Cdif investor deck jan 2017 final

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Forward-Looking Statements

Investor PresentationJanuary 2017

OTC: CDIF

2Cardiff International, Inc. (OTC: CDIF) | January 2017


This presentation contains forward looking statements within the meaning of the Securities Litigation Reform Act. The statements reflect the Company's current views with respect to future events that involve risks and uncertainties. These risks include the failure to meet schedule or performance requirements of the Company's contracts, the Company's liquidity position, the Company's ability to obtain new contracts, the emergence of competitors with greater financial resources, and the impact of competitive pricing. In the light of these uncertainties the forward-looking events referred to in this presentation might not occur.


Corporate Overview

We provide an “Equity Exit Strategy” for business owners.

We provide an “Equity Capitalization Strategy” for business owners.

Acquisitions become standalone autonomous Subsidiaries gaining advantages of the power of a public company without losing independent management control

This unique diversified platform protects both the investor and subsidiary. We provides our acquisitions the ability to raise capital and give our investors the assurance their investment is at low risk.

Cardiff solves two key problems every small-cap public company faces: raising capital and owner diversification.


3 Areas of Concentration

Income Producing Real Estate – Focus is existing income producing Commercial Real Estate Projects. Shopping Centers, Mobile Home Parks, and select Development/Conversion Projects in strong markets.

Acquisitions; Closely Held Companies –We provide an “Equity Exit Strategy” for Business Owners. Merging with Cardiff gives Acquisitions a direct pathway to transfer the accumulated wealth from their business out to themselves or their families and/or to innovate, expand, and monetize their business

Second Stage Startups- Empower next stage development, often Technology oriented.


Key Facts

Exchange: Ticker OTC: CDIF

Recent Price $0.24

Market Cap $3.7 million

Shares Outstanding 15.4 million

Float 623,646

Revenue (ttm) $1.2 million

Fiscal Year December 31


Largest Shareholders


Organizational Chart

Chairman

Chief Marketing Officer

Chief Development

OfficerChief Operating

OfficerChief Financial

Officer

President & CEO

Subsidiary Companies


Management

DR. ROLLAN ROBERTS, II – COO/SVPFrom turning around large, established companies to creating high growth revenue organizations, Dr. Roberts has passionately led with excellence a multi-billion, publicly-held database company along with healthcare, technology, manufacturing and direct sales companies. He has led nearly 1500 employees at a given time servicing clients such as Capital One, IndyMac Bank, State Farm, Allstate, Nationwide along with federal and state government agencies.

ALEX CUNNINGHAM – CEO/PRESIDENT/DIRECTORMr. Cunningham’s has led senior management in multiple companies and created and implemented growth and efficiency strategies for client companies. He is the founder of multiple consulting firms where he managed projects and a staff of 85 helping 2000 private or closely held middle-market client companies in 24 states. He was a partner at M&A firm London Capital Corporation where he managed all phases of the transaction process.

DANIEL R. THOMPSON –CHAIRMAN OF THE BOARDAppointed Chairman/CEO in 2010. 30-year career that embraces network and cable advertising sales, programming production and product placement. Thompson also founded Creative Entertainment Services, which he successfully sold in 2001. Mr. Thompson also founded Cable Rep USA, a media sales firm specializing in local market cable advertising, which he sold to Cox Cable in 1981.


Investment Highlights

– Profitable – In Business 5+ Years – Moderate to Low Debt – Great Management

Positioned for $8M-$10M+ revenue with profitability in 2017

Current market cap less than half 2017 forecasted sales

3 near-term acquisition targets add significant additional revenue upside

Strong management team with history of execution

Focused, disciplined investment strategy:


Repicci’s Italian Ice & Gelato

When Dominic Francesco Repicci immigrated from Messina, Italy to America in 1911, he brought his family’s Old World recipe for Italian ice. At first, Dominic shared his family’s delicious Italian treat with friends and neighbors in South Philadelphia. Today, Dominic’s grandson, Frank, continues his grandfather’s passion for offering quality Italian treats.

Franchising began in 2005, and today, Repicci’s is a 48+ unit franchise that owns and operates a manufacturing plant. Franchised deluxe Mercedes Benz food trucks were introduced in 2014 and have experienced great growth and represent significant future opportunity for the company.

Based in Birmingham, Alabama.

$3M revenue run-rate


Romeo’s Pizza

Established in Paterson, New Jersey in 1945. Romeo’s NY Pizza makes authentic NY pizza, making their dough in-house, using the finest cheese and ingredients available. No soggy crust or watered down pizza sauce, only the best. They also serve Chicken Wings, Philly Steak Subs, Calzones and Salads.

In negotiations to open a “quick serve” Romeo’s location in the Hartsfield-Jackson International Airport in Atlanta.

$800K revenue run-rate


Affordable Housing Initiative

Located in Maryville, Tennessee, AHI is a popular option for a homeowner wishing to avoid large down payments, expensive maintenance costs, monthly mortgage payments and high property taxes.

If bad credit is an issue preventing people from purchasing a traditional house, AHI will provide a financial leasing option with “0” interest on the lease providing a “lease to own” option for their family home. Most homes are 3 bedroom/2 bath homes making the dream of owning a home possible.

AHI acquires both mobile homes and mobile home parks offering an alternative to traditional housing.

$400K revenue run-rate


Edge View Properties

30 acres of prime land in IdahoLocated on the Salmon River, Idaho’s premier whitewater river, near the Frank Church Wilderness Park (the largest wilderness park in the lower 48 states).

23.5 acres zoned: MDR (medium density residential): 12

lots platted HDR (high density residential): 48 lots

4 acres of dedicated river front property zoned for recreation

2.5 acres zoned for commercial useCurrent plans call for a Storage Facility and RV/Cabin

timeshare units.


Acquisition Process

VALUATION LOI DUE DILIGENCE

AGREEMENT EXECUTED

AUDIT SHARES ISSUED

*

“Qualified” Preferred Stock 100% of the “vote and value” of the company’s stock

• Exclusive series of Preferred Stock awarded to each company • Non-voting sub-class authorized for the purpose of raising working capital• Acquisitions added to Cardiff’s consolidated balance sheet, creating tangible value for all parties• Acquisition assets are not co-mingled, and operational autonomy is maintained.

* Preferred shares are issued under IRS Section 368(a)1(B) guidelines (Tax-Free Exchange)

votes for control of the newly acquired company


Near-Term Acquisitions (1Q17)

• Strong management team• Double-digit revenue growth• Long-term industry growth

trends Provides quality senior care, elder care, home healthcare services, caregiver assistance and in-home care needs. Seeking to execute acquisition strategy of similar businesses. Require passive equity partner (Cardiff) that could make that transaction happen and support their future growth.

• Mature top performer • Merging into “Home Health

1” Owner looking to exit day-to-day business, owners of “Home Health 1” will now manage those activities by acquiring the company (subject to franchisor approval). Posted significant performance numbers – even during the recession and consistently receives high marks.

Home Health 1

Home Health 2(NAME

WITHHELD)(NAME

WITHHELD)

• Privately held multi-million-dollar FinTech innovator

• U.S. and foreign patents on unique decision-assistance technology

Broad range of applications:Robo-Advisor Evolution, dating services, employee placement, fantasy sports, and more.

DTC's decision-assistance technology can cut through the numerous choices and information to select the best choice available.

Consulting Services

Support Corp.

$4M $6M+ $10M=


Acquisition Targets

Target 1: Gourmet Super Markets, Value $31M, Revenue $45M, Earnings

$5.2M

Target 2: Real Estate Related to Target 1, Value of $51.5M- Generates

$6.6M

Target 3: Sub-Prime Motorcycle Financing Company, Value of $15M, $14M

AR

Target 4: Mobile Home Park, 47 Corporate owned units, Generates

$144,000 Target 5: Rapid Growth Dental Chain, 14 Locations. Value of $12,000,000.

Highly Profitable


Acquisition Targets

Target 6: Nutraceutical Manufacturer, Value of $5,550,000 - Generates $650,000

Target 7: Pharma Grade Nutraceutical Spinoff, Value of $3,500,000 -

Generates $450,000 Target 8: Franchise Health Care, Value $1,450,000 -Generates $600,000

Target 9: Investment Fund Entertainment and Media, Value 20 M, Highly Profitable

Target 10: Shopping Center 100% leased, Value of $4,150,000 - Generates $325,000


Financials

2014 2015 2016 2017$0

$2

$4

$6

$8

$10

$12

Revenue(in millions)

**

* Pro-forma revenue forecast


Direct investment Capital Raise

Raise $1M Equity from Accredited Investors

Convertible Debenture, 10% Annual Interest, Paid Quarterly

365 Day Debenture converts to Common @ 70% of open market

$25K minimum

Planning and positioning for future uplift to a larger exchange We expect pending and future acquisitions to positively impact

PPS long term www.cardiffusa.com/debenture

http://www.cardiffusa.com/debenture

Accredited Investors who want to mitigate risk receive consistent dividend income benefit from upside potential in capital appreciation

Americans investing in Americans

Thank you for your time!

Who We Want

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Corporate Offices:401 East Las Olas BoulevardUnit 1400Fort Lauderdale, FL 33301United Statesp: 844-628-2100www.cardiffusa.com

OTC: CDIF

http://www.cardiffusa.com/

Investor Relations

Cdif investor deck jan 2017 final