ROCKY MOUNTAIN LIQUOR INC. (TSXV:RUM)

AGM Presentation

August 23, 2010

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Forward Looking Statements

This presentation, including information incorporated by reference, may contain forward-looking statements. Forward-looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Rocky Mountain Liquor Inc. to be materially different from any future results, performance or achievements expressed or implied by the forward-looking statements. Examples of such statements include: (A) the intention to grow the Business and operations of the Resulting Issuer (as such terms are defined below); and (B) the level of cash-flow at closing and in the future, including whether the cash flow is positive or negative.

Actual results and developments are likely to differ, and may differ materially, from those expressed or implied by the forward-looking statements contained in this presentation. Such forward-looking statements are based on a number of assumptions which may prove to be incorrect, including, but not limited to: the ability of Rocky Mountain Liquor to obtain necessary financing; the level of activity in the retail liquor industry in Alberta and the economy generally; and anticipated and unanticipated costs. While Rocky Mountain Liquor anticipates that subsequent events and developments may cause its views to change, Rocky Mountain Liquor specifically disclaims any obligation to update these forward-looking statements.

These forward-looking statements should not be relied upon as representing Rocky Mountain Liquor’s views as of any date subsequent to the date of this presentation. Although Rocky Mountain Liquor has attempted to identify important factors that could cause actual actions, events or results to differ materially from those described in forward-looking statements, there may be other factors that cause actions, events or results not to be as anticipated, estimated or intended. There can be no assurance that forward-looking statements will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward-looking statements. The factors identified above are not intended to represent a complete list of the factors that could affect Rocky Mountain Liquor.

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Events Exemplify Rocky Mountain Liquor’s Strong Momentum

September 21, 2009 Announces significant acquisition for expected purchase price of $2.0 million

September 21, 2009 Changes name from Humber Capital Corporation to Rocky Mountain Liquor Inc.

December 18, 2009 Announces the acquisition and development of 3 additional stores. Once these additional stores are transitioned, the Company will have 29 liquor stores operating in Alberta

January 27, 2010 Announces today that Tracey Bean, Chief Financial Officer of the Corporation, will acquire 1,000,000 shares of Rocky Mountain Liquor Inc.

March 1, 2010 Announces 3 separate transactions that may result in 4 additional liquor stores.

April 15, 2010 Announces that RUM has signed letter of intent to purchase an additional liquor store.

May 20, 2010 RUM completes the construction of a new store in Lac La Biche as announced December 18, 2009

June 4, 2010 Announces today that Tracey Bean, Chief Financial Officer of the Corporation, will acquire 1,000,000 warrants of Rocky Mountain Liquor Inc.

June 11, 2010 Announces today that Rocky Mountain Liquor Inc graduates from Tier 2 to Tier 1 on the TSX Venture Exchange.

June 25, 2010 Announces today that announce a group of warrant holders have effected an early conversion of warrants. The result of the early conversion of warrants will provide one million dollars ($1,000,000) of new equity to RUM.

July 9, 2010 Announces new facility from Toronto-Dominion Bank that increases Senior Secured Lending commitments from $15.0 million to $25.0 million; The entire amount includes BA based

pricing plus a spread ranging from 2.0% to 3.0%.

July 9, 2010 RUM completes the construction of a new store in Lethbridge as announced on March 1, 2010

August 11, 2010 RUM completes the purchase of a store in Lethbridge as announced on April 15, 2010, resulting in 32 stores in operation.

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26

32

18

13

34

67

16 16

2001 2002 2003 2004 2005 2006 2007 2008 2009 Current

Active Industry Consolidator

Anderson’s Retail Liquor Stores Growth(1)(2)

(1) Represents liquor store count over calendar years(2) Anderson's acquired an additional liquor store in 2007 but also consolidated two existing stores in Nisku, Alberta; as a result, the total number of retail

liquor stores remained consistent from 2006 to 2007 despite the 2007 acquisition

• Since the commencement of its business in 2001, Anderson’s has focused on store operations while pursuing an active acquisition strategy within the Alberta market, focusing largely outside of the major urban centres

Currently, Anderson’s operates 32 retail liquor stores throughout Alberta

• Consistent with this strategy, Rocky Mountain Liquor recently completed the development of a new liquor store in Lethbridge, Alberta, on July 9, 2010 as well as completed the acquisition of a store in the same market on August 11, 2010

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Financial Summary for Year End

• Rocky Mountain Liquor has produced positive sales growth, Sales growth is attributable to several factors including: increasing the scale of

operations via acquisition; competitive pricing strategies; and improved product initiatives

• It is important to note that given the rapid expansion of the Company that historical performance indicated below does not reflect meaningful contribution from recently acquired liquor stores

Financial Summary (C$)

(1) Jul 31, 2008 results do not include meaningful contribution from 2 stores acquired from Morinville Liquor Store Ltd., effective July 24, 2008;

Sales $17,844,727 $9,487,248 $32,717,175

Gross Margin 4,247,045 2,257,951 7,656,161

Gross Margin Percentage 23.8% 23.8% 23.4%

EBITDA 1,288,719 693,426 2,105,528

Net Income 537,671 504,904 803,526

Stores at Period End(1) 18 19 26

12M Ended31-Jul-08

5M Ended31-Dec-08

12M Ended31-Dec-09

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Financial Summary for Six Months Year to Date

• Sales growth is attributable to several factors including: increasing the scale of operations via acquisition; competitive pricing strategies; and improved product initiatives

• EBITDA has increased year over year

Financial Summary (C$)

Sales $13,505,536 $21,253,807

Gross Margin 3,382,036 4,515,235

Gross Margin Percentage 25.0% 21.2%

EBITDA 974,943 1,196,460

Net Income before Gain (Loss) on Inventory Margins and SWAP(1) (18,528) 480,497

Gain on Inventory Margins 379,759 -

Net Income before Gain (Loss) on SWAP(1) 361,231 480,497

Gain (Loss) on SWAP 70,988 (288,321)

Net Income as reported on June 30, 2010 financial statements432,219 192,176

Stores at Period End 25 30

6M Ended30-Jun-09

6M Ended30-Jun-10

(1) Tax impact has not been factored into the Net Income before Gain (Loss) on Inventory Margins and SWAP

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Questions

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Mr. Coleman has chartered an ambitious course that has landed him on the top of a very impressive list of leaders from Atlantic Canada’s business community," said Minister Skinner. "Earning such recognition and standing above your peers in a very crowded and competitive business environment requires a deft skill-set and leadership qualities shared by only a select few. What separates these individuals from others is their high degree of integrity, dedication, and openness to explore innovative ways of approaching business."

 

Mr. Coleman is president and CEO of Coleman Group of Companies, Humber Valley Paving, and Humber Valley Asphalt and Aggregates.

 

"Operating a successful, family-owned group of companies and building a diversified portfolio demonstrates his innovative thinking and belief in the province as a place to do business," said Minister Skinner. "The foundation for Mr. Coleman’s success is obvious. He is committed to delivering exceptional customer service and identifying innovative opportunities to meet the demands of his client base that is only matched by his generous commitment to the community, his employees, and family."

 

                                                Honourable Shawn Skinner, Minister of Innovation, Trade and Rural Development

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When it comes to his company’s business strategy, Rob Normandeau believes in depth over breadth, quality over quantity. So far, this less-is-more approach is yielding results at Clarke Inc., a publicly traded Halifax company that invests in undervalued businesses with the goal of realizing attractive returns as these companies grow….

 

-Globe and Mail  - June 4th 2010

 

 

Rob Normandeau is someone who looks at the big picture.

 

-University of Western Ontario News  June 7th 2010