlawful, and is expressly disclaimed by Water Ways Technologies Inc. This document is not, and under no circumstances is to be construed as a prospectus, a public offering or an offering memorandum as defined under applicable securities anywhere in Canada, the United States, Israel or in any other jurisdiction. These securities have not been and will not be registered under the United States Securities Act of 1933, as amended, or any state securities laws and may not be offered or sold in the United States of America except in transactions that are exempt from the registration requirements of such laws.

The information contained in this presentation does not purport to be all-inclusive or to contain all information that prospective investors may require. Prospective investors are encouraged to conduct their own analysis and reviews of Water Ways Technologies Inc. the "Company") and of the information contained in this presentation. Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment in the Company.

The remarks contained in this presentation ("Presentation") may contain forward-looking statements relating to the Company’s operations or to its business environment. Such statements are based on the Company’s operations, forecasts, and projections, but are not guarantees of future performance and involve risks and uncertainties that are difficult to predict or control. A number of factors could cause actual outcomes and results to differ materially from those expressed. Although any such forward-looking statements are based upon what management believes to be reasonable assumptions, the Company cannot guarantee that actual results will be consistent with these forward-looking statements. In addition, the Company disclaims any obligation to update or revise any forward looking statements, for any reason. We also do not commit in any way to guarantee that we will continue reporting on items or issues that arise.

This Presentation has been provided to the recipient for information purposes only and no representation or warranty, express or implied, is made as to the completeness or accuracy of the information contained herein. The contents are not to be reproduced or distributed to the public or press. The information contained herein is not guaranteed as to its accuracy or completeness. Throughout this Presentation various logos and trademarks will be used. These trademarks and logos are the property of their respective owners.

This summary financial information should only be read in conjunction with the prospectus dated December 27, 2018 filed on SEDAR, including the schedules and attachments thereto. This Presentation does not contain all of the information that may be important to you and your investment decision. You should carefully read the entire prospectus, including the matters set forth under "Risk Factors", "Management's Discussion and Analysis of Financial Condition and Results of Operations" and the financial statements and related notes. Capitalized terms contained herein have the meaning attributed to them in the Definitions section of the prospectus.

An investment in the Company's securities should be considered highly speculative. There is no guarantee that an investment in the Company will earn any positive return in the short or long term. An investment in the Company is appropriate only for investors who have the capacity to absorb a loss of some or all of their investment. There are certain risk factors associated with an investment in the Company’s securities.

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Page 3: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

A GLOBAL , I SRAEL I AGR ICULTURE TECHNOLOGY COMPANY THAT SPEC IAL IZES IN PROVID ING WATER IRR IGAT ION SOLUT IONS

TO AGR ICULTURAL PRODUCERS .

Water Ways Techno log ie s Inc . (TSXV : WWT)

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Page 4: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

( January – Apr i l 20 19 )

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• SUCCESSFULLY COMPLETED AN RTO OF CAD $3.1 ON THE TSX-V

• CANADASigned an LOI to acquire the assets of a Canadian irrigation distributer with sales of CAD $3.4 M & establishing a Canadian office.

• CHINAReached an understanding with one of its most experienced agents to establish an entity to sell & market its products to the Chinese market & pursue turnkey irrigation projects with a focus on vegetable greenhouses & apple plantations.

• UZBEKISTANSigned its first project in Central Asia, a drip irrigation project for cotton field.

• MEXICOSecured additional business relationships with local distributers with the goal of forming a subsidiary focused on sales and turnkey irrigation projects and acquiring their operations.

Water Ways Provides Business and Expansion Update

RECENT DEVELOPMENTS

Page 5: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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Targeting to penetrate International Cannabis & Hemp Markets

• Negotiations to deliver turnkey irrigation solutions to cannabis and hemp cultivators in several European, Latin American countries & in Israel.

• Delivering single-source commercial cannabis & CBD (Hemp) cultivation solutions including dehumidification, lighting technologies, irrigation, fertigation & benching.

• Gained experience thorough its delivery of the irrigation, fertigation & IOT (Internet of things) control system to a greenhouse cultivation project by an Israeli subsidiary of the Cronos Group (TSX: CRON).

EXPANSION UPDATE

CANNABIS INDUSTRY

Page 6: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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TURN-KEY PROJECTS

EQUIPMENT SALES

MANAGES 2 STREAMS OF

REVENUE

Sales of irrigation equipment (45% of revenue)¹

Design, supply & installation of turnkey irrigation projects (55% of revenue)¹

1 - Percentages are based on IAT’s revenues as presented in the IAT unaudited financial statements for the year ended December 31, 2018.

Page 7: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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Generated revenue of CAD $15.7M

& gross profit of CAD $2.4 in 2018

Completed CAD $3.1Mraise in March 2019

concurrently with listing on TSX-V

Aggressively targeting projects in the legal cannabis space,

with the first project delivered- CRONOS GROUP’S ISRAELI JV

1 - See IAT audited financial statements for the year ended December 31, 2018.

Head Control SystemCannabis Project / JV Cronos Group

Page 8: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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Design, supply & installation of turnkeyirrigation projects

BUSINESS MODELPROVIDING INNOVATIVE IRRIGATION PRODUCTS & SERVICES THROUGH

TWO DISTINCT LINES OF BUSINESS

Sales of irrigation equipment assembledin-house & hardware produced by 3rd

party OEMs

EQUIPMENT SALES

TURNKEY PROJECTS

55% OF REVENUE¹

1 - Percentages are based on IAT’s revenues as presented in the IAT unaudited financial statements for the year ended December 31, 2018.

45% OF REVENUE¹

Page 9: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

Precise Irrigation uses technology to collect data from the field & external data sources, to make recommendations to farmers

WWT’s products & services aim to transform otherwise infertile land into arable land

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SMART IRRIGATION LEVERED TO GROWTH IN EMERGING MARKETS

Economic growth in EMERGING MARKET is driving demand for agricultural products

Page 10: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

GLOBALPROJECT

E X E C U T I O NC A P A B I L I T I E S

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Page 11: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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ISRAELIrrigation systemcannabis

CHINA Apple plantation & nursery

ETHIOPIAIrrigation system & water supply for vineyardsNIGERIA

Water supply for catfish farm

PERUIrrigation systemAvocado & Mango

ECUADORIrrigation systemAsparagus farm

GUATEMALAGreenhouse project for blueberries

GLOBAL PROJECTSE X E C U T I O N C A P A B I L I T I E S

Page 12: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

CHINAPLANTATION &

NURSERY

SHANDONG APPLES

GUATEMALAIRRIGATION SYSTEM

BLUEBERRIES

ETHIOPIAWATER SUPPLY &

IRRIGATION SYSTEM

VINEYARD

PERUIRRIGATION SYSTEM

AVOCADO & MANGO

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GLOBAL PROJECTS

Page 13: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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COUNTRIES OF FOCUS:

China, Guatemala, Nigeria, Peru, Ethiopia, Israel, Ecuador

PROJECT FOCUS:Fruits, Vegetables, Cannabis, Vineyards & Fish Farms

AVERAGE PROJECT SIZE:

~ CAD $2M

$0.0

$2.0

$4.0

$6.0

$8.0

$10.0

$12.0

$14.0

$16.0

2016 2017 2018

$6.92

$13.73

$15.67

$0.62 $0.87 $0.54

REVENUE OPERATING PROFIT

1 - WWT’s audited financial information for the financial years ended December 31, 2016, 2017 and 2018 derived from IAT’s audited financial statements for the financial years ended December 31, 2016, 2017 and 2018.

FINANCIAL PERFORMANCE¹($CAD M)

PROJECT INFORMATION2018

Page 14: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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WWT’S STRATEGY IS TO SCALE ITS BUSINESS GLOBALLY& ACCELERATE GROWTH THROUGH THE FOLLOWING INITIATIVES:

ORGANIC GROWTH

Develop relationship within the small & medium farmers

TECHNOLOGICAL INNOVATION

Complete developmentof its Precise Irrigation System- DataWays

GEOGRAPHIC EXPANSION

Open additional sales offices in new & existing markets

GROWTH STRATEGY

Page 15: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

SMARTI R R I G A T I O N

S O L U T I O N S

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Page 16: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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DataWaysIN_HOUSETECHNOLOGY DEVELOPMENT by

DataWays is currently in the prototype stage of research & development¹

DataWays SEEKS TO ALLOW OPERATORS TO REMOTELY ACCESS A DATA GATHERING & ANALYTICS PLATFORM

DataWays aims to bring to market a technological solution to enable farmers to make data-driven decisions as to how to irrigate their operation.

Page 17: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

Primary data entry to the

user's database

Real-time data collection

through sensors

Communication &

synchronization between the land

& the server/ cloud

On-going data analysis &

processing in the cloud

Processed data is sent to the user

(mobile/desktop/app)

1 5

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HOW IT WORKS

42 3

DataWays A PRECISE IRRIGATION SYSTEM

Page 18: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

WWT COMBINES ITS DRIP IRRIGATION ACUMEN & DATA WAYSSYSTEM TO OFFER OPTIMAL CONDITIONS FOR CULTIVATION

Delivered one of the most sophisticated Irrigation Systems for Cannabis:• Project: licensed Cannabis Project in Israel by a joint-venture between

Cronos Group & Kibbutz Gan Shmuel• SCOPE: CAD $680,000

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CANNABIS COMPANIES ARE FINDINGINNOVATIVE IRRIGATION TECHNOLOGIESTO REDUCE COSTS GIVEN THE INCREASINGLY COMPETITIVE MARKET

A NEW MARKET OPPORTUNITY

GLOBAL CANNABIS SECTOR

Page 19: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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COMPETITIVE ADVANTAGES

Experienced team & Management

Global Project Execution Capabilities

Business Model

Relationship with clients & suppliers

Relationship within the Industry

Serve as a technical and commercial information hub for both clients & suppliers.

Clients extending across five continents.Experience operating in regions with infrastructure challenges & limited access to clean water.

Targeting the underserved small to medium projects segment of the market. Not exclusive to a single product or supplier.

With over 30 years experience & an understanding of the high-tech segment of the ag sector.

Relationship with Israeli irrigation corporations, the world leaders in efficient micro/drip irrigation.

Page 20: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

DESCRIPTION TARGET

World’s largest manufacturer of drip irrigation equipment with 30% of the global

market share with customers of over 110 countries.Large-scale projects

Focuses on hardware sales such as drip and micro-spray products and provides

design services in project execution with 15 factories around the world.Large-scale projects

Offers dripline systems, micro and mini sprinklers and metal and plastic ag

sprinklers across more than 100 countries worldwide.

Large-scale customized

solutions

Focuses on micro-irrigation products and various types of pipelines. General suitable solutions

Independent, customer-oriented irrigation technology company offers turnkey

projects and equipment sales across five continents.

Small-to-medium

customized projects

OUR COMPETITORS

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Page 21: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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EXECUTIVE OFFICERSOHAD HABERCEO & Director

Ohad has over 30 years of experience in project management, sales & marketing in the agricultural industry. Former sales and operation manager of Latin America at Dan Sprinklers– an Israeli manufacturer of sprinklers and irrigation systems

MEIRA ZADACFO

Ms. Zada is a certified public accountant & has over 13 years of public accounting experience. Between January 2012 & January 2013 Ms. Zada served as the CFO of Supermom SuperCom Ltd. (NASDAQ:SPCB)

AMIR EYLONVP of Operations & Project

Mr. Eylon has 30 years of experience in the area of pressurized irrigation & agricultural products. He brings a depth of experience designing & managing the installation of turnkey irrigation projects located in developing regions

TAL WEILHead Agronomist

Mr. Weil has over ten years of experience in open field vegetable growing, operating irrigation & fertilization systems. Mr. Weil also has experience in the legal cannabis sector, as he was involved with a legal cannabis cultivation project over a period of two years in Western United States

TOMER BACHARCTO

Mr. Bachar held the position of Water System and Irrigation Engineer in Metzerplas, as well as in NaanDanJain designing irrigation & water supply systems for numerous projects

Page 22: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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BOARD OF DIRECTORS

RONNIE JAEGERMANN

Head of Investment Banking Advisory at Aloni Haft, a Tel-Aviv-based boutique investment bank focused on helping Israeli companies navigate international capital markets

YEHUDA DORON

Managing Director at Medton Hedim, a hearing aid retail & manufacturingcompany and a Chairman of Polymer G, an Israeli-based chemical products company.

OHAD HABER

President & CEO of WWT

ADAM K. SZWERAS

Partner at Fogler, RubinoffLLP and Chairman of Foundation Markets Inc., & FMI Capital Advisory Inc.Director at Aurora Cannabis Inc., QuinsamCapital Corp., Nutritional High International Inc. and Sustain Co.

JAMES LANTHIER

James has vast experience in senior management & director capacities with public Canadian technology & media companies

Page 23: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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CAPITAL STRUCTURE

NUMBER OF SECURITIES

Currently shares outstanding 89,410,650

Warrants outstanding ($0.25 – 0.40)

11,219,141

Broker Warrants ($0.175 – 0.25) 1,701,800

TOTAL FULLY DILUTED: 102,331,591

• Insider Ownership: ~61M shares

• Cash in the Bank: ~CAD $3.0M

• Bank Debt: ~CAD $500K

• Enterprise Value (CAD $0.25 per share): ~CAD $19M

• Previous Financings: May 2018 - CAD $1.75M @ $0.175 with ½ warrant @ $0.25March 2019 - CAD $3.1M @ $0.25 with ½ warrant @ $0.40

Page 24: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

OHAD HABER

Water Ways Technologies Inc.

CEO & Director

T: 972-54-5612231

E: [email protected]

RONNIE JAEGERMANN

Water Ways Technologies Inc.

Director

T: 972-54-4202054

E: [email protected]

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T H A N K Y O U

MEIRA ZADA

Water Ways Technologies Inc.

CFO

T: 972-52-4088848

E: [email protected]

Page 25: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

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A P P E N D I X

Page 26: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

EXAMPLESOF PAST

PROJECTS

A P P E N D I X26

Page 27: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

EXAMPLESOF PAST

PROJECTS

EXAMPLESOF PAST

PROJECTS

A P P E N D I X

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Page 28: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

SCOPE OF PROJECTDESCRIPTIONCOUNTRYNAME

$USD2,500,000Drip irrigation system and water supply for 500Ha mango plantation.

EthiopiaSeka

$USD500,0002Ha vegetables greenhouse and 50 Ha open field irrigation system

EthiopiaDesta Farm

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Page 29: INVESTOR - Water Ways Technologies Inc. · Prospective investors should read the entire prospectuses and consult their own professional advisors to assess their potential investment

The company is seeking to expand its current business by pursuing projects in new geographies, which inherently contains a high degree of risk. Potential investors in the Company’s securities are cautioned to review and consider the following risk factors, relating to the Company, including, but not limited to:(i) New Business Areas and Geographic Markets, and the Company's Ability to Implement the Business Strategy In those Markets; (ii) Dependence on Key Personnel and Employees; (iii) Credit Risk; (iv) Inability to Manage Rapid Growth and Retain its Customers; (v) Foreign Operations; (vi) Liquidity Risk; (vii) Competition; (viii) Lack of Revenue Growth; (ix) Limited Number of Customers; (x) Defects in Products and Services; (xi) The Company may be Unable to Respond to Customers' Demands; (xii) Operational and Financial Infrastructure; (xiii) Cyclicality; (xiv) Uncertain Economic Health of the Wider Economy; (xv) Currency Fluctuations; (xvi) Potential Political, Economic and Military Instability in Middle East and Israel, where the Company's Corporate Office are Located; (xvii) Reduction of Project Backlog; (xviii) Reliance on Independent Manufacturing Companies for Supply of Products; (xix) Crime and Business Corruption Risk; (xx) International Operations and Markets; (xxi) Components; (xxii) Rapid Technology Developments; (xxiii) Use of Proceeds of the Offering and Additional Funding Requirements; (xxiv) Changes in Taxation; (xxv) Risks Related to Intellectual Property Protection; (xxvi) Environmental Risks and Hazards; (xxvii) Reliance on Collaborative Partners; (xxviii) Differences Between the Canadian Law and Applicable Provisions of the Israeli Law; (xxix) Additional Risks to Doing Business Internationally; (xxx) Difficulty in Enforcement of Judgements; (xxxi) Risk of Litigation; (xxxii) User Data/Cybersecurity; (xxxiii) Internal Controls; (xxxiv) Insurance Risks; (xxxv) Difficulty Enforcing Canadian Law Against an Israeli Company; (xxxvi) Transaction Risk; (xxxvii) Major Shareholder; (xxxviii) Absence of Operating History as a Public Company; (xxxix) Substantial Capital Requirements; (xxxx) Future Sales of Common Shares by Existing Shareholders; (xl) Market Price and Trading Volume of Common Shares; (xli) Dividend Policy; (xliii) Lack of Liquidity for Common Shares; (xliv) An Active Trading Market for the Common Shares; (xlv) The Market Price of the Common Shares May be Volatile; (xlvi) No Market for Unit Warrants; (xlvii) Conflicts of Interest; (xlviii) Market Research and Reports; (xlix) Non-Operating Parent Corporation Structure; and (l) TSX Venture Exchange Restrictions on Business.

Risk Factors

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