110% of Principal + 10% of Net Profits
110% of Principal + 10% of Net Profits
100% of proceeds are paid to investors pro-rata until 110% of principal investment is returned. Thereafter investors earn 10% of Net Profits. This is a custom contract, see document for details.
|1||YOU are business PARTNERS with our Co-Producer, global boxing champ & icon Manny “Pacman” Pacquiao.|
|2||YOU are halfway to development GOAL since we already raised 80% of our $2M development funding goal.|
|3||YOU have screenplay by Cyrus Nowrasteh, award winner Director-Writer (INFIDEL & Stoning of Soraya M)|
|4||YOU make history as part of the FIRST Hollywood-Philippines studio producing global motion pictures.|
|5||YOU fund Freedom Fighters, a powerful true story of the VOICELESS heroes that IMPACTS social issues.|
|6||YOU champion incredible true stories inspiring HOPE, HONOR, and HEROISM among global audiences.|
|7||YOU impact the UNDERPRIVILEGED since a significant portion of our profits fund schools & hospitals.|
It's a crazy fact that just 50 movie production companies make the pictures earning 80% of the whole world's motion picture income. Most of these we all know and love.
So what are the successful producers doing differently?
And, more importantly, can you get in on it?
After working over 30 years on dozens of studio-released movie and TV projects, our advising team understands by experience the processes used by the most successful indie movie production companies. (Shoot…they even wrote the book on it!) We are ready to make our own – and need your help. Our opportunity is also yours.
Growing up in the Philippines, I have always enjoyed asking questions and listening to the war experiences of the World War II veterans in my hometown. My Filipino-Chinese ancestry afforded with me great inspiring heroic stories. After years of working and traveling in many countries around the world, I found myself captivated by local cultural heroes such as Dr. Sun Yat Sen of China, Mahatma Gandhi of India, Nelson Mandela of Africa and many others. I always believed that the movie business is the most strategic platform to show the world the powerfully inspiring lives of extra-ordinary individuals amongst us to help bring about true and lasting change in our societies and the world. Movies have intrinsic power to influence human beings towards change that is: love what is good, pursue what is true, and live what is noble.
-Francis Lara Ho, founder
In 2018 we launched Inspire Studios, the first and only
Hollywood-Philippines film company to produce major studio-level movies for global distribution based on incredible true stories with added never before seen features.
Since 1976 our advisor John Lee has negotiated, bought, and sold movies in the major markets, acquired screenplays and movie rights to novels, and basically managed or performed every other business function of the film industry. Taken together he provided business services for over 20 studio films and network television series and specials with combined production costs of over $470 million and global rights earnings exceeding $4 billion.
A press conference in the Philippines (left to right: Hall of Fame actor Cesar Montano, advisor John Lee, and Francis Ho, founder of Inspire Studios)
Additionally, our veteran Entertainment Attorney Richard Morse has two decades of experience encompassing specialized business and legal affairs services in all aspects of entertainment, arts, sports, and new media, with a primary emphasis in film. Rick has served as Sr. VP of Business and Legal Affairs for Radar Pictures, the successor company to Interscope Communications known for a myriad of critically acclaimed and box office successes such as "The Last Samurai", "Mr. Holland's Opus", and the reboot "Jumanji.”
We raised $1M of our $2M development budget from private investors for our first picture, Freedom Fighters. We set up our relationship with the completion guarantor and the bank for production financing the $50M production budget. After dozens of drafts, our Freedom Fighters script is ready.
We have attached global boxing icon Manny “Pacman”
Pacquiao, considered one of the greatest professional boxers of all time and a Senator of the Philippines since 2016, as a co-producer in our first film, Freedom Fighters. Manny will also play a supporting Filipino role.
We attached as a key role in our first film as well as an executive producer Cesar Montano, a Hall of Fame awardee actor, director, and producer in the Philippines. (Montano also is an internationally acclaimed actor and played the lead Filipino guerrilla role in Miramax’s WWII movie, The Great Raid).
We are making history as the first Hollywood-Philippines global studio with a vision to see our first film, Freedom Fighters as the first award-winning blockbuster movie that features a Pacific theater World War II true story out of the Philippines that's virtually unknown to the Western World. Based on the incredible true story, Freedom Fighters is the first of a slate of six global films from Inspire Studios featuring a housewife turned WWII resistance fighter who fought and ultimately help defeat the much larger Japanese Imperial Forces.
Palawan, our second global film tells of how emaciated American POWs together with machete-wielding Palawan Special Bolo Battalion fighters triumphantly fought the much stronger Japanese Invaders.
1521, the third global film in our slate shows how a Pacific island tribal chief and his brave warriors with inferior weapons, defeated much larger global colonial empire with advanced weaponry, in an epic battle that changed the world.
The Rescue, our fourth global film highlights the extraordinary courage of Filipino Scout Rangers in rescuing American missionaries from a global terrorist group directly linked to Osama Bin Ladin.
The Black General, the fifth global film in our slate honors an African American fighter who stand against racism and fought alongside the Philippine Revolutionary Forces during the Philippine-American War of 1899.
Open Doors, our sixth global film is based on the epic true World War II story of how the Philippine President Quezon saved more than a thousand Jews from the Holocaust.
Would you make history with us by investing in our first film, Freedom Fighters?
Inspire Studios has financial statements ending December 31 2019. Our cash in hand is $300,000, as of August 2020. Over the three months prior, revenues averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $10,000/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 produce powerful global motion pictures and series that impacts the lives of movie lovers globally. Our world-class films are based on true stories of everyday heroes. They sweep audiences into epic stories of hope, honor, and heroism from cultures around the world. Our motion pictures are created for mainstream-audiences, for distribution through global movie networks. Our films will inspire audiences across the globe to rise above their everyday challenges to live extraordinary lives! The entity Wefunder investors are investing is just for our first project, "Freedom Fighters"--investors are not entitled to revenues from any future projects.
In five years we hope to be a multi-award winning movie production company within 5 years while becoming the champion of the "voiceless" majority and bringing much needed diversity in Hollywood. We want to be the global leader in producing movies based on powerful true stories of everyday heroes from different races and cultures. We envision our first global film, "Freedom Fighters" to win the 1st Oscars in honor of the gallant Filipino Guerrillas and American soldiers who fought during WWII in the Philippines. These are projections which cannot be guaranteed.
Given the Company’s limited operating history, the Company cannot reliably estimate how much revenue it will receive in the future, if any.
Inspire Studios, Inc. was incorporated in the State of California in January 2019.
Since then, we have:
Historical Results of Operations
Our company was organized in January 2019 and has limited operations upon which prospective investors may base an evaluation of its performance.
Liquidity & Capital Resources
To-date, the company has been financed with $1,000,000 in a revenue participation agreement.
After the conclusion of this Offering, should we hit our minimum funding target, we will need to raise additional funds immediately.
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. 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
Inspire Studios cash in hand is $300,000, as of August 2020. Over the last three months, revenues have averaged $0/month, cost of goods sold has averaged $0/month, and operational expenses have averaged $10,000/month, for an average burn rate of $10,000 per month. Our intent is to be profitable in 18 months.
As the company is not yet generating any income, nothing has affected our income.
The first movie of Inspire Studios entitled Freedom Fighters has a $2M development budget and $50M production budget. We have already raised 50% ($1M) of our $2M development project. We are hoping to raise the remaining 50% or $1M of our development budget via WeFunder Reg CF.
The $50M mentioned in the investment agreement is the production budget and is NOT being raised with WeFunder. Therefore, Wefunder investors are investing in Inspire Studios development budget for our Freedom Fighters movie. WeFunder investors are investing in the development budget of Inspire Studios first movie Freedom Fighters, and Wefunder investors will get their investment back plus 10% interest if the Freedom Fighters production budget of $50M is funded right before film production.
We are raising for development fund for pre-production and do not expect any revenue until after the movie has been produced. Operating expenses will be $10,000 monthly. This does not include expenses related to our WeFunder raise. We expect the total amount needed to produce the movie to be $2M; we have raised $1M to date.
We have arranged for bank production funding sufficient to finance our entire production budget if needed. Depending on COVID restrictions, we expect to generate revenue 18-24 months from now. We expect (but cannot guarantee) $40 million net profit from Freedom Fighters ($200M total revenue) global profits.
We set our bank production loan collateral plan early in each project’s development, approved first by our completion guarantor and then by that project’s bank. This collateral is unique to each project and is drawn from usually 2 to 4 sources out of 9 available sources common to all projects. Each collateral plan typically includes 25% to 50% from one or more production incentive programs, one or more content license agreements that may provide the all collateral needed, global brand agreement(s), and deferral agreements with director, cast, VFX or other talent/vendors. Anticipating necessary bank collateral, we set-up each project’s collateral provider relationships, including major global territory distributors, during its development.
Risk is inherent in all investing. No guarantee or representation is made that our business will be successful and there is no assurance that we will be able to realize any revenue. All business conducted by the Company risks the loss of capital. As is true of any investment, there is a risk that an investment in the Company will be lost in whole or part.
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.
The Company was only recently formed, so has limited performance history that prospective investors can use to evaluate our performance. Though our executives have previously developed other film and television projects, each project is unique and their past performance is not necessarily indicative of future results for different projects. Moreover, the lack of a “track record” in the entertainment industry for the Company itself could pose additional obstacles to our business.
Our financial success is dependent on a number of factors both within and beyond our control. The market appeal and profitability of each of our film projects depends upon the creation of compelling campaigns, the purchase of adequate advertising saturation, the execution of social media campaigns and acceptance by audiences and critics, all of which require skills and none of which can be delivered with certainty. Only a small percentage of film and television projects are ever distributed, and even those projects which are distributed are not always profitable. Any project that we develop, whether alone or in conjunction with the other projects, may not generate sufficient revenues from its distribution and other exploitation to generate a profit or repay development expenses. It is possible we could incur significant development and operating costs with respect to a project without ever reaching a sale and/or distribution agreement for that project.
Our operations substantially depend upon the skill, judgment and expertise of our small management team. In the event of the death, disability, or departure of one of our key personnel, our business could be adversely affected. Our executives will devote such time and effort as they deem necessary for the efficient conduct of our business; however, they may be involved with other entertainment production activities from time to time and may not devote all of their time to the business of the Company.
We depend on outside entertainment talent providers, who may or may not have yet been engaged by us, and who generally will not be officers or employees of the Company. Though we maintain relationships with a broad array of industry veterans, the loss of any independent talent providers, particularly members of the development team, could adversely affect our ability to conduct our operations and realize our projections.
The film and television industry is complex, dynamic and highly competitive. Negotiating with major motion picture directors and performing talent is a sophisticated process. Obtaining a position for a film project on the theatrical, streaming and/or television network distributor release schedules in a “major territory” is logistically challenging and involves competition with many other projects. Negotiating production-incentive relationships, brand relationships, ancillary rights, international licensing and pre-sales of a film project, qualifying a project for production completion bonds, and “banking” a project’s respective licenses and contracts are complex processes that are unpredictable and highly reliant on the expertise and personal relationships of the our key personnel.
Motion picture, streaming and television content development, production and distribution are highly competitive. Our primary market competitors are “major” film studios, numerous independent motion picture, streaming and television production companies, television networks and subscription-based television services, all which will compete with us for the acquisition of literary properties, the services of writers, performing artists, directors, producers and other creative and technical personnel, and production financing. Many of these competitors have significantly greater financial and other resources than the Company. For any of our film projects, it is possible that the unique writing, acting or directing talent necessary for such project may be unavailable or that we may be unable to successfully negotiate for the services of such personnel.
Our success in achieving our objectives depends on the value of other entertainment media that is comparable to our film projects (primarily theatrically-released films, streaming video and home media, and cable and network television) in the U.S. and major international territories. If the value of comparable entertainment media decreases relative to current market values, we may not be profitable. Compounding this risk, in order for one of our film projects to generate income, it must obtain production financing, which is generally secured by production incentive programs, brand relationships, pre-sold ancillary and theatrical licensing agreements and the value of unsold international territories. Decreases in the market value of these items may raise the cost of such financing or even preclude us from obtaining such funding, in which case we may not be profitable.
Other, larger film and television development and production companies are able to partially reduce their risk of incurring operating losses by simultaneously developing numerous projects that span multiple genres, audiences, markets and platforms. We only have the rights to, and currently only intend to develop, six film projects. This concentration makes us more susceptible overall to the risk of loss if a particular project is unsuccessful. In order to be profitable, we believe that we must successfully develop at least two of our six projects.
The development and production of film and television projects can take several years or more. A significant amount of time may elapse between the expenditure of funds by the Company in development of our projects and the receipt of revenue from their distribution. Other investment opportunities may offer greater returns after discounting for time. The likelihood of experiencing other risks described herein could increase the longer it takes to develop our projects.
We may require additional financing, beyond the amounts raised in this offering, to complete development of our film projects. There can be no assurance that such additional financing, if required, will be available to us.
We may seek debt financing to manage our cash flow or accelerate the development of one or more of our projects. If such debt is secured by rights to a film project and we are unable to meet our obligations under the financing arrangements, the secured party may be able to foreclose on its rights to that project or we may be forced to dispose of the project prematurely. These occurrences could force us to record substantial losses.
We intend to sell our developed projects to production companies, which depends upon our ability to obtain the financing necessary for the production companies to purchase our developed projects. Moreover, our share of future income from the exploitation of each of our projects may vary substantially from our projections. While we believe such estimates and projections are reasonable, no assurance can be given that we will succeed in obtaining the projected results, and there is no guarantee that, even if produced, a film project will ultimately generate any net profits.
The commercial success of a film project depends on obtaining a distribution agreement with a distributor for that project. Distributors considering such an arrangement will conduct their own internal “greenlight” study of the project, and there is no guarantee distributors will concur with the our own determinations regarding estimates, projections, outlook, etc. for our projects.
The commercial success of any film project depends on the relative quality and market acceptance of other competing media content released at or near the same time, the availability of alternative forms of entertainment and leisure activities, general economic conditions at the time and other tangible and intangible factors, all of which are subject to change and generally cannot be predicted in advance.
We may incur major losses in the event of certain macroeconomic or other extraordinary events, which may affect markets and consumer behavior in ways that are unexpected, unprecedented or inconsistent with historical trends or results.
The price of the shares offered is not necessarily indicative of their actual value. The price has been arbitrarily determined by the Company, based primarily upon the amount of capital we have determined is necessary to fully and successfully develop each of our projects. The price is not directly related to our assets, book value or results from operations. The per-share price for other investors could be higher or lower than the price of this offering.
Neither this offering nor the shares being offered have been registered under the securities laws of the United States or the laws of any state or foreign jurisdiction, and no government agency or regulator has recommended or approved any investment in the shares.
All management authority of the Company is vested in our officers, who are appointed by our board of directors and act in accordance with their strategic guidance and decision-making. The board is elected by the holders of voting stock of the Company. Both before and after the conclusion of this offering, the sole holder of our stock is Inspire Studios, the managers of which are also the officers and directors of the Company. Therefore, investors will have no ability to participate in the management of the Company or the selection of managers.
Janelyne Ho is a part-time officer. As such, it is likely that the company will not make the same progress as it would if that were not the case.
We have indemnified our officers and directors, to the fullest extent permitted by law, from liability for actions (and omissions) taken (or not taken) in good faith and reasonably believed to be in the best interest of the Company. Thus, investors may have a more limited right of action than they would have had in the absence of such indemnification agreements and, if successful, damages may ultimately be paid by the Company itself.
With limited exceptions, an investor may not sell, transfer, assign, pledge or otherwise dispose of or encumber any of the shares purchased in this offering, or any right or interest therein, whether voluntarily or by operation of law or by gift or otherwise, without the consent of the Company. The shares sold in this offering are subject to a minimum one-year holding period under federal securities law. The shares are also subject to a “right of first refusal” in favor of the Company, which could have the effect of suppressing their market price. There is no secondary market for the shares sold in this offering, and none is expected to develop. Thus, investors will not be able to liquidate their investment in the event of an emergency or for any other reason or rely on their shares as collateral for a loan and must be prepared to bear the risk of their investment for an indefinite period of time.
The investment agreement that investors must sign to purchase shares in this offering requires that disputes be submitted to binding arbitration and that investors waive their rights to a jury trial and to participate in a class action. These provisions could result in less favorable outcomes to a plaintiff-investor involved any such action.
Temporary Rule 201(z)(2) provides temporary relief from certain financial information requirements by allowing issuers to omit the financial statements required by Rule 201(t) in the initial Form C filed with the Commission. This offering has commenced in reliance of Temporary Rule 201(z)(2) and, as a result, the following must be disclosed: (i) the financial information that has been omitted is not otherwise available and will be provided by an amendment to the offering materials; (ii) the investor should review the complete set of offering materials, including previously omitted financial information, prior to making an investment decision; and (iii) no investment commitments will be accepted until after such financial information has been provided.
COVID-19 poses a risk to our business, as it both prevents production and limits theatrical release and income.
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