June 2020Stock: XDSL (OTCMKTS)

Investor Presentation9841 Washingtonian Blvd, Suite 390 Gaithersburg MD 20878Email: info@mPhaseTech.comTel: 973-256-3737

mPhase Technologies: AI-Based Technology

2

mPhase is an AI-focused technology company that currently operates in five business segments:

Online Training

Consumer Engagement

Travel Planning

Data Analysis

Battery Technology

mPhase expects to have multiple revenue sources by year-end 2020.

First Goal: Establish Strategic Expertise

3

February 2019 – formed mPhase Technologies India and created Center of Excellence (COE).

June 2019 – added a team of data specialists via Alpha Predictions acquisition.

May 2020 – acquired assets of CloseComms, gaining experts in consumer engagement.

March 2019 – added a team of travel software specialists via Travel Buddhi acquisition.

222

4657

96107

0

20

40

60

80

100

120

MAR-19 JUN-19 SEP-19 DEC-19 MAR-20 JUN-20

mPhase Headcount

Fiscal 2019 Fiscal 2020Q2/19 Q3/19 Q4/19 Q1/20 Q2/20 Q3/20

Revenue $ - $ - $2,500,000 $ 7,569,612 $ 7,561,967 $7,556,507 Cost of revenue - - - 5,706,514 5,623,930 5,624,876 Gross profit - - 2,500,000 1,863,098 1,938,037 1,931,631 Operating expenses 54,754 1,422,737 2,723,926 11,945,636 8,028,453 711,459 Operating (loss) income (54,754) (1,422,737) (223,926) (10,082,538) (6,090,416) 1,220,172 Other (expense) income (8,397) (15,870) (68,582) (222,973) 155,652 171,968 (Loss) income from continuing operations before income taxes

(63,151) (1,438,607) (292,508) (10,305,511) (5,934,764) 1,392,140

Income taxes - - - - - -(Loss) income from continuing operations (63,151) (1,438,607) (292,508) (10,305,511) (5,934,764) 1,392,140

Net (loss) income $(56,249) $(1,442,412) $ (277,795) $(10,250,817) $(5,934,764) $1,392,140

Gross margin % n/a n/a n/a 24.6% 25.6% 25.6%

The Result: Consistent Revenue Streams

4

Our core learning business produces consistent revenue

Key financial metrics

mPhase has completed its period of non-cash

charges

Q3 Fiscal 2020 was the first profitable quarter in

company history

The Revenue Growth Stage Has Arrived

5

The first quarter (Q4/19) under the new revenue-centric strategy exceeded the sum total of all revenue generated in the company’s prior history.

The current revenue strategy is focused on Software as a Service (SaaS) type contracts that have 80%+ recurring revenue and potential expansion opportunities.

$-

$5,000,000

$10,000,000

$15,000,000

$20,000,000

$25,000,000

$30,000,000

$35,000,000

2009 2010 2011 2012 2013 2014 2015 2016 2017 2018 2019 2020

2009, $186,579 2015, $1,142,785 2019, $2,500,000

2020 Q1-Q3, $22.7M

2020E Q4, $7.6M

mPHASE REVENUE HISTORY($USD)

$30M annual run rate is on track for fiscal 2020.

Revenue Stream #1 -- Online Training Technology

6

Key initiatives include:

• May 2019 – Partnered with the fastest growing company in online training, iLearningEngines

• July 2019 – Acquired Learning Track, an India-based provider of real-time online training

• August 2019 – Signed $30M annual contract to provide software, training, and support services to an IT solutions and services company

The Learning Track division has developed a product platform designed to monitor the effectiveness of training in real-time.

Collaborations & Partnerships

7

May 17, 2019 – mPhase Technologies, Inc. announced that it had entered into a non-binding Memorandum of Understanding with iLearningEngines, Inc. a leader in Mission Critical Training services and the 5th fastest growing technology company in North America.

This arrangement will create SaaS revenue streams, tied to industry-leading growth rates.

Revenue Stream #2 – Customer Engagement

8

Acquired in May 2020, currently in deployment phase:

• Developed and tested – Commercial ready, entering revenue generation stage under the “21:32” brand

• Successful - 30% increase in conversion rates during pilot with Subway

• Open-ended, recurring revenue model – Per location subscription service targeting the Quick Service Restaurant (QSR) sector

Predictive algorithms help tailor promotions to maximize success.

CloseComms – Key Technology

9

ConnectAnonymously

Anonymous technology is laid over an existing app or built into a new one to provide a seamless connection.

Locate& Learn

Engage Intelligently

Customers download the app to receive Wi-Fi, creating an anonymous profile.

AI tracks the customer as they go about their day.

AI builds a deep understanding of the customer’s purchasing behaviors.

A dashboard provides a detailed view of target customer’s preferences.

Intelligent predictive campaigns can be run to achieve specific business goals, such as targeting competitor share.

A patented platform that helps businesses increase app acquisition, retention and engagement by converting their guest Wi-Fi into a customer engagement tool. Stores learn their customers’ preferences to send the right promotional deals at the right times.

Future Revenue #3: Travel Buddhi

10

Key Features:• Addresses all four stages in a travel experience

lifecycle - explore, plan, book and in-destination engagement (beta completed).

• Technology driven, with elements of AI, blockchain, chatbot, dynamic itinerary, & location technologies.

• Built on a scalable ecosystem of content providers, travel suppliers, retailers, and fulfilment partners.

Travel Buddhi adjusts in real-time to a traveler’s timetable and preferences, with customer engagement from start to finish.

Travel Buddhi: End to End Engagement

11

Growth Drivers:• B2B (subscription

revenue) and B2C (commissions from advertisements and bookings)

• Year-one goal, 8000 destinations

• Partnerships

#4 Alpha Predictions LLP – Data Specialists

12

Alpha Predictions is developing a suite of software-based tools covering diverse data with global potential.

Inventory

Marketing Optimization

SentimentAnalysis

CustomerSegmentation

& BehaviorAgro-tech

Electrocardiogram Automation

Alpha Predictions has developed a recommendation engine that can become a platform technology with applications in many industries.

Other Assets: Intellectual Property and Patents

13

Prior management spent more than $211 million on technology development, creating a valuable IP portfolio.

Decades of R&D yielded primarily patents and prototypes, some of which have commercial potential.

2018 ($211,678,692)

($215,000,000)

($210,000,000)

($205,000,000)

($200,000,000)

($195,000,000)

($190,000,000)

($185,000,000)2010 2011 2012 2013 2014 2015 2016 2017 2018

Deficit accumulated during development stage ($USD)

First Legacy Candidate: The mPhase Smart NanoBattery

14

Background: The mPhase Smart NanoBattery features a unique architecture that enables:

• a shelf life measured in decades• remote activation• programmable control• scalable manufacturing• and adaptability to multiple

configurations (lithium, rechargeable, green, etc.)

Strong patent protection – with multiple patents issued from 2001-2010

mPhase Model – Revenue Diversity, Operational Synergy

15

We are now staffed with in-house experts who can serve as a resource across the entire mPhase infrastructure.

Analyze the mPhase legacy portfolio for monetizable assets and IP. Explore M&A in high growth fields.

Phase 2 Phase 3Discovery Phase

Results

Team Building Phase

Build out the mPhase team to include professionals with skill sets to support a mix of tech businesses.

Headcount is now at 107 employees.

Battery technology is the first candidate to show progress.

Revenue Phase

Recurring revenue already in place in two divisions, with transaction and contract revenue to follow.

Goal: Add new revenue sources every quarter. Q4/19 was the first true revenue quarter in company history.

Meeting Strategic Goals

16

Year One 2019 Goals:• Fix the share structure via a

reverse split (completed)• Build a team of experts (completed)• Generate first revenue stream in

company history (completed)• Successfully run Travel Buddhi

beta (completed)• Restart legacy IP (completed)

2020 Goals:• Create two uncorrelated sources of

recurring revenue by mid-2020 (completed)

• Expand customer base (in process)• Full commercial launch of Travel

Buddhi (pending)• Advance battery IP (in process)• Top $30M in annual revenue (on track)

AI was a buzzword in 2019, but a necessity in software development in 2020. mPhase now has the talent to excel in AI applications.

Management Has Extensive Technology Experience

17

CEO, Anshu Bhatnagar – A computer scientist and entrepreneur, Anshu began his technology career working on major federal government projects for Oracle and Computer Science Corp. He eventually formed his own firm (2Pi Solutions) in this space, which was ranked as one of the top 100 fastest growing companies in the U.S. before its sale in 2010. Since that time, Anshu has successfully built and managed companies in the Real Estate, Hospitality and International Food industries. He is also CEO of a public consumer products company, Verus International (OTC: VRUS).

CFO, Chris Cutchens – With more than 20 years of experience in public and private corporate finance, Chris has held a number of executive positions across a range of industries, including. COO/CFO of MidAmerica Administrative & Retirement Solutions, a private-equity owned, national employee benefit program provider. In addition to being CFO of Verus Intl., his prior public company experience included Corporate Controller of Carrier Enterprise; Corporate Controller of Watsco, Inc. (NYSE); and Director of Corporate Accounting and Financial Reporting at MarineMax, Inc. (NYSE).

Director & Business Lead, Ram MantravadiRam (Travel Buddhi) is an industry veteran with 17+ years of consulting experience with firms such as Tech Mahindra, Aqua MCG and IBM. He has cross-industry and IT experience in banking and financial services, retail, government, energy, and manufacturing.

A Team of Experts– Multiple Disciplines and Fields

18

Solution Design Specialist, Anurag AgarwalAnurag has worked in Consulting and Corporate Strategy across multiple industries, including manufacturing, pharma and energy – at major internationals such as GlaxoSmithKline and Infosys.

Business Process Expert, Anuj SaxenaAnuj (Learning Track) has a wide knowledge of tech verticals, including digital marketing, sales, and Infrastructure management. His experience covers a range of industries, such as E-Commerce, biotech, and pharma, with more than a decade in IT training.

Strategic Adviser, Mark Forney – A technology industry veteran, Mark spent the early part of his career in manufacturing, including a stint at Hughes Aircraft’s Electron Dynamics Division. He was one of the financial industry’s first internet analysts and has witnessed and invested in many major technology trends.

mPhase now has 35 employees with advanced degrees in multiple fields, creating in-house support for each line of business.

Keys to the mPhase Strategy

19

• Traction at CloseComms as we sign chains and deploy our technology in the QSR sector

• New customers at Learning Track, as the pandemic affect fades and critical training resumes

• The full launch and first revenue from Travel Buddhi• Cross-division synergies, such as porting CloseComms

technology into the Travel Buddhi universe• New developments from the legacy mPhase IP portfolio

Our goal is to find and build advanced technology that can give us a significant competitive advantage in existing marketplaces.

Things to watch for:

Each of our technologies has disruptive qualities.

Investment Thesis: Multiple Growth Drivers

20

• We have a catalyst-rich opportunity, with the potential to add corporate partners and customers in every division each quarter

• CloseComms and Travel Buddhi are on the cusp of their revenue cycles, representing two open-ended growth drivers

• A majority of our revenue is SaaS or recurring service related, creating predictable financial results

• Our target markets are each $1 billion+ and international • We now have the team in place to scale up our business

In the second half of 2020, we expect to add a number of major corporations to our growing list of partners.

Each division targets a massive market:

2020 will be a breakout year for growth.

Example: NCR is a key channel partner for the CloseComms roll out in the QSR space.

Investment Thesis: Valuation Unlock

21

After four straight quarters of growth, XDSL is undervalued on every metric:

mPhase has forecast 200%+ revenue growth in Q4 fiscal 2020.

Fully Diluted Market Cap $ 6,925,123 Trailing Twelve Month Revenue $ 25,188,086 Fiscal 2020 Revenue Forecast $ 30,288,086 XDSL Price to Sales (P/S) TTM 0.27XDSL P/S Fiscal 2020 Forecast 0.23Technology Sector (Q1/20) 5.19Software and Programming Industry 7.95As of June 22, 2020 -- Industry Data CSIMarket

XDSL is trading at a

steep discount to both sector and industry group peers.

Q3/2020 marked

XDSL’s first ever

profitable quarter –

with EPS of $0.02

Safe Harbor Statement

22

Forward-looking statements contained in this presentation involve risks and uncertainties, as well as assumptions that, if they never materialize or prove incorrect, could cause our results to differ materially and adversely from those expressed or implied by such forward-looking statements. Forward-looking statements may include, but are not limited to, statements relating to our outlook or expectations for earnings, revenues, expenses, asset quality, volatility of our common stock, financial condition or other future financial or business performance, strategies, expectations, or business prospects, or the impact of legal, regulatory or supervisory matters on our business, results of operations or financial condition.

Forward-looking statements can be identified by the use of words such as “estimate,” “plan,” “project,” “forecast,” “intend,” “expect,” “anticipate,” “believe,” “seek,” “target” or similar expressions. Forward-looking statements reflect our judgment based on currently available information and involve a number of risks and uncertainties that could cause actual results to differ materially from those described in the forward-looking statements. Factors that could cause or contribute to such differences will be discussed in the section titled “Risk Factors” in our future Form 10-Q and 10-K filings following our business transition and in any subsequent filings under the Exchange Act and in our other SEC filings. Additionally, there may be other factors that could preclude us from realizing the predictions made in the forward-looking statements. We operate in a continually changing business environment and new factors emerge from time to time. We cannot predict such factors or assess the impact, if any, of such factors on our financial position or results of operations. All forward-looking statements included in this presentation speak only as of the date of this presentation and you are cautioned not to place undue reliance on any such forward-looking statements. Except as required by law, we undertake no obligation to publicly update or release any revisions to these forward-looking statements to reflect any events or circumstances after the date of this presentation or to reflect the occurrence of unanticipated events.