8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): November 16, 2020

Creatd, Inc.

(Exact name of registrant as specified in its charter)

Nevada	001-39500	87-0645394
(State or other jurisdiction of incorporation or organization)	(Commission File Number)	(IRS Employer Identification No.)

2050 Center Avenue, Suite 640

Fort Lee, NJ 07024

(Address of principal executive offices)

(201) 258-3770

(Registrant’s telephone number, including area code)

N/A

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act: 

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, par value $0.001	CRTD	The Nasdaq Stock Market LLC
Common Stock Purchase Warrants	CRTDW	The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02 Results of Operations and Financial Condition.

On November 16, 2020, Creatd, Inc. (the “Company”) issued a press release and will hold a conference call on November 17, 2020 regarding its financial results for the three and nine months ended September 30, 2020. The press release is included as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated by reference herein, and the description of the press release is qualified in its entirety by reference to such Exhibit.

The information furnished with this Item 2.02, including Exhibit 99.1, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference into any other filing under the Securities Act of 1933, as amended (the “Securities Act”), or the Exchange Act, except as expressly set forth by specific reference in such a filing.

Item 7.01 Regulation FD Disclosure.

Company Presentation

On November 16, 2020, the Company posted a company presentation to its website at https://investors.creatd.com/news-and-events/presentations/default.aspx (the “Company Presentation”). A copy of the Company Presentation is attached as Exhibit 99.2 to this Current Report on Form 8-K and is incorporated herein by reference. The Company expects to use the Company Presentation, in whole or in part, and possibly with modifications, in connection with presentations to investors, analysts and others.

The information contained in the Company Presentation is summary information that is intended to be considered in the context of the Company’s Securities and Exchange Commission (“SEC”) filings and other public announcements that the Company may make, by press release or otherwise, from time to time. The Company Presentation speaks only as of the date of this Current Report on Form 8-K. The Company undertakes no duty or obligation to publicly update or revise the information contained in the Company Presentation, although it may do so from time to time. Any such updating may be made through the filing of other reports or documents with the SEC, through press releases or through other public disclosure. In addition, the exhibit furnished herewith contains statements intended as “forward-looking statements” that are subject to the cautionary statements about forward-looking statements set forth in such exhibit. By furnishing the information contained in the Company Presentation, the Company makes no admission as to the materiality of any information in the Company Presentation that is required to be disclosed solely by reason of Regulation FD.

The information under this Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.2, shall not be deemed “filed” for purposes of Section 18 of the Exchange Act, or incorporated by reference in any filing under the Securities Act or the Exchange Act, except as shall be expressly set forth by specific reference in such a filing.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The exhibit listed in the following Exhibit Index is filed as part of this report.

Exhibit No.
99.1*	Press release dated November 16, 2020
99.2*	Company Presentation

* Furnished herewith.

1

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

	CREATD, INC.
Dated: November 16, 2020	By:	/s/ Jeremy Frommer
		Jeremy Frommer
		Chief Executive Officer

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EX-99.1

Exhibit 99.1

Creatd, Inc. Reports Third Quarter and

Nine Month Periods Ended September 30, 2020 Financial Results

Fort Lee, N.J. – November 16, 2020 /PRNewswire/ -- Creatd, Inc. (Nasdaq CM: CRTD) (“Creatd” or the “Company”), the parent company of Vocal, a proprietary technology platform for creators, today reported financial results for its three and nine-month periods ended September 30, 2020. The Company accomplished several milestones and financial goals during the third quarter of 2020, including up-listing to the Nasdaq Capital Market, as it readies its operations to deliver on its accelerated growth trajectory.

Key Third Quarter 2020 Highlights:

● Reconstituted Creatd’s Board of Directors and appointed several new members:

● Mark Standish, former co-CEO of RBC Capital Markets, was appointed Chairman of the Board in July as well as Chairman of the Audit Committee.

● Mark Patterson, co-founder of a multi-billion private equity firm MatlinPatterson Global Advisors, joined the Board of Directors in July and was appointed Chairman of its Compensation Committee.

● Laurie Weisberg, technology and data marketing executive (previously Chief Sales Officer of Intent, Chief Revenue Officer of Thrive Global and member of the executive leadership team of Datalogix through its $1.2 billion acquisition by Oracle) joined the Board of Directors in July.

● LaBrena Jones Martin, a highly seasoned corporate and securities attorney (previously with SEC, E.F. Hutton, Shearson, Lehman Brothers, and RBC), joined the Board and was appointed Chair of its Nominating and Corporate Governance Committee, subsequent to the third quarter of 2020.

● Up-listed to the Nasdaq Capital Market on September 11, 2020, changed its name to Creatd, Inc., and effectuated a 3-for-1 reverse stock split.

● In connection with the Nasdaq up-listing, the Company completed an underwritten public offering resulting in gross proceeds of approximately $7.8 million.

● In September, the Company announced the appointment of Laurie Weisberg as Chief Operating Officer, in addition to her responsibilities as a member of the Board of Directors.

● Development updates and optimization the Vocal platform in anticipation of the continuing increases in visitor volume and platform activity; upgraded internal management systems.

● Surpassed third quarter revenues guidance by over 6%, generating approximately $425,000, an increase of 32% over the second quarter 2020 and a more than four-fold increase compared to third quarter 2019. Management anticipates that fourth quarter revenue growth will match, if not exceed the growth achieved in the third quarter.

● Reduced total liabilities from $15.5 million to $3.3 million during third quarter 2020 through conversion of notes and payables into equity as well as a $3.6 million cash payment towards multiple accrued payables and short-term debt.

● Vocal Key Metrics:

	9-30-2019		6-30-2020		9-30-2020		Current as of 11-15-2020
Content Creator Accounts - Freemium		485,780		642,539		714,165		810,000
Vocal+ - Paid subscriber Accounts		250		2,300		4,600		7,500
Vocal+ Subscriber Acquisition Cost (SAC)	$	1,000	$	350	$	180	$	170

Commenting on the third quarter, Jeremy Frommer, Creatd’s founder and CEO, said, “Just under four years ago, in December 2016, we launched our proprietary platform Vocal, with less than 1,000 beta creators and six owned and operated digital communities. Our goal was to create a best-in-class technology platform that made it easy for creators of all types to share their stories and their experiences, get discovered, and be rewarded for their passions. Core to Vocal’s design are its storytelling tools. With its unparalleled editor, the creator has the ability to integrate already-published rich media such as videos, songs, and podcasts to reach niche communities and engage with their ideal audiences.”

Frommer continued, “Fast forward to today, we have been able to onboard over 800,000 freemium creators who have collectively published over 150 million words on Vocal, and attract nearly 10 million visitors monthly. These accomplishments were achieved with comparatively few development and marketing resources, compared to other privately funded creator platforms. Now, with a significantly strengthened balance sheet, enhanced visibility from our listing on the Nasdaq Capital Market, and the collaboration of a powerful support network, we believe Creatd is prepared to scale revenues and that our Vocal platform is the driving force that will deliver profitability during fiscal year 2021.”

Creatd reported third quarter 2020 revenues of $425,000, more than four-fold increase compared to revenues of $91,000 for the same period in the previous year and a 32% increase from the $323,000 in revenues reported for the second quarter of 2020. Of note, second quarter revenues of 2020 were 10% greater than the first quarter of 2020. The significant year-over-year increase in revenues is predominantly due to steady growth of Vocal+ paid subscribers and the rising price points for Vocal for Brands’ campaigns. Vocal+ came out of beta in early 2020 and, with little budgeted for marketing, grew to over 4,500 paying subscribers by the end of the third quarter. Now, with an increase in marketing as a result of the Company’s equity financing in mid-September, Vocal+ subscribers are increasing in excess of 100 new subscribers per day, and maintaining current levels, should surpass the Company’s goal of reaching 10,000 paid subscribers by year end. As the number of paid Vocal+ subscribers continue to increase, subscriber acquisition costs (SAC) are expected to continue to decline. Currently, acquisition costs total less than $170 per subscriber, compared tocosts of $350 per subscriber at the end of second quarter 2020 and over $1,000 per subscriber only one year ago at the end of third quarter 2019.

Vocal for Brands, which generated approximately 39% of the Company’s third quarter revenues, is experiencing growth in both brand customer count as well as individual campaign price increases. Vocal for Brands grew revenues nearly 100% since the second quarter, with an over 25% increase in average contract price. Managed Services, vis a vis the Seller’s Choice agency, accounted for roughly 43% of revenues generated during the quarter. While Managed Services revenues were essentially flat quarter over quarter, this business line saw an increase in new clients towards the end of September, which is expected to impact revenue starting in the fourth quarter, historically the best quarter for this business line.

Operating expenses for the three months ended September 30, 2020 totaled approximately $7,449,000. This is over four times the operating expenses reported in third quarter 2019 and over two times that of the second quarter 2020. The increase in operating expenses primarily reflects non-recurring charges attributed to the Nasdaq up-listing and related financing activities, totaling approximately $1,200,000, as well as $3,600,000 related to 400,000 performance-based stock options granted to management, that was required to be expensed entirely during the quarter. These performance options represent over three years of catch-up options for 13 members of the management team, and are expected to vest in April 2021. Going forward, the Company expects operating expenses to decrease materially, slightly offset by a measured increase in support staff focused on revenue growth. Subsequent to quarter-end, Creatd increased its sales team from two to eight individuals, including several senior professionals with long-standing brand relationships. During the three-month period ended September 30, 2020, the Company incurred a loss from operations of $(7,024,000). This compares to a loss from operations of $(1,657,000) during the same period last year and a loss of $(3,535,000) during the second quarter 2020.

2

The Company incurred other (non-operational) expenses of $6,552,000 in the third quarter 2020, compared to $277,000 in the third quarter 2019, and $607,000 in the second quarter 2020. The increase in third quarter other (non-operational) expenses was due to an increase in non-recurring, non-cash charges for accretion of debt discount and issuance costs totaling approximately $6,371,000, offset by other income of $438,000 related to a cash rebate the Company receives from its research and development subsidiary in Australia.

The Company reported a comprehensive loss of approximately $(13,570,000), or $(3.20) per share, for the three months ended September 30, 2020, compared to the previous year’s third quarter comprehensive loss of approximately $(1,934,000), or $(0.65) per share, and a comprehensive loss of $(4,161,000), or $(1.29) per share for the second quarter 2020.

For the nine months ended September 30, 2020, the Company reported revenues of approximately $1,040,000 compared to revenues totaling approximately $133,000 for the same period in 2019. With the continued development of our Vocal technology platform, a vastly improved balance sheet, and a newly expanded seasoned sales team, management anticipates reporting accelerated quarterly revenue growth for the foreseeable future.

Operating expenses for the nine months ended September 30, 2020 totaled $13,426,000 as compared to $4,897,000 for the nine-month period ended September 30, 2019. The increase in operating expenses predominantly reflects one-time expenses related to the Nasdaq up-listing, the underwritten public offering, and the debt conversion, as well as $1,400,000 of non-cash charges related to employee option exchange for stock during second quarter and $3,600,000 in three-year catch-up performance-based stock options granted to 13 members of the management team during the third quarter. During the first nine months of 2020, our average monthly cash burn was approximately $559,000 per month, in line with previous years. Management expects this number to remain steady during the course of fiscal year 2021, barring any consideration of growth opportunities that could require additional expenditures in this period.

Interest expense during the first nine months of 2020 totaled $1,379,000 compared to $329,000 during the same period of 2019. Creatd reported a comprehensive loss for the nine months ended September 30, 2020 of $(20,726,000) or $(5.91) per share, which included a non-recurring, non-cash charge of $6,698,000 related to debt conversion to equity. This compares to a net loss of $(5,400,000) or $(2.05) per share for the same period in 2019. Net cash used in operating activities during the first nine months of 2020 totaled $5,032,000 compared to $4,708,000 for the same period in 2019. Management expects future financing specifically to scale its customer acquisition and marketing campaigns.

Company Reduces Current Liabilities from $14.9 Million to $2.7 Million During Third Quarter 2020

On September 30, 2020, the Company reported total assets of $5.7 million, which includes its wholly owned image library and related transmedia IP carried at zero value. The sequential quarter over quarter increase of approximately $3 million in total assets primarily reflects an increase in cash from remaining proceeds of the Company’s equity offering during the quarter.

3

Following the underwritten public offering resulting in approximately $7.8 million in gross proceeds ($7.1 million net proceeds) on September 11, 2020, the Company significantly reduced its total liabilities from $15.5 million as of June 30, 2020 to $3.3 million as of September 30, 2020. As Creatd has consistently carried little long-term debt since inception, the substantial portion of the decrease in liabilities was attributed to the conversion of notes, accrued interest, and payables totaling approximately $11,900,000 into the Company’s equity. Cash repayment of accrued payables and short-term debt totaling $3,600,000 accounted for the remainder of the current liability decrease.

As of September 30, 2020, the Company’s non-current portion of debt totaled $578,000, comprising $412,000 in the Government Payroll Protection Program (“PPP”) loan and $177,000 in operating leases payable. The company intends on requesting relief in accordance with SBA guidelines for the PPP loan. At September 30, 2020 the Company’s current liabilities totaled $3.3 million, which included approximately $174,000 in (mandatory) convertible notes, $105,000 in deferred revenue and unrecognized tax benefits, and $1.04 million in short term debt, of which approximately $660,000 is related to the acquisition of Seller’s Choice. The Company is currently in litigation regarding the note and continues to believe that the case lacks merit and has moved to dismiss. The company has an appearance scheduled for November 19, 2020 and expects no major events to occur in regard to this litigation for the next 12 months. In the event this case is not summarily dismissed, the Company intends to vigorously challenge it.

As a result of the underwritten public offering and the debt conversion, the Company’s shares of common stock outstanding increased from 3.3 million as of June 30, 2020 to 8.7 million as of September 30, 2020. The Company’s fully diluted share count increased by approximately 8.07 million shares during the third quarter to approximately 12.4 million shares (inclusive of all options, warrants and convertible debt). The majority of the increase to the fully diluted share count was also due to the underwritten public offering and debt conversions, and includes 1.7 million share purchase warrants issued in conjunction with the offering, 900,000 warrants issued in conjunction with debt conversion, and 400,000 performance-based stock options granted to management of the Company that vest on April 1, 2021 and, as previously mentioned, were part of a three-year program. If all outstanding options ($23.67 average strike price) and warrants ($5.63 average strike price) were exercised for cash, the Company would receive approximately $17.5 million in additional capital.

As of December 31, 2019, the Company had federal and state tax loss carry forwards of approximately $21.0 million, which expire through the fiscal year ending December 31, 2033.

Third Quarter 2020 Conference Call and Webcast Details:

Date/Time: Tuesday, November 17, 2020 – 11:00 a.m. (Eastern Time)

Those interested in participating may access the webcast using the link below:
https://event.on24.com/wcc/r/2830586/777DE409B84791B83212B43FD73A2CCB

It is recommended that participants join 15 minutes before the presentation is scheduled to begin. A recording of the webcast will be made available on the Company’s website following the session.

Contact: Press and Investor Relations

Rachel David

Head of Business Development and Communications

Creatd, Inc.

(201) 258-3770

rachel.david@creatd.com

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About Creatd

Creatd, Inc. (Nasdaq CM: CRTD) empowers creators, brands, and entrepreneurs through technology and partnership. Its flagship technology platform is Vocal; Vocal provides creators of all shapes and sizes, from bloggers to podcasters, and more, with best-in-class storytelling tools, safe and curated communities, and the opportunity to monetize their content. With 34 owned and operated communities, Vocal enables creators to connect to their ideal audiences and to partner with the brands that want to reach those audiences. For more information, the content of which is not part of this press release:

Creatd: https://creatd.com;

Creatd IR: https://investors.creatd.com;

Vocal Platform: https://vocal.media;

Investor Relations Contact: ir@creatd.com

Forward-Looking Statements

Any statements that are not historical facts and that express, or involve discussions as to, expectations, beliefs, plans, objectives, assumptions or future events or performance (often, but not always, indicated through the use of words or phrases such as “will likely result,” “are expected to,” “will continue,” “is anticipated,” “estimated,” “intends,” “plans,” “believes” and “projects”) may be forward-looking and may involve estimates and uncertainties which could cause actual results to differ materially from those expressed in the forward-looking statements. We caution that the factors described herein could cause actual results to differ materially from those expressed in any forward-looking statements we make and that investors should not place undue reliance on any such forward-looking statements. Further, any forward-looking statement speaks only as of the date on which such statement is made, and we undertake no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made or to reflect the occurrence of anticipated or unanticipated events or circumstances. New factors emerge from time to time, and it is not possible for us to predict all of such factors. Further, we cannot assess the impact of each such factor on our results of operations or the extent to which any factor, or combination of factors, may cause actual results to differ materially from those contained in any forward-looking statements. This press release is qualified in its entirety by the cautionary statements and risk factor disclosure contained in our Securities and Exchange Commission filings.

*** Financial Statements Follow ***

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Creatd, Inc.

Condensed Consolidated Balance Sheet

	September 30, 2020			December 31, 2019
	(unaudited)
Assets
Current Assets
Cash	$	2,897,385		$	11,637
Prepaid expenses		-			4,127
Account receivable, net		90,319			50,849
Note receivable – related party		11,450			11,450
Marketable securities		200,000			-
Total Current Assets		3,199,154			78,063
Property and equipment, net		40,032			42,363
Intangible assets		992,455			1,087,278
Goodwill		1,035,795			1,035,795
Deposits and other assets		197,243			16,836
Operating lease right of use asset		258,249			311,711
Total Assets	$	5,722,928		$	2,572,046
Liabilities and Stockholders’ Equity (Deficit)
Current Liabilities
Accounts payable and accrued liabilities	$	1,339,024		$	1,763,222
Demand loan		50,000			225,000
Convertible Notes – related party, net of debt discount		-			20,387
Convertible Notes, net of debt discount and issuance costs		174,469			2,896,425
Current portion of operating lease payable		79,816			105,763
Notes payable, related party, net of debt discount		3,295			5,129,342
Notes payable, net of debt discount and issuance costs		990,122			660,000
Unrecognized tax benefit		68,000			68,000
Deferred revenue		37,421			50,691
Warrant liability		-			10,000
Total Current Liabilities		2,742,147			10,928,830
Non-current Liabilities:
Note payable		401,764			-
Operating lease payable		176,623			201,944
Total Non-current Liabilities		578,387			201,944
Total Liabilities		3,320,534			11,130,774
Commitments and contingencies
Stockholders’ Equity (Deficit)
Series A Preferred stock, $0.001 par value,0 and 31,581 issued and outstanding respectively		-			-
Series B Preferred stock, $0.001 par value,0 and 8,063 issued and outstanding, respectively		-			-
Series D Preferred stock, $0.001, 0 and 914 shares issued and outstanding respectively		-			-
Common stock, $0.001 par value: 100,000,000 authorized shares; 8,662,745 issued and 8,653,395 outstanding as of September 30, 2020 and 3,059,646 issued and 3,006,362 outstanding at December 31, 2019		8,607			3,059
Additional paid-in capital		67,812,570			36,391,819
Accumulated deficit		(65,302,489	)		(44,580,437	)
Accumulated other comprehensive income (loan)		(28,790	)		(5,995	)
Less: Treasury stock, 9,350 and 53,283 shares, respectively		(87,560	)		(367,174	)
Total Stockholders’ Equity (Deficit)		2,402,394			(8,558,728	)
Total Liabilities and Stockholders’ Equity (Deficit)	$	5,722,928		$	2,572,046

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Creatd, Inc.

Condensed Consolidated Statements of Operations

(unaudited)

	Three Months ended September 30						Nine Months ended September 30
	2020			2019			2020			2019
Net revenues	$	424,814		$	91,386		$	1,040,496		$	132,901
Cost of revenues		-			-			-			-
Gross margin		424,814			91,386			1,040,496			132,901
Operating expenses
Compensation		5,203,931			531,502			7,470,629			1,803,113
Consulting fees		739,503			412,394			2,291,609			810,025
Research and development		158,528			11,349			329,803			366,247
General and administrative		1,346,716			792,664			3,333,520			1,917,154
Total operating expenses		7,448,678			1,747,909			13,425,561			4,896,539
Loss from operations		(7,023,864	)		(1,656,532	)		(12,385,065	)		(4,763,638	)
Other income (expenses)
Other income		437,657			-			515,442			-
Interest expense		(512,650	)		(164,439	)		(1,379,386	)		(329,040	)
Accretion of debt discount and issuance cost		(6,370,557	)		(111,027	)		(6,697,778	)		(228,017	)
Settlement of vendor liabilities		-			-			(126,087	)		-
Gain on marketable securities		(17,495	)		-			(7,453	)		-
Loss on extinguishment of debt		(88,734	)		(2,022	)		(623,774	)		(83,171	)
Gain settlement of debt		-			-			470			-
Other income (expenses), net		(6,551,778	)		(277,488	)		(8,318,566	)		(640,228	)
Loss before income tax provision		(13,575,643	)		(1,934,011	)		(20,703,631	)		(5,403,866	)
Income tax provision		-			-			-			-
Net loss	$	(13,575,643	)	$	(1,934,011	)	$	(20,703,631	)	$	(5,403,866	)
Deemed dividend		18,421			-			18,421
Inducement expense		-			-			-			(7,628	)
Net loss attributable to common shareholders		(13,594,064	)		(1,934,011	)		(20,722,052	)		(5,396,238	)
Other comprehensive income
Currency translation gain (loss)		5,735			-			(22,795	)		-
Comprehensive loss		(13,569,908	)		(1,934,011	)		(20,726,426	)		(5,396,238	)
Per-share data
Basic and diluted loss per share	$	(3.20	)	$	(0.65	)	$	(5.91	)	$	(2.05	)
Weighted average number of common shares outstanding		4,254,300			2,966,440			3,506,393			2,633,406

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EX-99.2

Exhibit 99.2

Creatd A creator - first technology company © 2020 Creatd, Inc. Proprietary Information. All rights reserved. Vocal Ventures Company Overview Q4 2020 Nasdaq: CRTD

Statements in this presentation concerning the future expectations and plans of Creatd, Inc. (the “Company”), including, without limitation, the Company’s future earnings, partnerships and technology solutions, may constitute forward - looking statements for the purposes of the safe harbor provisions under the Private Securities Litigation Reform Act of 1995 and other federal securities laws and are subject to substantial risks, uncertainties and assumptions. You should not place reliance on these forward - looking statements, which include words such as "could," "believe," "anticipate," "intend," "estimate," "expect," "may," "continue," "predict," "potential," "project" or similar terms, variations of such terms or the negative of those terms. Although the Company believes that the expectations reflected in the forward - looking statements are reasonable, the Company cannot guarantee such outcomes. The Company may not realize its expectations, and its beliefs may not prove correct. Actual results may differ materially from those indicated by these forward - looking statements as a result of various important factors, including, without limitation, market conditions and the factors described in the section entitled "Risk Factors" in the Company’s most recent Annual Report on Form 10 - K and the Company’s other filings made with the U. S. Securities and Exchange Commission. All such statements speak only as of the date made. Consequently, forward - looking statements should be regarded solely as the Company’s current plans, estimates, and beliefs. Investors should not place undue reliance on forward - looking statements. The Company cannot guarantee future results, events, levels of activity, performance or achievements. The Company does not undertake and specifically declines any obligation to update, republish, or revise any forward - looking statements to reflect new information, future events or circumstances or to reflect the occurrences of unanticipated events, except as may be required by applicable law. Safe Harbor

2016 Jerrick, Creatd’s predecessor company, is listed on the OTCQB as JMDA 2020 Creatd begins trading on Nasdaq as CRTD 30 Employees as of October 1, 2020 1 Digital ecosystem for creators, audiences, and brands Our mission is to empower and support creators, brands, and entrepreneurs through our technology and the spirit of partnership. Creatd at a glance

With Vocal's 34 genre - specific owned and operated communities, monetization opportunities, and best - in - class tools, creators of all shapes and sizes — from bloggers to podcasters, and more — can find a receptive audience and get rewarded. 810K Freemium Vocal Creators 7,500 Paying Vocal+ Subscribers 1 34 Owned & operated communities The Vocal Platform 1 Numbers are as of 11/16/2020.

Click to watch the Vocal product video

A udien c e s B r ands C r e a to r s Creatd's flagship technology platform, Vocal , is powered by three key stakeholders. Content creators can get discovered and monetize their content by connecting to their ideal audiences , and partnering with the brands that want to reach those audiences. Creatd’s ecosystem

Total addressable market: all creators ~31M Bl o gge r s ~27M Musicians ~100M Photographers ~500k P o dcas t e r s ~130M Videographers ~3M I n fl uen c e r s Sources: Fast Company, Social Book, Flickr, Statista

How Creatd generates revenue Acquisition Strategy Creatd will continue to make strategic acquisitions such as Seller’s Choice . Primary targets are businesses that are accretive and seamlessly integrate into Creatd’s existing revenue lines . Visit Creatd Platform Subscriptions Vocal+ is a subscription offering that provides creators with access to premium features, increased monetization, and exclusive offers. Visit Vocal Managed Services Our in - house e - commerce agency, Seller’s Choice, provides direct - to - consumer brands with design, development, strategy, and sales optimization services. Visit Seller's Choice Marketing Partnerships Creatd’s content studio, Vocal for Brands, partners brands and creators to produce marketing campaigns that leverage the power of the Vocal platform. Visit Vocal for Brands

Platform Subscriptions Vocal+ offers a strong value proposition for new creators, as well as the 810,000 Vocal Freemium users currently on the platform, to upgrade and access premium features regularly introduced to the Vocal platform. 7,500 Paying Vocal+ Subscribers 1 $180 SAC (Subscriber Acquisition Cost) $300 Estimated 2 year LTV (Lifetime Value) Since launching Vocal+ in Q3 2019: 1 Numbers are as of 11/16/2020.

2,000 4,000 6,000 8,000 $250 $500 $750 $1,000 Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 Q4 to date $170 $180 $350 $500 $800 $1,000 600 Subscribers 250 Subscribers 1,100 Subscribers 2,300 Subscribers 4,600 Subscribers Vocal+ Premium Growth Vocal+ Subscription Growth + SAC (Subscriber Acquisition Cost) 7,500 Subscribers

Marketing Partnerships Creatd’s internal content studio, Vocal for Brands, pairs leading brands with authentic Vocal creators to produce marketing campaigns that are non - interruptive, engaging, and direct - response driven. Value per campaign ranges from $50K - $150K, depending on duration and client objectives. Vocal for Brands partners with brands such as:

$45,000 $90,000 $135,000 $180,000 Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 $50,964 $49,450 $56,000 $93,728 $165,500 Branded Content Growth Vocal for Brands Revenue Growth 76% inc r ea s e QOQ

13 Managed Services Seller’s Choice, a recent acquisition, is Creatd’s in - house marketing agency for DTC (direct - to - consumer) and e - commerce clients. Its status as an Amazon Solution Provider, and suite of offerings complementary to ours, made it an ideal acquisition candidate. Creatd’s business model is built to absorb distressed operations; we integrate only the few best components, and shed any non - essential costs. After optimizing what was a costly and bloated operational structure, Seller’s Choice now represents a strong driver of growth for Creatd’s revenue model.

Managed Services Growth Seller’s Choice Revenues + Revenue Per Employee $60,000 $120,000 $180,000 $240,000 $17,500 $35,000 $52,500 $70,000 Q3 2019 Q4 2019 Q1 2020 Q2 2020 Q3 2020 $61,216 $63,369 $38,450 $27,799 $6,620 $79,439 $222,395 $192,251 $190,106 $183,648

C r e a t d Creator platforms (Podcast & blogging) Online marketplaces (Influencer & services) Undervalued DTC assets (Brands & agencies) Distressed media publications (Legacy & online) Acquisition Strategy Creatd’s hybrid finance and design culture is key to its acquisition strategy. Targeted companies must either opportunistically or financially meet a set of high standards and be part of specific digital environments. Standa r d s : • Accretive revenues within 18 months • Flexible cap structure • Creatd (Nasdaq: CRTD) equity as currency • Integratable and malleable technology • Transparent and light operational expenses

Brands provide creator produced, non - interruptive brand content Creators pay for Vocal+ subscriptions / platform fees Vocal provides best - in - class tools, moderated communities, and monetization opportunities Audiences give creators feedback & support via tips / pledges Vocal provides brands with security, insightful data, and c o n v e r sions Audience Revenue Creator Revenue Brand Revenue The Creatd Cycle The Creatd Cycle generates multiple flywheel effects and, as such, is a self - propelling business framework. It creates momentum that fuels growth without a corresponding increase in operational expenses. Brands pay for marketing campaigns that are produced by Vocal creators V o cal Audiences C r e a t o r s Creators of all shapes and sizes provide engaging content for audiences Audiences provide brands with engagements and c o n v e r sions B r ands

Key Growth Drivers Unique product offering with significant benefits throughout the creative ecosystem: creators, audiences, and brands. 1 Advanced platform that is simple to use, and accommodates all types of rich - media content, without the associated burden of hosting costs. 2 Powerful multi - prong business model built to scale rapidly; highly profitable with high barriers to entry. 3 Vast total addressable market: Infiniti Research Limited forecasts digital content market will grow by over $500 billion between 2020 - 2024 (at a 15% CAGR). 4 Newly recapitalized, renamed and Nasdaq - listed status supports Creatd’s significant planned expansion. 5

Board of Directors Title Bio Jeremy Frommer Founder, CEO & Director 20+ year Wall Street veteran; portfolio manager and leadership at institutions including Kidder Peabody, Bankers Trust, and RBC. Founded fintech company NextGen Trading, acquired by Carlin. Mark Standish Chairman of the Board Decades of leadership experience in the financial sector; former Co - CEO of RBC Capital Markets, Managing Partner and CIO for Deimos Asset Management; currently Senior Partner for HHM Capital. Mark Patterson Di r e c t or Co - founder of multi - billion dollar private equity firm MatlinPatterson Global Advisors; race car driver in the Le Mans Series. Laurie Weisberg Di r e c t or C - Suite technology, sales, and marketing leader, formerly Chief Sales Officer of Intent, CRO of Thrive Global and executive at Datalogix through $1.2 billion acquisition by Oracle (33x return to investors). LaBrena Martin Di r e c t or 35+ year senior management - level legal career at SEC's Enforcement Division, Lehman Brothers, among others; General Counsel of RBC’s US Broker Dealer and Senior VP of RBC. Leonard Schiller Di r e c t or President and Managing Partner of Schiller, Strauss and Lavin PC; previous roles at numerous residential and commercial real estate development firms. Management Team Title Bio Jeremy Frommer Founder and CEO 20+ year Wall Street veteran; portfolio manager and leadership at institutions including Kidder Peabody, Bankers Trust, and RBC. Founded fintech company NextGen Trading, acquired by Carlin. Justin Maury Founder and President 10+ years experience as a full stack designer and product developer; led the vision, design and architecture for Vocal and manages its development and scale. Laurie Weisberg COO C - Suite technology, sales, and marketing leader, formerly Chief Sales Officer of Intent, CRO of Thrive Global and executive at Datalogix through $1.2 billion acquisition by Oracle (33x return to investors). Chelsea Pullano CFO Senior member of Creatd’s Management Committee since 2016 and prior Head of Company's Corporate Finance with responsibilities including financial reporting, yearly audits, regulatory filings.

Creatd Resource Links Creatd Creatd Website Creatd Stock Quote Creatd SEC Filings Creatd Press Releases Creatd Email Alerts Contact Us Vocal Vocal Website Vocal Product Demo Video CEO's Vocal Articles President’s Vocal Articles COO’s Vocal Articles Vocal Product Updates How Creators Earn on Vocal Vocal Creator Spotlights Vocal for Brands Vocal for Brands Website Vocal for Brands Video Vocal for Brands Media Kit Example Vocal for Brands Story Example Vocal for Brands Challenge Seller’s Choice Seller's Choice Website Seller's Choice Media Kit Seller’s Choice Acquisition Seller’s Choice Blog

Creatd A creator - first technology company © 2020 Creatd, Inc. Proprietary Information. All rights reserved. Vocal Ventures Company Overview Q4 2020 Nasdaq: CRTD