|1||Building a martial arts fantasy universe to become the next Marvel|
|2||Exclusive rights to the 60+ IP library of top Wuxia creator Shiao Yi with 30+ films/tv produced|
|3||Funded first comic book in 3 hours on Kickstarter with proven product-market fit|
|4||Sales of $35K in 1st Kickstarter campaign; additional $40K expected by year end from 2nd campaign|
|5||Founding team includes veterans from Marvel, DC, Shaolin Temple and Hollywood studios|
|6||Hollywood is hungry for genre IP based offerings with comparable deals with 9-10 digit exits|
|7||Proved out comic-first engagement model for safe, cost-effective, and exponential value creation|
|8||Focused on large global market that includes US and China|
I'm a giant nerd. I love movies, sci fi, fantasy, comic books, anime, video games, and martial arts. So of course I'd be attracted to a company like Immortal Studios, which is bringing the wuxia (martial heroes) genre to comic books and beyond.
They launched their first Kickstarter campaign on June 15th 2020 to raise money for their first title, "The Adept". They ended up raising $35,165 from 1,205 backers, more than three times their $10,000 goal. The comic has already been completed and will be shipping to backers soon. I read a digital copy and thought it was well done; the art was good and it left me curious to see what happens next.
Additionally, Immortal Studios owns the exclusive rights to Shiao Yi's library of 60+ stories. Shiao Yi is one of the most famous wuxia writers and happens to be Peter's dad. It has been Peter's lifelong dream to bring his dad's work to the next generation by creating a wuxia universe based on his father's library.
I'm a big believer of starting small & focused, finding something that works, and then growing from there. This is why I like Immortal's "comic book as MVP" strategy as well as the results of their first Kickstarter campaign. It's taking a Silicon Valley approach to Hollywood. This is an opportunity to do something special with Immortal and help Peter take the next step towards his vision.
We are an original content studio dedicated to creating stories in the martial arts fantasy genre, or Wuxia. Wuxia is a timeless genre that has been a pillar of Eastern culture and has influenced some of Hollywood's most enduring stories - from Star Wars to the Matrix.
Yet, there is not one studio solely focused on Wuxia.
We are here to change that.
The Immortal Story
Reading Wuxia novels was my favorite past time growing up. In that ancient and mystical world of martial heroes’ journeys, I discovered a reality that inspired and thrilled me. Even now, many years later, those feelings are still with me – in fact, they’ve only grown stronger with the passage of time.
My father Shiao Yi was one of the major creators of this genre. He wrote over 60+ Wuxia novels, becoming one of the most prominent and beloved novelists across the globe. His knowledge and passion for this world, and the ideas underlying it all, was his gift to me, part of my DNA.
As an adult, I would also venture into many aspects of that tradition from working with the Shaolin Temple, to becoming a practitioner of the timeless ways myself. So for me, there is an element of speaking from inside the world. This confluence of experiences ultimately led me to throw my own hat into the ring as both a founder and creator.
There is a legacy here that we are continuing. The core message of Wuxia -- to become heroes -- has never been more important.
Writing Our Own Playbook
Drawing from the best of Hollywood, Silicon Valley and Exponential Organizations, we wrote our own playbook in the following way:
1 — We acquired exclusive rights to my father's entire library of 60+ previously published IP as a foundational element of our interconnected storyverse of stories and characters, giving us a lifetime of content and a connection to an authentic legacy.
2 — We assembled a diverse and world-class team that understood everything from IP development, technology, product, marketing, authentic martial arts and innovation systems, and a group of advisors with a depth and breadth of experience to complete our visioning.
3 — We created a cost-effective and powerful way of iterating content on scale visually and storywise through comics as MVP -- all in concert with fans, in real-time -- as our ever-growing, ever-adapting, ever iterating engine.
4 — That MVP engine then feeds the titles into other premium content outlets such as tv, film, game and immersive media as we expand into both subscription and more traditional revenue models.
We Started with Comic Books
Our first title, THE ADEPT, just released in October is a story of homecoming and redemption about Amy, a young Chinese-American woman with a broken past who is visited in her dreams by a monk who trains her in the ways of original Shaolin Kung Fu.
THE ADEPT was funded through Kickstarter in July, a campaign that exceeded our expectations and established a blueprint for cultivating and activating fanbases at every step of our journey.
Having this project funded in three hours, and ultimately reaching 350% of goal, proved that our cost-effective way to create content works, that there is a genuine and thoughtful community out there ready to connect with us, and that this is only the beginning.
This Is Where You Come In
Having been in stealth mode up until this time, we are now comfortable with the foundation that we have methodically laid. Up until now we have invested in our own costs, overcoming many of the early problems and issues on our own dime. With that now completed, we are now inviting you join us on this journey. Thank you for caring enough to read this. Let's work together to use this genre to awaken the hero in everyone!
Love and Respect,
Peter Shiao, Founder/CEO
Immortal follows a principle of radical fan engagement. It is a commitment to keeping our fans and community at the center of everything we do. It is one of the reasons we announce our projects through Kickstarter - we want their say into the projects, characters, and story threads they want to see develop.
Applying that same mentality to a company raise is another way to put that concept into practice - and even more so as our backers will own a piece of our future.
Where Will Your Money Go & The Future
The funds will go to adding some scale to the successful formula we've developed. Some of it will go to the creation of new content. Creating comic books, even those funded through Kickstarter, rely upon some initial funding to get pages written and drawn. We have a huge library of original IP and therefore will be ambitious with sharing these stories and building our universe. Specifically, our goal is to launch 10 titles in these next two years - all with multiple-issue arcs.
We will use the funds to also support our Immortal Squad initiatives. Immortal Squad is our social-media directed influencer initiative that will be designed to produce its own universe of original content. It's main medium will be short video thereby extending our reach to one of the most compelling content areas of the moment.
We will also further develop our philanthropic arm and have some exciting initiatives there that we think will bring about positive action.
All of this takes good people, so certainly some of the funds will be used to grow our team, including writers and artists, where needed.
All of this sets a foundation for a transformational growth platform. We want to position the company to expand to other mediums like film and television in proper time. We believe we have an entire universe of content that will one day be one of the premiere storyverses out there.
Immortal Studios has financial statements ending June 23 2020. Our cash in hand is $69,685, as of October 2020. Over the three months prior, revenues averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $21,000/month.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
You should read the following discussion and analysis of our financial condition and results of operations together with our financial statements and the related notes and other financial information included elsewhere in this offering. Some of the information contained in this discussion and analysis, including information regarding the strategy and plans for our business, includes forward-looking statements that involve risks and uncertainties. You should review the "Risk Factors" section for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained in the following discussion and analysis.
We are creating an interconnected universe of Wuxia characters and stories based on one of the most popular Chinese libraries through comics. When we have a sizeable community, the IP is turned into films, tv, games and merchandising. Like the next Marvel.
In 5 years we are the global home for Wuxia (Martial-hero-fantasy) entertainment and known for taking an authentic and modern version of the genre to the mainstream through an innovative all media approach. We hope to have an active comics first hub with over 50 titles published and a robust subscription-based business there, and to have successfully delivered multiple episodics, films, and immersive content that is now driving us into lifestyle and other related verticals. These are forward looking projections and are not guaranteed.
Given the Company’s limited operating history, the Company cannot reliably estimate how much revenue it will receive in the future, if any.
Immortal Studios, Inc was incorporated in the State of Delaware in June 2020.
Since then, we have:
Historical Results of Operations
Our company was organized in June 2020 and has limited operations upon which prospective investors may base an evaluation of its performance.
Related Party Transaction
Refer to Question 26 of this Form C for disclosure of all related party transactions.
Liquidity & Capital Resources
To-date, the company has been financed with $91,089 in debt.
After the conclusion of this Offering, should we hit our minimum funding target, our projected runway is 6 months before we need to raise further capital.
We plan to use the proceeds as set forth in this Form C under "Use of Funds". We don’t have any other sources of capital in the immediate future.
We will likely require additional financing in excess of the proceeds from the Offering in order to perform operations over the lifetime of the Company. We plan to raise capital in 6 months. Except as otherwise described in this Form C, we do not have additional sources of capital other than the proceeds from the offering. Because of the complexities and uncertainties in establishing a new business strategy, it is not possible to adequately project whether the proceeds of this offering will be sufficient to enable us to implement our strategy. This complexity and uncertainty will be increased if less than the maximum amount of securities offered in this offering is sold. The Company intends to raise additional capital in the future from investors. Although capital may be available for early-stage companies, there is no guarantee that the Company will receive any investments from investors.
Runway & Short/Mid Term Expenses
Immortal Studios, Inc cash in hand is $69,685, as of October 2020. Over the last three months, revenues have averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $21,000/month, for an average burn rate of $21,000 per month. Our intent is to be profitable in 30 months.
Since June 23, 2020, Immortal Studios Ltd. (a Hong Kong company) loaned the Company an additional $87,718 to fund the company’s operating needs. Since then, the company has spent ~$60,000 of that financing on operating the business and IP development.
In the next 6 months, we hope to achieve revenues of $70K to $100K in total , deriving from two additional Kickstarter campaigns in which we sell our product. We anticipate expenses of around $126K in total, with average monthly expenses of $21K. We are already operational and can begin generating significant revenue with $50K in total.
We've done a Kickstarter campaign with revenues of $35K. Those funds have just recently been disbursed to us. We will be conducting another Kickstarter campaign in the next few weeks, and hope to run 2 in total over the next 6 months. Throughout the Wefunder campaign, we will continue funding ourselves with the Kickstarter funds and, if necessary, a loan from an existing shareholder. Bank financing and/or any other related SBA programs are also possibilities.
Natural disasters and other events beyond our control could materially affect us.
Natural disasters or other catastrophic events may cause damage or disruption to our operations, international commerce and the global economy, and thus could have a strong negative effect on us. Our business operations are subject to interruption by natural disasters, fire, power shortages, pandemics and other events beyond our control and could make it difficult or impossible for us to deliver our services to our customers and could decrease demand for our services. Our business model involves the marketing of entertainment, including movies and other content. To the extent, the entertainment industry is impacted by either the ability to create new content (e.g., the halting of productions) or the ability to monetize the content (e.g., theater sales), our business prospects could be severely hampered.
The Company may never receive a future equity financing or elect to convert the Securities upon such future financing. In addition, the Company may never undergo a liquidity event such as a sale of the Company or an IPO. If neither the conversion of the Securities nor a liquidity event occurs, the Purchasers could be left holding the Securities in perpetuity. The Securities have numerous transfer restrictions and will likely be highly illiquid, with no secondary market on which to sell them. The Securities are not equity interests, have no ownership rights, have no rights to the Company’s assets or profits and have no voting rights or ability to direct the Company or its actions.
Immortal Studios is a new company with little history to evaluate.
Immortal Studios was incorporated in June 2020. It is a startup company. Some of our operating processes are still being defined including our content and distribution operations. We are currently not a profitable company. Operating models and revenue models are subject to change.
We anticipate needing to raise more money in the future
Even if the Company raises the entire round successfully, we may need to raise more money in the future that may result in your investment being worth less because of the terms of future rounds.
Entertainment is a highly competitive market and success is unpredictable
Our success depends on very subjective criteria. Viewer tastes, trends, preferences, and behavior frequently change and are difficult to predict. The entertainment industry is highly competitive and consumers have many choices. We compete with top Hollywood studios and other creators of premium content. While our content offering is unique, there are no inherent barriers to other competitors competing in our space. We may not be able to develop projects that become profitable. Similarly, entertainment projects are inherently hard to predict and sometimes run over budget. Even successful projects sometimes take a long time to realize profits.
Our business model is largely reliant upon third-party partners whose business practices we do not control.
Our success in developing, producing, and monetizing content relies heavily on third-party partners. If these partners have unforeseen circumstances of change in business practice, operations, terms, etc. we might be forced to change our own plans and assurances. These partners include crowdfunding partners like Kickstarter, distribution partners like Comixology and Webtoon and other technology, distribution, manufacturing and operation partners.
We depend on a small team and may need to hire more people to be successful.
Our business is dependent upon hiring talented individuals both in full-time capacities and on a contract basis. For the foreseeable future, our creative teams will be comprised of contract hires and their availability is subject to uncertainty. It is sometimes the case that the hiring of creative talent is a very difficult process and requires multiple iterations. As currently comprised, our team is very small and the loss of any single individual could hamper, delay or alter our current strategy and practices.
We may not be able to protect our intellectual property
Our profitability may depend in part on our ability to effectively protect our intellectual property including our trademark and logo, original entertainment content in our projects and our ability to operate without inadvertently infringing on the proprietary rights of others. Theft of our original entertainment content prior to release could adversely affect our revenue. Policing and protecting our intellectual property against piracy and unauthorized use by third parties is time-consuming and expensive and certain countries may not even recognize our intellectual property rights. Any litigation protecting our intellectual property and defending our original content could have a material adverse effect on our business, operating results and financial condition regardless of the outcome of such litigation.
The company intends to use a significant portion of the proceeds from the offering for unspecified working capital.
The offering proceeds will be used by the Company in the ways management deems most effective towards the Company’s goals. This means that although we definitely have plans for the proceeds (focused on sales, marketing, and product development) the Company will have ultimate discretion to use the proceeds as it sees fit and the Company has chosen not to limit the Company’s use of the funds to specific uses that investors could evaluate. Such portion of the proceeds from this offering will be used for the purpose that the company’s management deems to be in its best interest in order to address changed circumstances or opportunities. As a result of the foregoing, the Company’s success will be substantially dependent upon its discretion and judgement with respect to application and allocation of such portion of the proceeds of this Offering.
Equity crowdfunding is new.
Existing funding and future fundraising plans (including this round) are reliant on equity crowdfunding and provisions of the JOBS Act which have been in effect for a short period of time. Secondary markets don’t exist yet, and may not exist for some time (or ever), which hampers the ability for investors to sell their shares. The laws are complex, and interpretation by governing bodies doesn’t exist in some cases and may change over time in others. Changes to the laws (or interpretation of the laws) could impact our ability to raise money as well as your ability to trade your shares.
Our future success depends on the efforts of a small management team. The loss of services of the members of the management team may have an adverse effect on the company. There can be no assurance that we will be successful in attracting and retaining other personnel we require to successfully grow our business.
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