📃2. Summary

Summary

Warning Notice!

Any person that is interested in purchasing and acquiring the offered Leandro Lopes Tokens is advised of the following:

(a) This summary is intended as an overview of the following basic information;

(b) The acquirer of Leandro Lopes Tokens shall read all basic information before acquisition; and

c) those persons who have assumed responsibility for the summary including a translation thereof, or from whom the issuance thereof from whom its issuance emanates, may be held liable, but only in the event that the summary is misleading, inaccurate or is misleading, inaccurate or inconsistent when read together with the other parts of the Basic Information when read together.

Background of the Leandro Lopes Fashion Business

Leandro Lopes is a fashion brand name that Generation Z is already familiar with. In line with their requirements, Leandro Lopes does not only stand for innovation, top design, and high quality but also for an environmentally friendly, socially responsible, and transparent corporate governance (ESG). Leandro Lopes started in 2014 and produces sneakers and other shoes as well as hoodies, sweaters, T-shirts, and accessories in Portugal. The shoe production side comes from a family business that operated shoe factories in Portugal for generations.

The Leandro Lopes fashion business is an existing operative business that has been fully acquired by the Leandro Lopes AG, Liechtenstein. It has decided to introduce blockchain solutions into its current business model as a means of raising a targeted capital goal of up to CHF 25 million through the issuance of the $Lopes token which is based on ERC-20-technology. The Leandro Lopes AG is the issuer of the $Lopes tokens and the developer of the LL-Ecosystem (“Issuer”). The funds raised by the LL-ITO shall primarily be used for investments in the opening of various LL-Flagship Stores and the expansion of the fashion business into USA and Asia.

Leandro Lopes Token ($Lopes) and the Lopes LL-Ecosystem

The Leandro Lopes token (“$Lopes”) is a utility token based on ERC-20 blockchain technology. Polygon Blockchain is the public blockchain used for receiving and sending $Lopes tokens. However, to save on transaction costs and energy, Polygon will be used as the main blockchain for public transactions, i.e. sales and vesting of $Lopes tokens that will be mined or delivered as loyalty rewards or discount are provided on an EVM-compatible platform which is an Ethereum compliant version of the Polygon blockchain privately hosted by the Issuer (“LL-Private Blockchain”). To ensure users the absence of manipulations, the public Matic blockchain will be integrated for frequent verification purposes.

The $Lopes token forms as a key agent to the full LL-Ecosystem. It is innovative and shall merge the physical presence of the Leandro Lopes brand with the virtual. NFTs, the metaverse and other digital assets are the main elements that customers may use to enter the virtual fashion space, a world where they can wear and use virtual shoes, clothing, and other items in avatar ecosystems currently in massive growth. The LL-Ecosystem offers several innovative opportunities for customers to earn with the $Lopes token and the NFTs offered through the Lopes LL-Ecosystem.

The $Lopes token is a means of granting discounts and loyalty rewards related to the purchase of Leandro Lopes products. The base discount rate is 2% and is granted when purchases are paid with $Lopes. Further discounts of up to 15% are available under the LL-Status Program.

$Lopes can be used for purchases of Leandro Lopes products in the Leandro Lopes Online Shop or in Leandro Lopes Flagship Stores. Further rights associated with $Lopes are described in the following.

Scarcity of $Lopes

The total number of $Lopes tokens is limited to 650 million. $Lopes tokens may be purchased at a discount, the percentage of which depends on the respective sales round in which a purchaser participates.

$Lopes tokens purchased at a discount are vested for one year after their purchase. $Lopes that are earned or acquired at the regular purchase price are not vested. To ensure continuity of the Lopes LL-Ecosystem, $Lopes tokens are not burned. Instead, used $Lopes tokens will be collected and resold. In addition, $Lopes tokens will be repurchased by the Issuer for mining purposes.

Wear to Earn

The Leandro Lopes Token (“$Lopes”) is a new and innovative token primarily designed to encourage people to walk and contribute to people's health and well-being. Everybody who buys the $Lopes Shoe will be rewarded with $Lopes tokens when and if the shoes are being used. The slogan “Wear to Earn” comes to life as users who wear the shoes are in tune and connected to a central Leandro Lopes APP that is used to count steps and activity per day. Depending on the number steps walked and further conditions, $Lopes tokens are produced and distributed to users depending on various variables associated. The idea is to earn $Lopes by just walking and then utilising the rewards to purchase shoes and other Leandro Lopes products, making it possible for Leandro Lopes products to become more accessible to a wider audience.

Through an in-house developed technology, steps are electronically counted via the $Lopes shoe. The technology uses a pressure sensor in the sole of the shoe that counts and electronically transmits the steps.

For the "Wear to Earn" program, a pool of $Lopes tokens (“LL-Mining Pool”) will be established from which the $Lopes tokens will be scooped for mining purposes. Each participant in the program will receive a share of the amount of $Lopes tokens made available in the LL-Mining Pool, calculated according to the ratio of the number of steps taken by the user amongst the total number of steps taken by all participants.

LL-Loyalty Program

The LL-Ecosystem includes a comprehensive loyalty and rewards program. After registration, all buyers of Leandro Lopes shoes, garments and accessories will receive a discount on the purchase price in the form of $Lopes tokens. The discount rate will depend on amounts and quantities spent throughout various purchase sessions.

Further developments related to the LL-Loyalty Program are underway to incentivise users to engage in the LL-Ecosystem, benefiting from various reward schemes offered through the $Lopes token infrastructure.

LL-Status Program

The LL- Program includes the following three status levels designed to increase the attractiveness of buying, acquiring, and holding $Lopes.

The LL-Status Program is tied to the number of $Lopes held and locked for a minimum of 12 months. The number of $Lopes possessed determines the category under which a $Lopes member falls.

The three categories that are awarded are as follows:

• Lopes Plutonium 87 Status – 1,000,000 $Lopes

• Lopes Palladium Status – 500,000 - 999,999 $Lopes

• Lopes Platinum Status – 50,000 - 499,999 $Lopes.

Each of these categories provides for certain rewards.

LL-NFTs

Each pair of shoes bears a unique identification number. Successful buyers of these shoes are eligible to receive a virtual replica in the form of an NFT (non-fungible token), which is a virtual certificate of ownership that runs on the blockchain. Each NFT evidences the owner with the type, size, day of purchase etc.

Via the NFT and the digital proof of ownership provided, owners of the NFT and the $Lopes shoes will be eligible to take part in the “Wear to Earn” Loyalty, and LL-Status Program developed by the Issuer.

NFTs are made in limited edition from shoes and other garments designed by and given to award-winning members of the LL Designing Club. Other NFTs related to Leandro Lopes products will be launched at further stages.

The Issuer believes that merging the physical products with the virtual will enhance the possibilities associated within the LL-Ecosystem and allow only the authentic users of the $Lopes token to benefit from the programs being developed across the $Lopes-Ecosystem.

NFTs have become a sensation in recent years. With this in mind, the Issuer will look to leverage its position in this space to promote the brand through various influencer networks and partnerships within the web3 industry, building a solid backing of value for its user base and those associated with the $Lopes token network.

LL-Metaverse

The metaverse is an expanding terrain of virtual environments including platforms where users can create games and geographies for others, or which provide multiplayer games or social spaces for other entertainment and investment purposes. The Leandro Lopes Holding AG has planned to introduce the LL-Metaverse by the end of 2023, with a focus directly related to the launch of Leandro Lopes digital luxuries specifically catered to the virtual environment. The LL-Metaverse shall provide virtual social places where participants can interact, meet community members and celebrities, play games, interact with Leandro Lopes fashion events, and purchase items within the Leandro Lopes product offering.

Mining and Staking of $Lopes

The mining program is directly associated with the “Wear to Earn"-Program.

The $Lopes shoe enables the mining of $Lopes tokens. The number of tokens that can be mined per day depends on the number of steps that users take per day and the available amount of $Lopes in the LL-Mining Pool on that particular day.

The $Lopes -Ecosystem comprises a special staking program. $Lopes holders have the option to use their $Lopes for staking purposes by subjecting the $Lopes to a disposal restriction for a certain period. This disposition restriction shall be 1 year, or a whole multiple thereof, to maintain a specified status in the Lopes Status Program. Separately, owners of $Lopes may subject their $Lopes to disposition restriction for a period of their choosing to mine $Lopes, e.g. for 30, 60, 90, 120 or more days. The staking yield amounts to 8% per year of the $Lopes Tokens used for staking.

During the vesting period, $Lopes tokens will not be eligible for staking.

Purpose of the Lopes Issuance; Underlying Legal Transaction

The purpose of the Lopes issuance is to raise funds in the amount of up to CHF 25 million which shall mainly be used for the expansion of the Leandro Lopes business to the USA and Asia, the opening of Leandro Lopes Flagship Stores and for marketing purposes.

The purchase, sale, and transfer of $Lopes by the Issuer to the purchasers is subject to the Liechtenstein Act on Tokens and VT Service Providers (Gesetz vom 3. Oktober 2019 über Token und VT-Dienstleister) --TVTG. A transaction requires the signing of an on- or off-line subscription agreement, the registration and the transfer of the $Lopes tokens into a metamask wallet of the purchaser.

Terms & Conditions of the Offering of the $Lopes

The standard selling price for one $Lopes is set at USD 0.25.

The minimum purchase during the Private Presale phase is to EUR 100,000 after the application of the discount. During the Private Pre Sale phase (June 1 until August 31, 2022) a discount of 30% on the selling price will be applied to the sale price, resulting in an effective price of USD 0.175 per Lopes.

The Private Sale phase is followed by the Public Presale phase (September 9 until November 30, 2022). The minimum purchase is USD 100. Discount rates will be granted depending on the amount of the purchase price paid. For example, if someone purchases $Lopes for USD 1,000 the discount rate is 10% and in case of a purchase in the amount of USD 15,000 and above, the discount rate is 25%. For further details see section 15.2.

Risks

The value and development of the $Lopes token is subject to a variety of risks. Therefore, a total loss of the invested capital cannot be excluded.