m5 a3 is5 presentation final

The statements made in this presentation that are not historical facts are forward-looking statements that represent presenters’ beliefs and assumptions based on currently available information. These statements may relate to matters such as expected financial performance, business prospects and like matters. These statements involve risks and uncertainties, including but not limited to the risk factors described hereunder. Actual results could differ materially from those projected as a result.

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Group 10BC02-2Michael YangKaren TranChristian Hansen

Sharon Fisher

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Due to the inhospitable climate, Canadians spend 90% of their time indoors.

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Innovation Service Competitive Advantage

6Source: CanaData, Reed Construction, via Vancouver Island Construction Association, 2011

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•

Green roofs are growing

Government incentives

No Canadian competitors

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GWL 2010

GWL2011

Industry1

2011

Current ratio 3.29 2.57 1.4

Debt to Equity 0.41 0.48 1.6

Accounts Receivable days 61 73 74

Revenue Growth 4.53% 6.65% 11.10%

Return on Equity (ROE) 9.72% 7.46% na

1 RMA Annual Statement Studies 2011

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Mature industry

Fierce Competition

Economic uncertainty

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Low revenue, ROE

Low PE Multiples

Share price

Trading volumes

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Shareholder value

EnviroofExpand West

Capital Structure Control of the Company

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Discount Rate 11%

Time Horizon 20 Years

Building CCA rate 4%

Equipment CCA rate 30%

Equipment replacement in 10 Years

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West

Base $11.5M

Optimistic $13.6M

Pessimistic $9.6M

Enviroof

$20.3M

$23.8M

$17.2M

Double

Overwhelmingly Better!

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West

Revenue in 5 Years $15M

Year 6 – 20 growth rate 7%

Enviroof

$20M

10%

Gross Margin % 41%

Operating Margin % 24%

39%

23%

GWL

38%

8%

-25%

-3%

2%

1%

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West

Financing Needed $7.6M

$14.7M

Enviroof

$7.1M+

Financial Available $8.1M(to be revisited) $(6.6M) short

-

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Market opportunities

Consistent with value proposition

First-mover advantage in Canada

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Economic uncertainty

Lack of unified support from senior leaders

No sales experience and technical knowledge in green roofing

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New and improved plant

Consistent with existing business model

New building permits

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Job security concerns

Increases risk of product deficiency

Fierce competition in local roofing

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EnviroofWestern

Expansion

Low Competition 2 1

Key Success Factors 2 1

Value Proposition 2 1

Long Term Revenues 2 1

Profit Margin 1 1

Net Present Value 2 1

Total 11 6

1 = supports2 = strongly supports 24

Proceeding with ENVIROOF project creates value in a market space

with little competition

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Convertible Debenture (8% interest, Principal repayable in five years, or convertible to Class – B shares)

$5 M

Class B equity financing(Maximum for Class -A to retain control)

1.4 M shares

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Cost of Debenture 5.2%

Cost of Equity 16.5%

Brokerage Fee @ 5% $(0.25M)

Maximize Debenture Financing $5M

Net proceeds $4.75M

Financing Required $7.1M

Additional Financing Needed $(2.35M)

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Recent Share Price $2.50Thinly Traded

Offer 1M Shares (1.4M Max) $2.35M

Possible reasons:1. Low Volume2. Lack of analyst coverage3. Lack of Capital Market Communication

(Do they know Enviroof?)

Significantlyunder-valued !

Valuation & Fair Price $4.80

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Share Marketing Program

1.60

1.40

1.20

1.00

0.80

0.60

$

1.60

1.40

1.20

1.00

0.80

0.60

$Close

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$300K over 2 months including:

News Releases

Road Shows

Independent Valuation

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Offer 581K shares @ $4.80 (subject to actual performance)

$2.79M

Less: Brokerage Fee @ 5% $(0.14M)

Net proceeds $2.65M

Share marketing program $(0.30M)

Enviroof $(2.35M)

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Technical Dimension

Human Dimension

Plan and Support of the Process

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Need for Change

Building the Guiding Team

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GWL is the pioneer of premium roofing technologies for industrial, commercial and institutional (ICI) customers in harsh northern climates, including advanced composite and green roofing systems. GWL creates shareholder value by being the “no-worries” provider of superior roofs and roof management solutions serving central and eastern Canada and north-eastern USA.

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Financing

Enviroof Product Launch

CEO Succession Plan

Roof Maintenance Program

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Pre-Construction

Construction

Marketing and Product Launch

Q1 Q2 Q3 Q4 39

Executive Search Committee

CEO Selection Matrix

Hire and Train New CEO

Q1 Q2 Q3 Q4 40

Separation of Sales and Maintenance

Customer Service Training

Mend Existing Relationships

Q1 Q2 Q3 Q4 41

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2011 Finalized

Revenue $38M

ROE 7.5%

EPS $0.15

Share price $2.50

2016 Pro forma

$76M

14%

$0.48

$7.20

15 Times

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P/E Ratio 17 Times

0

2.41.1 1.3 3.7

7.8

2011 2012 2013 2014 2015 2016

Pay Down Debt

Pursue Other Ventures

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Current – Class B Outstanding 8.5M

Controlling Status Class A - 50.30%

Current – Class A Outstanding 1.0M (10 M votes)

= Completely Diluted Class B 9.9M (9.9 M votes)

+ Stock option 0.1M

+ Enviroof Financing 0.6M

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Increased Shareholder Value

Revenue Growth

Earnings Growth

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2012 2013

Who ResourcesQ1 Q2 Q3 Q4 Q1 Q2

Secure 2-stage debenture financing ($0.5M available February 15 and $4.5M contingent on share offering) x

Gagnon,C Laroche 5% of proceeds

Share marketing program (February 16 to April 15) x x All chief Executives $ 300,000

Annual financial results filing with Sedar (March 31) x Finance team Normal course

Announce brokered private placement for gross proceeds of $2.79M and obtain TSX Venture acceptance (April 16) x

Gagnon $750+0.5% of proceeds

Close of private placements (April 30) x Gagnon,C Laroche 5% of proceeds

Obtain second stage of debenture financing (April 30) x C Laroche 5% of proceeds

Internal Green-roof change-management communications plan launch; product training and site tours; focus groups.

x x x CEO; HR Normal course

Plant site selection, design, tender x x

Cross-functional project team (CEO; COO; R&D

manager)

Normal courseTraining - plant, sales, service; modify sales tools (IT) x x x Normal course

Construction x x $ 6.6M

Production launch x Normal course

Marketing x x $ 500,000

Executive Search Committee formed x D. Laroche Normal course

Advertise CEO position xExec. Search Committee

$ 5,000

Shortlist, interview CEO candidates; hire; job shadow Pierre x x x $ 15,000

Implement base-salary plus commission for sales reps x x Human Resources Normal course

Customer service training for RMP contractors x x x Human Resources Normal course

Review general liability insurance, legal counsel; contact unhappy RMP customers x L. Laroche Normal course

Develop forward exchange contract policy/procedures x Gagnon net savings

Reschedule production (existing plant) for higher production runs in low/ shoulder season; add inventory storage (PP&E) on site

x x x x COO; HR; Plant managerPPE $11M 2012-2016; +20% working capital