FAQ

Investing in film and television projects can be lucrative but comes with several risks. Here’s a list of potential risks associated with such investments:

1. Market Uncertainty: The success of a film can be unpredictable, with box office performance, streaming numbers or DVD sales varying widely.
2. Production Delays: Films often face delays due to various factors like scheduling conflicts, weather issues or technical problems, leading to increased costs.
3. Budget Overruns: Unexpected costs can escalate the budget, potentially reducing the profitability of the project.
4. Distribution Challenges: Securing a distribution deal can be difficult, especially for independent films, which can limit the film’s reach and profitability.
5. Competition: The film industry is highly competitive, with numerous films released each year, making it difficult for any one film to stand out.
6. Legal Risks: Intellectual property disputes, contract issues or other legal challenges can arise, potentially halting production or leading to costly litigation.
7. Creative Differences: Disagreements among the creative team can result in a film that is inconsistent or less marketable, potentially reducing its appeal.
8. Reputation Risk: If key individuals (e.g., directors, actors) involved in the film become embroiled in scandals, it can negatively impact the film’s marketability and success.
9. Changing Consumer Preferences: Audience tastes can shift, making it difficult to predict what types of films will succeed.
10. Foreign Exchange Risk: For films that are produced or distributed internationally, fluctuations in currency exchange rates can impact profits.
11. Piracy: Unauthorized distribution of the film can significantly reduce potential revenues, especially in markets where piracy is prevalent.
12. Technological Disruption: Changes in technology, such as the rise of streaming platforms, can alter the profitability of traditional film releases.
13. Revenue Sharing: Profit-sharing arrangements with distributors, talent and other stakeholders can dilute the returns on investment.
14. Regulatory Changes: Changes in film industry regulations, such as tax incentives or content restrictions, can affect the financial viability of a project.
15. Economic Downturns: Broader economic conditions can impact consumer spending on entertainment, reducing the potential audience for films.
16. Lack of Transparency: The film industry can be opaque, making it difficult for investors to assess the true financial health or prospects of a project.
17. Limited Exit Options: Film investments are often illiquid, with limited opportunities to exit the investment before the project is completed and released.
18. Performance Risk: The film’s cast and crew may not deliver the expected quality, affecting the film’s reception and profitability.

These risks highlight the importance of thorough due diligence and understanding the intricacies of the film industry before investing.

Please reference the deal page for the most accurate description of the perks available to investors. The company manages the perks that investors earn by participating in this offering after the deal is finalized.

Investors may receive a 1099 form issued by the company.

To streamline the investment process between investors and the company, Republic uses a custodian to custody investments. Securities will be delivered to the Brassica Trust Company LLC (“Brassica”) and your ownership of the Revenue Participation Agreement will be reflected in your individual Brassica custody account. Brassica will act as the legal holder of record for securities purchased through Republic.

Investors will receive payments to their Republic Wallet.

Within 180 days of the closing, the investor will be entitled to receive one digital security instruction token (the “Tokens”) for each participation interest. Investors shall accept such payment from the company, by the distribution and use of Tokens representing the right to receive the amounts determined by the participation percentage.

This is the investment contract between you, as the investor, and the company. It exposes you to potential financial upside in the slate of film and television projects.

In legal speak, a Revenue Participation Agreement is an agreement to acquire participation interests of a limited liability company. These participation interests reflect the percentage of revenue that investors are entitled to receive.

It’s always best to refer to the individual offering documents provided by the company to understand your investment.

While many crowdfunding platforms can accept funds from thousands of people and reward them with perks, they are not allowed, per U.S. securities laws, to financially reward fans as true investors in a project. Republic is a fully licensed, SEC-regulated platform that can offer everyday fan investors a financial stake in film and television projects. For this slate of film and television projects, we are able to offer all Republic investors a share of the potential financial upside — as well as attractive and unique perks.

We’re excited to engage with our community of investors throughout the development and creative process. Additionally, certain high-level perks allow for direct interactions with the Verily Storyworks team and/or potentially some of the creative talent. That said, we are empowering the vision and expertise of the seasoned creatives and producers involved in these projects; thus, ultimately decision making remains in the hands of those experts to enable them to maintain control and do what they do best to generate returns.

The distribution on each project will be unique and depends on the genre, package and budget. In every case, we will look to maximize return on investment for the investor and maximize the viewership of the motion picture. Generally speaking, we, as a company, favor theatrical releases for our films, but some projects may not be right for the theatrical marketplace at a given moment, in which case we may target an immediate streaming release (like Netflix) for a project. We may find that a title has more attractive prospects outside of the traditional feature film distribution modality entirely, such as pivoting a project into a TV series or immersive experience (like VR).

One of the most important roles of an independent film producer is sourcing the financing for the production budgets for their projects. This is an area where Verily Storyworks excels — we have found financing for production time and time again, and we are confident in our ability to continue to find creative and effective ways to get our projects financed.

Examples of the many ways to finance production include:

• Traditional studio/streamer financing : A compelling film “package” can entice a studio or streamer to pick up the film and fully finance it. This traditional route is a one-stop-shop solution that puts the film together with one single financier. Examples of these buyers include Warner Brothers, Universal, Paramount, Sony, Disney, Netflix or Amazon, to name a few.
• Negative pickup deal: A de-risked financing proposition for a traditional distributor in which the distributor commits to a minimum guarantee payable upon delivery of the completed film for either worldwide rights, U.S. rights or foreign rights only.
• Foreign presales:  A foreign presale is a license to distribute a film in a certain foreign territory or media (outside of the U.S. and Canada) before the film is completed. Foreign presales can be a key source of revenue for independent films and can serve as the primary source of collateral for loans used to finance production.
• “Soft Money” i.e. Government grants, tax rebates and tax credits: Typically, soft money refers to production incentives, subsidies, rebates or tax-advantaged investments that are made directly by, or enabled through tax laws of, countries or governmental subdivisions, such as states in the United States, provinces in Canada or European countries. States in the U.S. are competing to get film and television projects to come and spend production money, employ their actors and crews and rent their sound stages and other facilities. Each state’s (or country’s) incentive is a bit different, but typically, a production will net approximately 20% to 25% of the production budget from these sources.
• Equity: Equity financing is an investment from an investor or group of investors where money is exchanged for either partial ownership and/or a right to a revenue share in the film or television project.
• Debt Financing: Debt financing involves securing loans from banks, financial institutions and/or private lenders collateralized against proceeds from the exploitation of certain rights in the film (e.g. distribution rights in all media in the U.S. territory, U.K., France, etc.). Filmmakers borrow money to cover production costs and repay the loan with interest (which is typically budgeted). Once the film is completed and distributed, the principal is paid back in a senior position and there is no profit sharing or any profit to the bank above the actual interest that is paid on the loan.
• Brand Financing: Brands are becoming increasingly involved in underwriting a portion of the film budget by agreeing to pay for integration of the brand into a film to elevate brand recognition. Common methods include product placement, brand mentions, and promotional tie-ins.

Frequently, several of the above financing methods are combined to secure a production budget.

With the funding of this slate of film and television projects in-hand, our intention is to build packages around projects that will attract production financing to greenlight these films.

Here’s how we build a package:

• Hiring screenwriters to write scripts
• Attaching directors to oversee script and development
• Preparing budgets and schedules with line producers or assistant directors
• Hiring casting directors
• Holding fees for actors
• Pre-visualization, technical visualizations and demo reels
• Storyboard artists
• Proof of concepts
• Operating costs of administration the slate of film and television projects

Development financing and production financing correspond to different stages in the filmmaking process. Development financing is used, for example, to hire screenwriters to option IP, write or adapt screenplays and collaborate with other industry partners to attach talent (e.g., actors and directors). Production financing follows development to cover the physical production of films and typically requires much more money to be raised. Generally, the production budget is used to cover the physical costs of making a film or television project (e.g., cast and crew salaries, equipment rentals and location licenses, editing and sound-mixing and much more).

A series of factors will influence our decision on which projects to include: how much money we ultimately raise, the vision and creative takes of filmmakers with whom we wish to collaborate, market trends and appetites, community feedback and many other factors. Ultimately, we want to develop the projects we feel audiences will be most excited to watch and that have the highest likelihood of being produced.

It depends on how much we raise. We have a model for this raise that contemplates developing six films if $1,500,000 is raised, with development in each project ranging from $50k to $300k. We’re able to raise up to $5M per the rules of Reg CF, so the number of films and development spend will vary.

If the full $5M is raised, perhaps it makes sense to spend $1,000,000 to acquire a “hot” book or other intellectual property. For example, the rights for the first four books from a film or television project were purchased by Warner Brothers for $2,000,000. Having the type of capital to compete for the most desirable books, video games and articles is part of what motivates this raise.

We have ideas and targets for IP to include in the slate, but the final list will be determined once we close on the slate of film and television projects. We will develop a mix of ideas from several sources, including new IPs to be acquired for this slate from interesting lives, books, articles and other sources for true stories.

Verily Storyworks will oversee the development, production and distribution of the slate of film and television projects and each project from script to screen — and beyond. Our role includes determining what IPs to develop, managing the screenwriting process, packaging the talent and sourcing the financing and distribution. Essentially, we manage the process of development, production, distribution and further monetization of each film.

Some projects we own outright and have the right to develop. Other projects we co-own with partners and would need to work with them on a path toward development. This slate of film and television projects gives us the opportunity to acquire new projects outright.

No, you are not investing in equity ownership of Verily Storyworks. You are investing in a slate of film and television projects or new film projects that will be developed by Press4 LLC (the issuer of this offering), in conjunction with Verily Storyworks. Please note that Press4 LLC is a wholly owned subsidiary of and managed by Verily Storyworks.

Verily Storyworks is selling financial upside in a slate of film and television projects or films. In legal speak, these are Revenue Participation Interests related to the projects (as defined below) (collectively, the “Participation Interests” or the “Securities”).

Wire, ACH and credit card payments are available to all qualified investors.

Participation interests have a purchase price of $1.00 each and reflect the percentage of revenue, if any, that investors are entitled to receive.

The company is accepting investments from $200 to $1,000,000.

The investor’s “participation percentage” is equal to the investor’s participation purchase price (as set forth in the investor signature page) divided by the aggregate price of participation interests sold in this offering.

Yes. If the investor lives outside the United States, it is the investor’s responsibility to fully observe the laws of any relevant territory or jurisdiction outside the United States in connection with any purchase of the securities, including obtaining required governmental or other consents or observing any other required legal or other formalities.

Tokenization refers to the digitization of real-world assets where the direct or indirect ownership stake of the asset is represented by a token. Put differently, it is the process of converting rights to an asset into a digital token recorded on a blockchain where a token is a proxy or a means of representing an indirect, direct or similar interest in a particular asset.

For a comprehensive review of the risks associated with the SITs, please review the offering documents. Risks include, without limitation:

• SITs have not yet been minted.
• The regulatory regime governing blockchain technologies, cryptocurrencies and coins — including SITs — is uncertain, and new regulations or policies may materially and adversely affect the value of the Revenue Participation Agreement.
• U.S. federal and state agencies have begun to regulate the use and operation of blockchain networks and blockchain assets. If a government or quasi-governmental agency exerts regulatory authority over a blockchain network or asset, the SITs may be materially and adversely affected.
• Investors may lack information for monitoring their purchases.
• The application of distributed ledger technology is novel and untested and may contain inherent flaws or limitations.
• Several external factors outside of the company may influence the price of the Revenue Participation Agreement.
• A disruption of the internet or the Ethereum network would affect the ability to transfer Revenue Participation Agreement via SITs.
• SITs do not have inherent value absent the Revenue Participation Agreement.
• Because SITs may be based on a blockchain, any malfunction, breakdown or abandonment of the underlying protocol may result in the loss of or inability to transfer SITs.
• Advances in cryptography, or technical advances such as the development of quantum computing, could present risks by undermining or vitiating the cryptographic consensus mechanism that underpins the underlying protocol.
• Legislatures and regulatory agencies could impose requirements that limit or prohibit the use and/or functionality of current and/or future cryptographic protocols which could adversely impact the ability to transfer the SITs.
• If and when there is a trading venue for SITs, and if and when they are minted, distributed and no longer locked up, it could be insufficient.  Further, the SIT trading venues (if any) will be subject, like all exchanges and alternative trading systems, to security failures or other operational issues. Such events could result in a reduction in SIT prices.

SITs are blockchain-based ERC-1404 tokens to provide an additional method for investors to provide a notification directing Brassica to transfer their participation interests.

SITs are not intended to be a digital representation of the participation interests.

For more information on SITs, please review the respective offering documents.

Verily Storyworks intends to mint and distribute SITs on the blockchain network.

If distributed, SITs will be distributed on a 1:1 basis with the participation interests (i.e., if an investor has 200 participation interests, they can receive 200 tokens.)

SITs do not directly embody the full spectrum of rights typically associated with Revenue Participation Agreement securities, as they are merely a tool of transfer.

A custodian is a qualified third-party entity that acts as a legal owner of securities. An investor will open a custodial account with the custodian, which is used to hold investments, namely the securities in a company. A custodial account allows you to name a beneficiary and accept payments such as dividends, distributions or cash payouts. Custodial accounts are not managed or held by Republic; instead, they are managed by the custodian that works with the issuer raising on the platform. The custodian of this offering is Brassica.

Yes, since the company is utilizing a custodian, all investors in the offering will be required to create a custodial account with Brassica. The custodial account creation process is hosted in our investment checkout system, meaning you will commit your investment and establish your account with Brassica all at once. During investment checkout, you will be automatically prompted to review and sign certain custodial documents with Brassica. In addition, you may be asked to provide certain information to verify your identity. Once completed, you will receive an email confirming your investment commitment.

Companies will utilize a custodian to ensure that all securities they offer in their campaign are in one place. This means if a liquidity event or any other material event in respect to the securities occurs, the company can look to the custodian to service the securities, rather than each individual investor.

For investors, utilizing a custodian may safeguard their investment or security interest with a qualified financial institution. Having a custodial account allows for easier transfers and creates additional layers of protection for your securities. For companies, it can increase efficiency by reducing their cap table management costs and creating a single-line item, making future funding rounds easier.

Right now, there are no costs for investors to open a custodial account.

Custodial accounts do sometimes have a low annual cost to maintain; however, such costs are covered for the investor in this offering at this time.

Brassica reviews accounts that require manual review on a daily basis. Please expect to receive confirmation of your account being opened or to hear further guidance from our team within 24-48 hours.