This is a high risk investment in a new company that has a limited operating history. Any potential investor must be willing to risk the entire loss of his capital. No assurance can be given that any of the potential benefits described will materialize, nor can any assurance be given as to the actual amount of financial return, if any, which may result from an investment.
The Company is still in a developmental stage. Consequently, its operations are subject to numerous risks associated with the development of a new business. The Company expects to continue to incur operating losses for the foreseeable future, principally as a result of expenses associated with the Company's web development efforts and anticipated marketing and other general and administrative expenses. The Company has generated revenue to date, and there can be no assurance that the Company will be able to develop adequate revenue sources to carry out its strategic plans. The likelihood of the success of the Company must be considered in light of the problems, expenses, difficulties, complications, and delays frequently encountered in connection with the growth of an early-stage business.
Even if the Company is successful in raising the maximum amount of funds in the Offering, it may require substantial additional funds in the future for further web development, operating expenses, wage expenses, and marketing capabilities. Adequate funds for these purposes, whether sought through financial markets or from other sources, may be dilutive to the current share holders and may not be available when needed or obtainable on terms acceptable to the Company. Insufficient funds may prevent the Company from implementing its business plan.
The Company has limited resources and has had limited revenue and limited operating profits to date. The Company has an evolving and unpredictable business model. The Company also lacks a strong brand identity in areas outside its sphere of influence. Moreover, there can be no assurance that the Company will derive sufficient revenue from its operations or operate on a profitable basis. The likelihood of the success of the Company must be considered in light of the problems, costs, difficulties, and delays encountered in connection with the growth of a new business and the competitive environment in which it will operate.
The Company's operating results may vary significantly from quarter to quarter or year to year, depending on factors such as the timing of product development, the timing of sales and marketing expenses, and the introduction of new products by the Company. The Company's current and planned expense levels are based in part on its expectations as to future revenue. Consequently, revenue or profit may vary significantly from quarter to quarter or year to year, and revenue or profit in any period will not necessarily be predictive of results in subsequent periods.
Market acceptance of the Company's products will depend, in part, on their capabilities and operating features as compared to other competitive products. Failure of the Company's products to gain market acceptance would have a material adverse effect on the Company's business, financial condition, and results of operations.
The industry in which the Company is competing is characterized by rapid technological change and frequent introductions of new products. The introduction of products embodying new technology often renders existing products obsolete and unmarketable. There can be no assurance that the Company will be successful in developing enhanced or new products that respond to technological changes in a timely manner, or at all. Additionally, there can be no assurance that technological changes will not render the Company's products and technologies obsolete.
Currently, there is no public market for shares, and there can be no assurance that any market therefore will develop. Accordingly, an investor may be unable to liquidate an investment in the shares offered hereby for an indefinite period. In addition, an investor in shares must be able to withstand a total loss of his investment.
The industry in which the Company participates is highly competitive. Other companies may have developed or may be developing websites, applications, products, and services similar to those of the Company. Commercial availability of such websites, products, and services could have a material adverse effect on the Company's business, financial condition, and results of operations. Many of the Company's competitors have substantially greater financial, personnel, marketing, and technical resources than the Company and represent significant long-term competition for the Company. The Company's competitors may succeed in developing websites, products, and services that are more effective or less costly than any that may be developed by the Company. These competitors may also prove to be more successful than the Company in marketing.
The success of the Company will be dependent upon its ability to hire and retain additional qualified personnel. The Company will compete with other companies with greater financial and other resources for such personnel. There can be no assurance that the Company will be able to attract and retain such personnel, and failure to do so could have a material adverse effect on the business, financial position, and results of operations of the Company.
The Company is dependent, and will continue to be dependent, upon the continued efforts and abilities of one individual, Michael Luczaj (CEO). The loss or unavailability of such person for any significant period could have a material adverse effect on the Company's business prospects and viability. The Company does not maintain key-man life insurance on Michael Luczaj.
Our media team will be made up of thousands of independent contracted photographers, videographers, and writers.
Even though they are not employees, they still represent our brand. One of them acting ill responsibly, unprofessionally, or illegally has the potential for significant mindshare loss, client loss, or media team member losses.
A significant portion of potential new members could reject having to verify identity to become a member or reject paying the fee for processing. This could lead to low early adopter rate and halt our membership growth for premium services.
Geometria.ru is a website based in Russia and has media team members in many large cities throughout the world. There could be a risk of rejection of the events and clubs of a company based in the USA trying to establish a foothold in Russia due to being in direct competition of a Russian based business.