Investor's Memorandum
Total Page:16
File Type:pdf, Size:1020Kb
CENTRO CINEMATOGRAFICO SALENTINO AND VIRTUOSITY MOTION PICTURES PRESENT CHALLENGE AT CROWN VALLEY RE-INVISIONING THE SPAGHETTI WESTERN Visit the Website: http://challengeatcrownvalley.altervista.org/index.html INVESTMENT MATERIALS PRIVATE / CONFIDENTIAL JUNE 2015 1 DISCLAIMER CHALLENGE AT CROWN VALLEY THIS CONFIDENTIAL MATERIAL INCLUDING EXHIBITS HERETO (COLLECTIVELY, THIS “PACKAGE”) HAS BEEN PREPARED BY VIRTUOSITY MOTION PICTURES, LLC, (THE “COMPANY”) SOLELY FOR USE IN CONNECTION WITH OBTAINING MORE BINDING, LONG FORM CONTRACTS REGARDING A POTENTIAL INVESTMENT OF EQUITY FOR THE FINANCING OF THE MOTION PICTURE PROJECT, CHALLENGE AT CROWN VALLEY (THE “PROJECT”). THIS PACKAGE DOES NOT PURPORT TO BE ALL-INCLUSIVE OR TO CONTAIN ALL THE INFORMATION THAT A PROSPECTIVE INVESTOR MAY DESIRE TO EVALUATE THE INVESTMENT. SUBJECT TO THE LIMITATIONS AND CAVEATS CONTAINED HEREIN, THE COMPANY BELIEVES THIS PACKAGE TO BE CORRECT IN ALL MATERIAL RESPECTS AND AS TO THE MATTERS COVERED BY THIS PACKAGE. THE COMPANY MAKES NO REPRESENTATION OR WARRANTY REGARDING ANY FORWARD LOOKING INFORMATION CONTAINED HEREIN. EXCEPT AS OTHERWISE INDICATED HEREIN, INFORMATION IS PRESENTED AS OF JUNE 1, 2015. CERTAIN INFORMATION CONTAINED IN THIS PACKAGE WHETHER IN THE EXHIBITS OR OTHERWISE HAS BEEN OBTAINED FROM SOURCES DEEMED RELIABLE BY THE COMPANY. SUCH INFORMATION NECESSARILY INCORPORATES SIGNIFICANT ASSUMPTIONS AND ESTIMATES AS WELL AS FACTUAL MATTERS.THE COMPANY CANNOT GUARANTEE THE ACCURACY OF SUCH INFORMATION, HOWEVER, AND HAS NOT INDEPENDENTLY VERIFIED THE ASSUMPTIONS ON WHICH PROJECTIONS OF FUTURE TRENDS AND PERFORMANCES ARE BASED. NO REPRESENTATION OR WARRANTY IS MADE BY THE COMPANY THAT IT WILL ACHIEVE THE SAME OR SIMILAR RESULTS. EACH PROSPECTIVE INVESTOR WILL BE REQUIRED TO CONDUCT AND RELY ON ITS OWN EVALUATION OF THE COMPANY AND THE PROJECT INCLUDING THE MERITS AND RISKS INVOLVED IN ENTERING INTO A FINANCING AGREEMENT WITH THE COMPANY. THIS PACKAGE DOES NOT CONSTITUTE AN OFFER TO SELL TO, OR A SOLICITATION OF AN OFFER TO BUY FROM, ANYONE IN ANY COUNTRY OR JURISDICTION. NO ACTION HAS BEEN TAKEN BY THE COMPANY THAT IS INTENDED TO PERMIT A PUBLIC OFFERING OF ANY SECURITIES IN ANY COUNTRY OR JURISDICTION. NO PERSON MAY CONSTRUE THE CONTENTS OF THIS PACKAGE OR ANY PRIOR OR SUBSEQUENT COMMUNICATIONS FROM THE COMPANY OR ANY OF ITS ADVISORS OR THEIR RESPECTIVE OFFICERS OR EMPLOYEES AS LEGAL OR TAX ADVICE. IT IS THE RESPONSIBILITY OF ANY INVESTOR CONTEMPLATING A FINANCING AGREEMENT WITH THE COMPANY, OR WITH REGARD TO ANY OF THE COMPANY’S PROJECTS, TO SATISFY ITSELF AS TO THE FULL OBSERVANCE OF THE LAWS OF ANY RELEVANT TERRITORY OUTSIDE THE UNITED STATES IN CONJUNCTION WITH ANY SUCH INVESTMENT, INCLUDING OBTAINING ANY REQUIRED CONSENTS AND OBSERVING ANY OTHER APPLICABLE REQUIREMENTS. DISCLAIMER 1 VIRTUOSITY MOTION PICTURES, LLC - CONFIDENTIAL MEMORANDUM - CROWN VALLEY - JUNE 2015 2 THE FILM CHALLENGE AT CROWN VALLEY Investor Materials The Film The Proposed Film Makers Spaghetti The Industry Exhibits Contact Us Challenge at Investment Cast An Westerns Companies Landscape The basic How you Crown Valley The equity The current introduction A history of The A look revenue can be one of reimagines needed to cast to the talented the Italian- Companies inside the streams for our the “spaghetti make this attached to writer/ made western involved in the industry independent investors. western” film. this film director, in modern making of this and the films / and Page 20 genre for Page 3 and their producers and film. picture. independent for this film. global respective composer. Pages 6-8 Pages 9-11 film market. Pages 15-19 audiences. characters. Page 5 Pages Page 2 Page 4 12-14 The classic themes of THE STORY And so, Caleb, and revenge, challenge and Bessie wait for the dark redemption play out across specter of destiny to the dusty, windswept return across the streets of Crown Valley, a badlands of New Mexico dying town on the edge of to Crown Valley in the New Mexico’s badlands. form of Frank Larsen, who has thought about Caleb is a man at war with nothing else for 7 long himself and with the years. demons of his dark past that haunt him in his every Like a phoenix rises waking hour. A man who from the ashes, so too once had a plan, once had must Caleb, and Bessie a path, and who has lost it as they hurtle toward a all. Along with Bessie, the deadly and unavoidable woman who loved him, and intersection of revenge, still does. retribution and the realization of a man’s Once respected, Caleb is innermost fears… now the town drunk and himself out of his downward spiral. When he learns that his old cannot seem to pull nemesis, Frank Larsen, is due to be released from prison after …all of it played out on 7 years, Caleb wonders if a collision with Frank, and with his the desolate streets of past, is as inevitable as it seems. Crown Valley. The films of famed Italian director, Sergio Leone gave rise to a new genre of filming in the 1960’s, the “spaghetti western,” and produced such classics as “ A FISTFUL OF DOLLARS,” “FOR A FEW DOLLARS MORE” and the blockbuster “THE GOOD, THE BAD AND THE UGLY,” all starring a young Clint Eastwood. Leone’s “ONCE UPON A TIME IN THE WEST” which starred Charles Bronson and Henry Fonda in a rare bad guy role, is considered to be one of the best films ever made. These Italian-made westerns continued with the films of Sergio Corbucci and his “Django” films which starred Italian film star, Franco Nero. CHALLENGE AT CROWN VALLEY intends to reimagine this popular style of film making and bring it to a new generation of global audiences. Written and directed by Giuseppe Antonio Miglietta, Challenge at Crown Valley incorporates many of the classic themes that were so prevalent in the massively successful “spaghetti western” genre. Themes of redemption, revenge, pathos, and absolution run through this film. Shot on location in Italy and Spain, Challenge at Crown Valley will have the authentic look and feel of the Leone films. FILM THE 2 VIRTUOSITY MOTION PICTURES, LLC - CONFIDENTIAL MEMORANDUM - CROWN VALLEY - JUNE 2015 3 THE INVESTMENT Producers seek a TOTAL EQUITY INVESTMENT OF $500,000 USD. With a production budget of $1.6M USD, the film will be shot on location in Italy and Spain in late Summer 2015. The producers have secured substantial incentives for the production, as well as partial deferments from cast and crew, allowing Challenge at Crown Valley to be made for a minimal equity investment. Investors secure a pro-rata ownership percentage of all film revenues in perpetuity (including all ancillary revenues from DVD, VOD, streaming and any other services). $500,000 / $1,600,000 = 31.25% $100,000 / $1,600,000 = 6.25% $250,000 / $1,600,000 = 15.625% $50,000 / $1,600,000 = 3.125% Italy’s UCI Cinemas is on board to distribute the film in Italian Markets. Other foreign market distributors, as well as North American domestic distribution will be sought. CHALLENGE AT CROWN VALLEY IS AN ITALIAN /AMERICAN CO-PRODUCTION BETWEEN CENTRO CINEMATOGRAFICO SALENTINO AND VIRTUOSITY MOTION PICTURES. **ALL US FUNDS TO BE ESCROWED IN A US BANK, UNDER THE DIRECTION OF TODD ALLEN, AND TO BE TRANSFERRED IN UP TO 3 TRANCHES TO CENTRO CINEMATOGRAFICO SALENTINO’S ITALIAN BANKING ENTITY FOR PRODUCTION FINANCING. THE INVESTMENT 3 VIRTUOSITY MOTION PICTURES, LLC - CONFIDENTIAL MEMORANDUM - CROWN VALLEY - JUNE 2015 4 PROPOSED CAST + CHARACTERS TIM ABELL as Caleb TODD ALLEN as Frank Larsen ELEONORA ALBRECHT as Martha Keizer Also Known For: Also Known For: Also Known For: -Eyewitness -Django Unchained -Darkside Witches -Subconscious -The Apostle -A Special Day -Soldier of Fortune -Wyatt Earp -Se sei cosi ti dico si SASHA HIGGINS as Bessie RIYA RAY as Isabel ALEX DEMCENKO as James Felton Also Known For: Also Known For: Also Known For: -Blood Wolf -Tie The Knot -Darkside Witches -Dark Moon Rising -Loaded -I Am Not From Barcelona -The Badger Game -Dhoom 3 -La vita e una cosa meravigliosa MARTIN ANGERBAUER as Sam Jordan ALISON MEREDITH as Carole CASTPROPOSED + CHARACTERS 4 VIRTUOSITY MOTION PICTURES, LLC - CONFIDENTIAL MEMORANDUM - CROWN VALLEY - JUNE 2015 5 THE CAST + CHARACTERS 5 THE FILM MAKERS WRITER / DIRECTOR GIUSEPPE ANTONIO MIGLIETTA is a student of film directing, writing and acting with Maestro Giuseppe Ferrara (I pugni in tasca, Il caso Morro, Cento giorni a Palermo, I banchieri di Dio, Giovanni Falcone). Miglietta wrote and directed his first feature in 2004, the well received “Dimenticare Mio Padre.” He has since written and directed numerous other projects. (Esame finale, Il treno della vita). He has also taught film making at I.T.C. of Campi Salentina. CO-WRITER DOMENICO RIZZI is a renowned author and is a co-writer of Challenge At Crown Valley. Rizzi is the author of numerous novels including La casa sul fiume del vento, I segreti di Dunfield, Frontiere del West, I cavaliere del West, I peccati di Dunfield and others. PRODUCER / ACTOR (PLAYS FRANK LARSEN) TODD ALLEN (ACTOR/WRITER/PRODUCER) has close to 60 film credits in his lengthy career. He has appeared in some of the most successful projects of the past several decades, including Quentin Tarantino’s “Django Unchained”. Todd has worked with many of Hollywood’s most respected film makers, including three films with Academy Award- winner Kevin Costner, multiple appearances with Robert Duvall, Gene Hackman and director Lawrence Kasdan, as well as many others. Todd is the founder of independent development, production and distribution enterprise, Virtuosity Motion Pictures. CO-WRITER CESARE BARTOCCIONI has been writing short stories since his early youth. After graduating at University of Urbino in English and Spanish, Cesare has taught English in Finland and in Italy and currently holds that position at the State Junior Secondary School in Verucchio (Rimini).