Investment Proposal Prepared For: Online Portal Prepared By: Jack Mcconnell, Founder, Guitar & Vocals November 2020 Proposal Number: V3 EXECUTIVEMELBA SUMMARY

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MELBA

Investment Proposal Prepared for: Online Portal Prepared by: Jack McConnell, Founder, Guitar & Vocals November 2020 Proposal number: v3 EXECUTIVEMELBA SUMMARY

About

Melba Culp is a hard rock and heavy metal band formerly based out of Austin, TX - now based out of Russia and Finland. Founded by Jack McConnell in 2015.

Objective The guitar-driven band hit the world hard in 2019 with its fast-paced and hard-hitting aggressive single "Never Surrender". Melba Culp is an independent artist looking to challenge the current structure of the music industry and therefore seeks non- traditional financing from outside industry standards. Melba Culp plans to finish recording remotely and release their full-length LP, therefore, an outside investment is needed to further challenge the industry and grow Melba Culp. This unique structure of self-sufficiency will allow greater artist control, greater cash-flow through the entity and is expected to provide a larger net profit for the artist organization.

Solution & Investment To continue the growth of Melba Culp as it’s own self-sufficient entity, an investment of $30K is needed (required up-front investment of $15K - recording expenses). The funds will allow the band to produce full audio and video content for a debut album, it’s marketing and basics for a live production to support scheduled high-profile 2022 performances and future performances. The following is offered in return:

30% of net proﬁts until recouped. 5% of net proﬁts in perpetuity.

1. A minimum investment of $3K is required. 2. Profit distribution is quarterly on a calendar year basis (January 1 - December 31) 3. Investor will begin sharing in profits upon commercial release of first material(s) produced through investment, all previously released material(s) and subsequently released material(s) will be included in the profit share. 4. Total amount of $40K is budgeted, $10K+ is being self-funded by Jack McConnell. Project Outline The project will createMELBA various content of the utmost artistic value and originality; including: • Audio Content • Video Content • Live Production • Marketing & Promotion

Contacts

Jack McConnell Founder, Guitar & Vocals [email protected] +1 (512) 784-0738

Mika Karhumaa Manager (Europe) [email protected] +358 40 960 1952

Please visit MelbaCulp.com/Investors to accompany reviewal of this proposal ATTACHMENTS

A. Team Members

B. Press Highlights

C. Industry Testimonials

D. Fanbase & Social Media Analytics

E. Fan Feedback Highlights (continued at end of proposal)

F. Current Prospects

G. Music Market Overview

H. Metal & Rock Music Market Overview

I. Industry Income Overview

J. Content Production List

K. Digital Marketing Outline

L. Lyrics

M. Music Video Synopsis’s

N. Line Item Budget

O. Success Stories

P. FAQs

Q. Investment Math

R. Investor Perks

S. Tax Incentives A. Team Members

Jack McConnell - Founder, Songwriter, Mika Karhumaa - Artist Manager (EU) Guitarist & Vocalist - 25 years experience in the music industry - 18 years experience as a guitarist & vocalist - University lecturer of Music Business - Guest lecturer at universities on music Management at Arcada University of Applied management, social media marketing and Sciences (Helsinki) & Seinäjoki University of music industry ﬁnance Applied Sciences

- Currently runs social media management - Author of The Essence Of the Music and online marketing business Business: Strategy, Philosophy & Contracts

- Previous experience as an award-winning - Independent music lawyer specializing in short ﬁlm producer, location manager, real contracts and copyright law estate agent, BPO analyst at $5.2B AUM - Former artist manager of Celesty and real estate hedge fund, private equity team Winterborn member at world’s largest professional learning ﬁrm - Former legal advisor to Helsinki Records

- Fluent in English, limited working proﬁciency - Law degree from University of Turku in Russian - Fluent in Finnish and English, limited working proﬁciency in Swedish and Italian B. Press Highlights

“…a must hear band…their ferocious track, Never Surrender.” - Music Junkie Press (2019)

“…a very welcome surprise…a wall of riﬀs, melodies, harmonies and sweeping solos…a fresh wind to the genre and are sure to ﬁnd a lot of fans along the way.” - The Metal Review (2019)

“…a bombastic slab of heavy rock, foot stompingly addictive and with enough infectiousness to even nod the head of the laziest rock/metal fan!”

“…a breath of fresh air, standing astride the border of the hard rock and heavy metal genres.” - Frenzy Fire (2019)

“…ﬁerce drum kicks, fast riﬃng, a ripping solo and all the glory.” - Indy Metal Vault (2019)

“…and extravagant start of Melba Culp…” - Filthy Music Entertainment (2019)

“…a twister of metal…combing some of the classic elements of our beloved genre with a new Hard Rock edge…riﬀ ﬁlled, chest stomping sound…” - The Circle Pit (2019)

“…straight-forward, aggressive and guitar-driven metal.” - Horror Patch (2019)

Metal Devastation Radio’s Weekly & Monthly Battle of The Bands Winner (February 2019)

The Metal Gods Meltdown’s Featured Band (February 2019)

Welcome To The Darkness with Diablo’s Artist and Song of The Month (March 2019) & Top 10 Artist of 2019 C. Industry Testimonials

“I think the band has great poten2al and a fresh sound. I know I could take this to the Rock / Metal blogs with great success, and build at press over 2me. Over 2me the writers become familiar with bands, and if they like the music over 2me it becomes a no brainer for them to post news, interviews, reviews, and tour press. We have a long track record of developing emerging acts, and I am certain we could make a real diﬀerence for this band.”

Tom George - Publicist for Buckcherry, P.O.D., Neal Schon of Journey, Escape The Fate, Doyle of The Misﬁts and more. He has successfully obtained press for arDsts across many major media outlets including Rolling Stone, Billboard, Huﬃngton Post, Guitar World, Loudwire and countless niche rock and metal outlets.

“The band is very modern – loyal to the tradi2ons of metal, not forgeHng the evolu2on of each genre. This is the trend of the day also in other genres. Metal is ac2vely based on fan-loyalty, which is an important thing in the streaming era. Good songs are being streamed repeatedly, not to men2on the interna2onal debate that takes place in thousands of online metal forums. Even if I see the poten2al in the band as a mainstream ar2st, metal bands are insured by the metal community.

This is an important point-of-view for the investors. The most important task of the band is to reach those forums. The best way to do that is audio-visual material for streaming purposes and high quality recordings. When done well, it will convince the listeners. The quality is valued as well in audiovisual produc2on. It is very important for the band’s appearance to correlate with music and vice versa. The higher the quality they are, the more they say the band is serious. This facilitates the acquisi2on of relevant live appearances.

Another important area is live. Metal band ‘tournament durability’ will be tested at gigs. If the band does the same as in the studio, the recep2on is generally good. Of all genres, metal is the one that most easily inﬂuen2al across borders. This is good news. If the ar2st gets even a reasonable recep2on to their music, it is very likely that they will have a gig in demand – both at clubs and at fes2vals. This is enough to start a story. I have played Melba Culp to promoters and metal inﬂuencers. Recep2on has been more than encouraging – to the extent that I could consider more long-term co-opera2on (Mika has since become Melba Culp’s European Manager).

Much depends on what happens next. The first single is out and now the field follows what’s next. One op2on is to start first in Europe where the landing is easier. There are many fes2vals around this par2cular genre. A U.S. band is always of interest here, especially when they can play. The purpose of such, on the other hand, is to raise interest in the band on social media to the extent that is also no2ced in the United States. In the streaming era, the only thing that maVers is the volume of streams. I am not clear about the U.S. recep2on for metal new-comers, but I think it would be harder to get similar readings than in Europe.

I heard from Jack that this assessment was primarily for investors. From this perspec2ve, success allows mul2ple revenue avenues – especially in the streaming era. I could have included them in this, but it would become a book. I felt it was more important to open one possible ac2on plan.”

Mika Karhumaa - EU Manager for Melba Culp

“I love this band!!!! The guitar riﬀs are awesome and with amazing drum paVerns too and i never compliment a drummer. Now that is a 1st for me!”

Reese Gentle - Host on Metal NaDon Radio

“Fire set!”

Anthony Stevenson - Co-Owner & Talent Buyer at Come And Take It Live, Come And Take It ProducDons and Texas Independence Fest D. Fanbase & Social Media Analytics

Platform Followers/Subscribers Streams/Views

Facebook 10,099 Followers 193,003 Views

Instagram 838 Followers

Twitter 236 Followers

YouTube 480 Subscribers 1,028 Views

YouTube (VEVO) 3,250 Subscribers 31,955 Views

Spotify 306 Followers 14,002 Streams

Apple Music N/A 224 Streams

*”Never Surrender” music video uploaded to Facebook & YouTube (VEVO).

Men Women

<18 18 - 24 25 - 34 35 - 44 45 - 54 55 - 64 65+ 0% 10% 20% 30% 40% *Top 50 Facebook, Instagram, Apple Music & Spotify Territories E. Fan Feedback Highlights

D. Fanbase &

F. Current Prospects

- Manager currently in discussion to partner with Swedish company Kingart Music Management with Melba Culp and take on a supervisory role at the company.

- Performance on one of the main stages at Tuska Open Air in 2021 or 2022. Tuska is a heavy metal festival in Helsinki, Finland with over 43,000 annual attendees. Owner and promoter of Tuska is on board of directors for Ruisrock, a rock festival held in Turku with over 105,000 annual attendees and owner of famous Helsinki music club Tavastia. Talks are centered around Tuska and Tavastia, however a strong release and live performance could open up Ruisrock as well. These festivals tend to work closely with Sweden Rock Festival held in Norje, Sweden with over 33,000 annual attendees and Wacken Open Air held in Wacken, Germany with over 85,000 annual attendees. A strong performance and release can help book these festivals the following year if they are not obtained the same year as Tuska. Promoter has talked about professionally ﬁlming Tavastia performance.

- Live stream performance planned for Summer 2021 w/ Delta Enigma.

- Set to perform at Kipina Kokkola in late 2021 or 2022. Kipina Kokkola a conference held at an ice arena located in Kokkola, Finland. This will be the conferences ﬁrst year with musical performances. The conference has featured speakers in the past including Tony Iommi (Black Sabbath) and Bruce Dickinson (Iron Maiden). Lars Ulrich (Metallica) is rumored to be the speaker in 2021 or 2022. The arena has a capacity of 5,500 spectators and is expected to sell out.

- Set to perform at the next Round Rock Chalk Walk Arts Festival which has over 40,000 annual attendees.

- An interview will be scheduled with Radio Rock in Finland which boasts over 750,000 weekly listeners with television and radio personality Jone Nikula in support of release.

- An interview will be scheduled with ILKKA, a Finnish newspaper that boasts over 200,000 readers in support of release.

- “Diving Right Of Tyrants” to be featured in horror ﬁlm w/ named actors. G. Music Market Overview

2% 10%

12% 37%

GLOBAL RECORDED MUSIC REVENUES TOTAL - $19.1B (2018) (9.7% GROWTH)

14%

25%

Subsription Audio Streams Physical Performance Rights Downloads & Other Ditigal Ad-supported Streams Synchronization Revenues

TOP 10 MUSIC MARKETS 2018

1. USA 6. South Korea

2. Japan 7. China

3. UK 8. Australia

4. Germany 9. Canada

5. France 10. Brazil *In 2018 streaming revenue grew by 34% with 255M users of paid subscription music streaming account across the world. Goldman Sachs estimates that by 2030, 1.15B people will have paid subscription music streaming accounts greatly increasing royalty amounts paid to artists per stream.

**Recorded music revenues grew by 9.7% in 2018, if 2019 has grown by the same amount, the global recorded music market could be as high as $21B. Goldman Sachs predicts that streaming alone will be worth $37.2B a year to the music industry by 2030, while MIDiA Research predicts that consumer-spending on streaming (as opposed to trade revenues) could reach as high as $45.3B by 2026.

Live Music Revenue Music Publishing Revenue $9.1B (2017) $1.8B (US - 2017)

80% Ticket Sales 8% Growth (2017) 20% Merchandise Sales & Brand Sponsorships

*Information from Citigroup, MIDiA Research, Goldman Sachs, RIAA & PwC. **PwC predicts live music revenue will increase at a compound annual growth rate (CAGR) of 3.3% heading into 2022, estimating live music revenues will reach $31B in 2022, with ticket sales accounting for $24B of that total amount (2017 saw 5% growth in average ticket prices reaching $84.63). H. Metal & Rock Music Market Overview 1ST

In Listeners on Spotify (Metal)

*by a very large margin 5TH

In Listeners on Spotify (Rock) 26.5%

Of Physical & Digital Music Sales (Rock & Metal - 2018)

*Top-selling Genre of 2018 Market Size

350M+ 160M+ 90M+

Heavy Metal Music Metal Concert & Festivals Rock & Metal Merchandise

*Information from Facebook Ads Data & Licensing Industry Merchandisers Association

Fastest Growing Genres by Consumption (2018)

1. Heavy Metal (154%) 4. K-Pop (58%)

2. J-Pop (133%) 5. World Music (57%)

3. R&B/Soul (68%) 6. Instrumental (42%)

Metal music only accounts for 1.7% of all music available worldwide. *Source: ISRC

Of the 143,770 metal songs available, heavy, thrash and power metal make up only 23,107 of the songs but are the most consumed genres by far. Out of rock’s portion, hard rock accounts for only 16,893 songs. I. Industry Income Overview

Live Performance

Guarantee (monies guaranteed and usually paid in advance to artist organization)

Net Split (split of box ofﬁce net proﬁts minus expenses between promoter and artist organization)

Ex:

Concert Attendance: 10,000/10,000

Artist Guarantee: $250,000

Net Split Arrangement: 85/15 (artist/promoter)

Promoter Expenses (sound equipment, lights, permits, security, catering, etc…): $400,000

Average Ticket Price: $85

Box Office Gross: $850,000

Promoter Expenses: - $400,000

———————————————————————————— Guarantee + Net Split: Performance Net: $450,000 $382,500 Times: 85%

————————————————————————————

$382,500

Guarantee: - $250,000

————————————————————————————

Net Split Due Artist: $132,500 Venue Size (seats) Guarantee Net Split (average - artist/ promoter)

100 - 1,500 $250 - $15,000 None

1,500 - 2,500 or Opening Act $5,000 - $50,000 85/15, None (if opening)

5,000 - 10,000 $20,000 - $250,000 85/15

12,000 - 20,000 $100,000 - $1,000,000+ 90/10

35,000 - 60,000 $1,500,000 - $3,000,000 90/10 (initial), 92.5/7.5 (after certain criteria met)

*Booking agents will generally take a 5-20% commission on the artists gross income per engagement.

Performance Royalty (monies collected and paid out by artist’s performance rights organization for any public performances or broadcasts of original music)

Ex: 16 x $1.50 = $24 Set Time: 90 minutes (16 songs)

BMI Average Live Public Performance Royalty: $1.50

Meet & Greet Fee (monies paid to artist in exchange for meeting with fans usually prior to a performance at the venue)

Ex:

Meet & Greet Price: $600 $600 x 30 = $18,000

Anticipated M&G Attendance: 30 $18,000 x 85% =

Artist Fee: 85% Live Merchandise Royalty (royalty paid to artist by merchandiser, percentage of gross sales)

Head (average amount per spectator at an event spent at the merchandise booth)

Ex:

Concert Attendance: 10,000/10,000 10,000 x $4.50 = $45,000

Head: $4.50 $45,000 x 40% = $18,000

Live Merchandise Royalty: 40%

TOTAL: $250,000 (Guarantee) + $132,500 (Net Split) + $24 (Performance Royalty) + $15,300 (Meet & Greet Fee) + $18,000 (Live Merchandise Royalty) = $415,824

*Venues charge hall fees of 30% to 35% of the gross monies collected from merchandise. Some merchandisers may put a cap on the hall fee before the excess comes out of the artist’s pocket. That cap is usually no lower than 30% (ex: artist normally earning a 40% royalty will earn 35% with a 35% hall fee due to the 5% excess over the merchandiser’s limit). On the other hand, if an artist is able to negotiate the standard 30% fee down to 25% it is typical the artist will receive 50% to 75% of the savings.

Music Sales & Streams

Physical Sales (monies received by artist for sale of physical musical productions)

Digital Sales (monies received by artist for sale of digital musical productions)

Method Sale Price Proﬁt Per Unit Quantity Income

Online Physical CD $ 10.00 $ 9.20 150,000 $ 1,380,000 Sales

Distributor CD $ 10.00 $ 7.00 150,000 $ 1,050,000 Sales

Digital Album Sale $ 9.50 $ 6.50 10,000 $ 65,000.00 (Amazon) Method Sale Price Proﬁt Per Unit Quantity Income

Digital Single Sale $ 1.00 $ 0.70 35,000 $ 24,500.00 (Amazon)

Streaming Royalties (monies paid to artist by subscription platforms for the listening or viewing of original content by their subscribers)

Platform Pay Per Stream Streams Payout

Apple Music $ 0.00783 100M $ 783,000

Spotify $ 0.00437 100M $ 437,000

YouTube VEVO (video) $ 0.00238 100M $ 238,000

Pandora $ 0.00133 30M $ 39,900

Google Play $ 0.00676 10M $ 67,600

Amazon Music $ 0.01196 10M $ 119,600 Unlimited

SoundCloud $ 0.00130 5M $ 6,500

Rhapsody $ 0.01900 5M $ 95,000

Tidal $ 0.01284 5M $ 64,200

Deezer $ 0.00640 5M $ 32,000

YouTube Red $ 0.00802 5M $ 40,100

YouTube Music $ 0.00198 5M $ 9,900

YouTube Original $ 0.00164 5M $ 8,200 Content

YouTube Content ID $ 0.00087 5M $ 4,350

UMA $ 0.00102 1M $ 1,020

Yandex $ 0.00050 1M $ 500

Tencent QQ $ 0.00040 1M $ 400 Other Income Sources

Social Video Monetization (monies paid to artists for use of their music in video content that appears on platforms such as Facebook, YouTube, Instagram, Oculus, etc…)

Non-Interactive Streaming Royalties (monies paid to artists from non-interactive streaming programs such as internet and satellite radio)

Sync Licensing Revenue (monies paid to artists for the pairing of original audio content with moving images such as for ﬁlms, commercials, video games, TV shows, etc…)

Placement Range

Major Motion Picture $15,000 - $100,000

Major Motion Picture $50,000 - $250,000 Opening Credits

Major Motion Picture End $35,000 - $100,000 Credits

Independent Film (Festival $500 - $1,500 Only)

Independent Film $2,500 - $7,500 in addition to the Festival Only License Fee plus additional (Theatrical) incremental fees based off of box ofﬁce gross

TV Show $10,000 - $50,000

Commercial $50,000 - $200,000 for one-year national usage for television and radio in the United States with hit songs commanding as much as $1,000,000 for a major campaign, regional usage and shorter terms are scaled down

Video Game $8,000 - $10,000 with major hits commanding as much as $50,000 plus an additional $10,000 - $30,000 if the song is used for advertising the game

Mechanical Royalties (monies paid to artists for the usage of a composition, as opposed to a particular recording)

*Current statutory mechanical royalty rate for physical recordings and permanent digital downloads is $.091 for recordings of a song 5 minutes or less and $0.0175 per minute or fraction thereof for those over 5 minutes. Streaming platforms have a mechanical rate that varies within the range of 4% to 6.75% of revenue. These royalties are paid by a third-party organization such as record companies or companies responsible for manufacturing.

Performance Royalties Continued (brieﬂy described in Live Performance, performance royalties extend to money owed to artists whenever their compositions are played on FM radio, college radio, at public events and more)

*While it is difﬁcult to calculate an exact royalty amount per play for commercial radio, a hit song can generate as much as $500,000 or more a year from commercial radio play. College radio royalties are set at a minimum of $0.06 per play. In an extreme case, Sting earns roughly $2,000 per day in radio royalties from “Every Breath You Take” more than 30 years after its initial release.

Sponsorships (monies paid by an organization to artists in order to attach their brand to a particular event(s), release, posting or platform)

*Often used to lessen artist expenses or promoter expenses to generate a higher net (thus greater amount taken from the net split). There’s $1.4B spent annually by North American companies sponsoring music events and tours. Being the primary sponsor of an artist’s tour can run as much as $10M or more.

Endorsements (monies paid to artists for their public approval and support of a product, event or brand)

*High paying endorsement deals for musical products are mostly a thing of the past. The top artists of an instrument heavy genre will have the option to receive compensation for using particular brands but for most successful artists, it is free gear and for newer artists it is signiﬁcantly discounted gear. These non-paid deals help to reduce touring, recording and rehearsing expenses, and can lead to the creation of signature instruments; of which artists receive a royalty on the sale of each unit. However, non-music brand related endorsements are on the rise, with contracts as valuable as $50M.

Appearance Fees (monies paid to artists for a particular special appearance as themselves such as on a television series, at the opening of a new venue, at a trade show, at a musical clinic, university lecture or through fan engagement services such as Cameo) *Artists can charge whatever they want for an appearance, some artists may prefer to take one $100,000 appearance per year over three $50,000 appearances. Some may shoot high and try to score a $500,000 appearance every few years or charge a ridiculous amount having no real interest in personal appearances at all. Most entertainment ﬁgures will fall within the $7,500 to $250,000 range but some exceed $1M. Often times, the amount charged depends on the type of event. On Cameo, successful artists charge between $25 and $500 for a short personalized video.

Fan Club Revenue (monies paid to artist in the form of annual or monthly subscription in exchange for access to a platform usually offering contests, ticket pre-sales, discounted merchandise, exclusive merchandise, exclusive content and more)

*Fan clubs usually have 2 tiers, a free option and an option that runs $40 to $70 annually. The number of paid fan club subscriptions for a successful artist will generally number in the thousands. Newer artists can take advantage of online third-party fan club services at lower subscription amounts.

Lyric Display (monies paid on a per view basis or as a licensing fee to artists for the display of song lyrics for karaoke or online, usually from lyric websites)

*One publishing organization issues licenses at a rate of $15 for 6-months per song. Another publishing organization collects $100 per 100,000 views for afﬁliated artists. Others collect 50% of the lyric websites advertising revenue and distribute accordingly amongst their artists.

Sheet Music Print Licenses (monies paid to an artist for the physical printing of their compositions such as for songbooks or the digital display of those compositions online)

*Usually a royalty, is calculated as 20% of the retail price for a single sheet (non-digital) or 10% to 12.5% for folios; folios relating entirely to a speciﬁc artist generally receive an additional 5%. Lyrics or music reprinted in books usually receives a royalty of $0.01 per unit, with a minimum up front payment of $200. Publishers generally collect 50% of advertising revenue from websites that digitally print music online and distribute accordingly amongst their artists.

Composer & Publisher Settlements (monies paid from litigation settlements involving the composition copyright) Performer & Recording Artist Settlements (monies paid from litigation settlements involving the master recording copyright)

*Ex: Metallica v. Napster, Inc. sought $10M in damages, settled outside of court in July 2001.

Merchandising Settlements (monies paid from litigation settlements involving merchandising, usually involving highly-organized bootleg operations)

Trademark Settlements (monies paid from litigation generally for using an artist’s brand for commercial beneﬁt without consent)

*Ex: Iron Maiden has ﬁled a $2M lawsuit over ‘Ion Maiden’ video game.

AARC Royalties (monies paid to artists for digital recordings of their songs, foreign private copying levies and foreign record rental royalties)

Neighboring Rights Royalties (monies paid to artists for the foreign performance of their recordings)

Retail Merchandise Sales (monies paid to artists either directly from consumers through website merchandise sales or through third party organizations that have obtained the right to sell and/ or produce ofﬁcially licensed merchandise)

Avenue Royalty

Top-Line Retailer 15% - 25% of wholesale price

Midlevel Department Store 11.25% - 18.75% of wholesale price (ex: JCPenny…)

Mass Marketers (Walmart, 7.5% - 12.5% of wholesale price Target, etc…)

Internet Sales Same rates as above, however some websites make deals directly with artists which offer an additional royalty (usually 10% of retail price)

Mail-Order Sales 25% on retail price Persona Licensing (monies paid to artists from a brand that is licensing their name or likeness for uses such as characters in a video game or comic book, etc…)

*Examples are Pokemon character “Obstagoon” inspired by Gene Simmons of KISS or Avenged Sevenfold frontman, M. Shadows appearing as a character in Call of Duty: Black Ops 4.

Ad Revenue (miscellaneous income generated by an artist’s website properties such as click- thru ads or commissions on Amazon sales through unique product links)

Equipment Leasing (monies paid to artists that choose to own certain equipment others might lease and choose to lease it out when it’s not in use; such as lights, semis, tour busses, trailers, etc…)

*Taylor Swift owns over 20 semi-trailer trucks and leases them out when she is not on tour. Her most recent tour required 82 semi-trailer trucks, it is unknown whether she owns the additional trucks. Other more common instances are when artists lease out tour buses not in use or some of their sound equipment to the opening act.

Who collects: Performance Rights Organization (ASCAP, SESEC, BMI, etc…), SoundExchange, AARC, Booking Agent (performance deposits), Business Manager & Tour Manager (performance fees), Publisher, Label or Distributor.

Who gets paid: Personal Managers (10% to 20% of earnings or salary), Business Manager (5% of earnings, hourly basis, ﬂat fee or combination), Attorney (5% of earnings, $150/hr to $600/hr, or value billing with an hourly rate or retainer against it), Publisher (11.5% of publishing earnings for rights management if artist is their own publisher or 25% of publishing earnings), Producer (3% to 4% of net income generated from produced materials)

*Information from All You Need To Know About The Music Business by Donald Passman, ISRC, IFPI, BMI, Billboard, CDBaby, PwC, Pollstar J. Content Production List

AUDIO VIDEO MERCHANDISE MISCELLANEOUS

In Solitude We Trust Sheepdog Heroes Music In Solitude We Trust T- Sheepdog Heroes Single Video Shirt Cover Art

In Solitude We Trust Sheepdog Heroes Music Instrumental Video Behind-The-Scenes Video

In Solitude We Trust Intro Live Mix

Bitter King

Bitter King Instrumental

Sheepdog Heroes

Sheepdog Heroes Instrumental

Divine Right Of Tyrants

Divine Right Of Tyrants Instrumental

Faces Of The Forest

Faces Of The Forest Instrumental

Come To Rest

Come To Rest Instrumental

All I Am

All I Am Instrumental

Falling Down To Me

Falling Down To Me Instrumental

Melba Culp AUDIO VIDEO MERCHANDISE MISCELLANEOUS

Never Surrender

Never Surrender Instrumental K. Digital Marketing Outline

Internet Commercial College Radio Radio Radio Email Marketing Newsletter News Websites Media (Press Releases) Blogs

Forums Webzines Inﬂuencers Digital Marketing Pinterest Snapchat

YouTube Social Media Marketing Facebook VK Paid Advertising Twitter Instagram Tumblr

Facebook AdWords Ads (YouTube) L. Lyrics

A Darkened Rose…

1. “In Solitude We Trust

Crawl away into your place Filled with lies from your distaste Fool yourself cause someone else Stole your soul then crept away

Blinded by the shades of which you have put up Walking lifeless, given up Fake grin plastered, right upon your face Pretend, pretend but the pain wont go away

Searching further and further, searching for the Truth be told, it lies right here with you But you hide, you hide, you hide, you hide away Safe in the darkness, what’s beautiful decays

No longer can you feel Think and know what’s real Demons possess your soul Your creation, you behold Should’ve believed, had some faith But you looked the other way Tormented now, by your sins But you’d do it all over again

Broken from within The fake under your skin The truth that can’t be revealed The lies you thought were real Buried under your skin You’ll never, never do this again

Open up No, no, no Open up Let it go Open up Let me hear your screams Let it out and just believe

Broken from within The fake under your skin The truth that can’t be revealed The lies you thought were real Buried under your skin You’ll never, never do this again

Forgive, Forgive Forgive me for what they’ve done I’ll trust in you, never undone

How will you ﬁnd your treasure If you can’t build your ship I’ll just be here waiting This world, she never quits

2. “Bitter King”

I’ll put the words right in your mouth I’ll chew you up and spit you out I’ll set aﬁre to all your dreams Destroy who you are and all you believe

Wrapping tight around your skin Constrict the blood-ﬂow, kill within A search for a golden crown Brought man to his knees, weathered down He wears but inside he’s torn To mean so much Left broken, worn Was he blinded by foolish dreams? Pleading to escape reality His fantasy feeds off of his bitter tongue A taste unpleasant, never gone Diverted from true desire his heart grew cold whilst lighting ﬁres He’s earned his crown but he’s alone, dying and old Can he let go? Is there time for him to redeem himself of all of his sins? Fought long and hard to uncover the toughest truth He thought he knew The answer lies within everything he fought off The innocent life, he once knew Now the man is in his place Others envy as he dies away He only prays they see the truth It’s never ending, having everything to prove And on this fateful night, that man lost his life Surrounded by those admiring his might He only prayed they’d see the truth This man had dug his own grave For he truly had nothing, his death long overdue

3. “Sheepdog Heroes”

What a day under scolding suns Sweating fear and courage that runs So deep, so deep in his pride He carries on as his brothers die

Dust ﬁnds place in his eyes Filling up the tears he cries Fires back when he’s ﬁred upon Flashing thoughts of what can’t be undone

Fighting for you, the freedom that stays A soldier lays down, he dies today Knowing no one will hear his name Sheepdog hero, he died for us today

Under ﬁre, under ﬁre and he screams Struck by a round this young man bleeds Not giving up, he’s not giving in For his country, pulling lead from his skin Fighting for you, the freedom that stays A soldier lays down, he dies today Knowing no one will hear his name Sheepdog hero, he died for us today

4. “Divine Right of Tyrants” I am the punishment of God Had you not committed your sins A curse as cruel as me Wouldn’t leave you condemned

Trampling the weak Hurdling the dead Those who don’t entrust their faith upon me Will meet the end

In the ﬁelds, see the ﬁres coming Another leaders fallen In the dust, history lies Thou shall not repeat itself this time

Single death is tragedy You are just a number Your gratitude a sickness Suffered by those lesser

Daggers for my teeth Bomb in my hand An inﬁnite scorn in my heart Damning all the land

In the ﬁelds, see the ﬁres coming Another leaders fallen In the dust, history lies Thou shall not repeat itself this time

What luck for us rulers Men do not think Victor shall never be questioned Of the lies we speak

Why shan’t we be As cruel as nature surrounds us Eternally Seek not truth but victory Brutality With no man, no problem Death he shall meet 5. “Faces Of The Forest”

A hero stands in-between Insanity that fear will feed For the greater good of which Nature nurtures, deadly gifts

Understanding here is key Proves to be man’s destiny Harnessing all he’s been through Will coexist, a hunter’s gold

Beyond land and sea Graceful touch, these deadly beings Understanding in the heart’s of man Killing fear with his bare hands Beyond land and sea Graceful touch, these deadly beings Killing fear with his bare hands A hunter hunts once again

Face of danger, he stands tall For he is one, one with all Put forth, all he can be A will that can’t be beat

Conserving all that we’re to know Or humanity will pay a toll Less we forget the man Bold and faithful, gentle hands

6. Come To Rest

All I thought of you Lost it all, come to Come to be, unstill Restless mind, my hell

Burning through the fuel and rotting out the brain Endless thoughts, drive me insane Finding out the reason, learning to hate you No longer intact Minds ﬁnally come to rest

A darkened rose, betrayed Petals falling, enraged Choking on, words Never said, unheard

Burning through the fuel and rotting out the brain Endless thoughts, drive me insane Finding out the reason, learning to hate you No longer intact Minds ﬁnally come to rest

Yeah

Burning through the fuel and rotting out the brain Endless thoughts, drive me insane Finding out the reason, learning to hate you No longer intact Minds ﬁnally come to rest

Time to let it go All I’ll never know Time to say goodbye Goodbye

7. “All I Am”

Life begins for me ’Tis dying slowly All they aim to kill Bleeds inside of me A child without sin The tormenting begins ‘Till all is lost in vain And I shall join their game

Always tough to hate and always betrayed The lives we’re taught to live, with what they have to give Treat others the way You beat and scolded me In your prison I became Everything we’re told to hate

Pushed, over the edge Falling through inﬁnity Pursuit of no meaning No meaning within me Lost from where I am With nowhere left to stand No one in my way But still I am afraid I cannot forgive And I never will forget I cannot face the truth That all I am is you

So look the other way As your life fades away You ran away from you And now you’re living proof That we will all become A reﬂection of their hypocrisy Troubled in our minds We wonder aimlessly

Pursuing just what ﬁts In this catastrophe You’ve devised unknowingly Slowly killing me I cannot face the truth That all I am is you Pushed, over the edge Falling through inﬁnity Pursuit of no meaning No meaning within me Lost from where I am With nowhere left to stand No one in my way But still I am afraid I cannot forgive And I never will forget I cannot face the truth That all I am is you, you, you

8. “Falling Down To Me”

In ﬁnal darkness We close our eyes eternally Imagine the sunrise So far away and hard to believe

I know that you’re out there I need to know that you’re here with me I’m falling from you now Faster than your reach Look in their eyes Fall for the lies Watch them laugh at your defeat They don’t even care now You’re just an ant now Smaller than anyone’s eyes can see And now you are falling Falling right down to me

Reach out your hand now Now that you’ve fallen, into the truth They won’t let us see now These demons around that haunt me and you

I do believe now Just give me a sign that you are there I can’t hear a thing now Your kiss of death has become my air

Look in their eyes Fall for the lies Watch them laugh at your defeat They don’t even care now You’re just an ant now Smaller than anyone’s eyes can see And now you are falling Falling right down to me You’re falling to me Falling to me You’re falling to me Falling to me You’re falling to me Falling to me You’ve fallen to me

9. “Melba Culp” - Instrumental

10. “Never Surrender”

Binded in life But I, won’t give up the ﬁght Urgency strong But I, I’ll never belong

Tempted with greed False prosperity Slave to their system I will be freed We will ﬁght against all the empires We will win, or else we will die We will ﬁght to carry our creed To do whatever, it is we please

Drowning in their wasteland Can’t call this home I am so different And different, is what they’ll be shown

Never will I Abandon these dreams Never will I Work the dead end beat

We will ﬁght against all the empires We will win, or else we will die We will ﬁght to carry our creed To do whatever, it is we please

We will ﬁght against all the empires We will win, or else we will die We will ﬁght to carry our creed To do whatever, it is we please Down on their knees I choose to be free Yeah

Fuck Society - Single

1. “Fuck Society”

I fuckin’ hate you society I fuckin’ hate you and your vision for me Of who I am and how I should be I fuckin’ hate you, you don’t know me

You want a dirt poor, compliant bitch To believe all your lies Suffer for your advance You want control of all of our lives I’ll kick you down in the dirt, I’ll expose all the lies

Rob the people of all their rights Propaganda turns your skin on mine Take away our rights The right to bear a ﬁst The right to shoot you my ﬁnger The right to show you I’m pissed

I fuckin’ hate you society I fuckin’ hate you and your vision for me Of who I am and how I should be I fuckin’ hate you, you don’t know me M. Music Video Synopsis’s

In Solitude We Trust - A man is locked in a cell by a cloaked figure in a creepy, abandoned mental hospital. Later, we see this man waiting at the end of the hallway on an alter with a pastor awaiting his bride. The bride walks down the same hallway but the man and woman are never in the same frame. There is an eerie victorian vibe to the groom and bride. The bride walks slowly down the hallway while haunted by past lovers screaming at her, kissing someone else (engagement ring falling) and father time taunting her with his hourglass as she walks but she pays them no attention focused forward. The man is haunted by his past lovers as well, focused only on what approaches him. Finally, the bride reaches the alter. And both are focused on what is across from them. The camera turns only to show a mirror with a deathly ill reflection of themselves. The camera then focuses on the priest who wears an evil smirk as the camera quickly pulls back down the hall. We cut back to the man being locked in the cell, this time the camera following the cloaked figure only to reveal the man under the cloak is himself.

Throughout the video are clips of band members playing song alone in creepy rooms throughout mental hospital (location - Yorktown Memorial Hospital). During guitar solo, bride and groom are in individual cells going crazy in straight jackets. Creepy imagery like tombstones and rope hanging above chair throughout.

Sheepdog Heroes - Band playing song in a desert with war and explosions going on around band following a young soldier at war who is losing all his friends and getting torn to pieces physically and emotionally. The soldier survives the battle but we get the feeling he wishes he didn’t, the sole survivor.

Potentially real footage of families in interrogation-like room holding pictures of real fallen soldiers throughout video ending with the young soldier from the video looking into the camera before grabbing his bag and walking out the door to deploy.

Come To Rest - Footage of band recording song in studio. Occasionally cutting to footage of love letters burning, a rose decaying and other symbolic images of a love that has died. Video is in black & white. Divine Right Of Tyrants - Band performing song in ancient ruins of a temple. Throughout video are cuts of the cruelest leaders in history brainwashing the masses. At the end of the video, a fat man is seen in a chair, back to the camera sporting a gold Rolex with a cigar in his hand watching the world in chaos on a pipe like contraption holding up several screens like old TV’s as he laughs.

Faces Of The Forest - A point-of-view camera walks through a dense rainforest at a careful pace, as leaves begin to rustle around and branches begin to come hurling down, the camera quickens its pace. As this intensiﬁes, the camera is in a desperate escape from something in pursuit of it, in the dense forest. At the end of the video the camera comes to a clearing and reveals a construction site destroying the forest and poachers laying out their poached goods and kill. Video cuts between this chase and the band performing in a tribal circle in the rainforest.

Falling Down To Me - A group of girls who seem to have life going for them pass by an almost demon-like looking homeless man slumped against the wall in an alley. One of the women takes notice to the man and begins to mock him and poke at his misfortune as he just lays there taking no notice. The video follows the woman throughout her perfect life, but now, the homeless man is there taunting her like a demon that only she can see as her perfect life begins to fall apart around her. At the end of the video she winds up in the same alley, slumped on the same wall with her image altered to that similar to the demonic nature of the man.

Melba Culp - An instrumental song with an animated video of the stars telling the story of a woman’s life. Throughout this life there is heartbreak and challenges including the loss of a child and bouts with illness but this woman remains strong and there for others through all of it until the end. She is then painted in the stars that tell her story.

Bitter King - Claymation tale of a young peasant who dreams of being king. In this pursuit he becomes ruthless to attain his throne. In his throne he rules harshly and rewards himself with that of which others dream. He rules but something is missing he just can’t reach and he becomes bitter. On the brink of death he is put out on public display to be honored. Others come to lay ﬂowers and praise the king. The king lays there unable to speak watching those admire him. He sees them all, children and families together. He then realizes he is alone and has done no good for anyone but himself. He yearns to warn others as he passes to be weary of their admiration and appreciate what they have (that of which he abandoned in his selﬁsh pursuits) but he is too worn and too old to communicate as he passes away, alone.

All I Am - A young student excitedly begins their first day of school. The student is alone at a solo desk in the first classroom. A strict and creepy looking teacher walks in and immediately scolds the kid stripping away his smile. The camera follows the child throughout the day as other dark figures of authority rip apart every part of him that is unique and force him into their ways, until the child has lost his happiness and lost his identity.

Potentially, other students in the class and school who are already “in-line” and ignore his pleads for help and “out of line” behavior.

Fuck Society - An auditorium is full of bizarrely uniform citizens hosting a talent show. Centered in the audience sits a judging panel full of authoritative ﬁgures with name plates such as “Big Brother”, “Media Mind Control”, “Director Of Conformity” and others. On the side aisles of the auditorium stand soldiers dawning fatigues, berets and armed with AK-47 riﬂes. Clips cut between children showing various talents and the band performing on the same stage staring down the judges. During the child performances, they reward students who display skills in science, math and technology and gun down any of those who step outside of the norm and do anything artsy. Video ends with an angry stare down between the band and judges after the performance. Video is in black & white.

Note - Finnish artist Vin Valentino has agreed to direct and ﬁlm “Sheepdog Heroes” for free. High-quality subsequent videos will follow with ultra-low budgets and continued cooperation. Here is a recent work of his - N. Line Item Budget

Description Quantity Cost

AUDIO CONTENT

Mixing 10 $ 4,500

Mastering 10 $ 1,000

PRODUCTION

UAD Apollo Twin X $ 1,035

Furman P-1400 AR E $ 1,960

Fractal Audio Axe-FX III Mark II $ 2,385

Fractal Audio FC-6 $ 735

Fractal Audio EV-1 $ 200

Genelec 8010A 2 $ 690

Korg Pitch-black Pro $ 140

Sony MDR-7506 $ 130

Apple MacBook Pro 16 w/ Logic Pro X $ 7,700

Avid Pro Tools (1yr) $ 300

TC Helicon VoiceLive Rack $ 875

TC Helicon Switch 3 $ 90

Shure SM7B $ 500

Shure Super 55 Deluxe $ 255

Shure P3TERA K3E $ 900

Yamaha MG06X $ 145

Ultimate Ears UE Live $ 2,600

Mesa Boogie 1x12 Recto Cabinet $ 1,045

ESP E-II Arrow $ 2,000

EMG 60 $ 105 Description Quantity Cost

Roadringer Special Combo Case Pro, 8U $ 275

Merchandise Designs 10 $ 350

Single Artwork $ 300

Marketing $ 5,000

UAD Ultimate PlugIn Bundle 8 $ 2,500

Additional UAD PlugIns $ 1,480

Reserve Funds $ 1,000

Total $ 40,195 What is all of this stuﬀ?

Mixing - The process of combining multitrack recordings into a ﬁnal mono, stereo or surround sound product. This process can include editing tracks, adjusting levels, panning audio, balancing effects such as EQ, Chorus, Delay, Compression and Reverb.

Mastering - The process of preparing and transferring recorded audio from the ﬁnal mix to a data storage device. The process includes signal processing w/ equalization, compression, saturation, stereo enhancement, limiting and other ﬁnal touches. Additionally, the mastering process helps maintain a unifying sound across a record.

UAD Apollo Twin X - Audio interfaces improve upon the sonic capabilities of a computer while allowing for the connection of various audio signals, such as microphones and instruments.

Furman P-1400 AR E - Power conditioners protect equipment and improve the quality of the power that is delivered to the electrical load equipment.

Fractal Audio Axe FX III Mark II - A powerful guitar processor for use in a recording studio and live setting. This is where your “sound” comes from. A relatively new and popular innovation to music, this piece of rack equipment gives you access to the sound of countless ampliﬁers, effects and cabinets. The advanced modeling technology provides consistency while sounding like the real deal. Bands such as Metallica, Avenged Sevenfold and Def Leppard have adopted these processors for their live performances.

Fractal Audio FC-6 - A footswtich that controls the Fractal Audio Axe FX III Mark II guitar effects processor in a live environment.

Fractal Audio EV-1 - A pedal that allows for the controlling of various volume and “wah” like effects.

Genelec 8010A - A reliable and powerful studio device for monitoring audio.

Korg Pitch-black Pro - A rack mount guitar tuner.

Sony MDR-7506 - The industry standard studio headphones for closed audio monitoring. Apple MacBook Pro 16 w/ Logic Pro X - A powerful 64GB RAM, workhorse of a laptop able to handle Pro Tools DAW (digital audio workstation) operating system requirements and the necessary requirements for running all of the rack mount equipment in a live and studio setting. Logic Pro X is Apple’s user friendly recording software which is ideal for tracking, virtual instruments and demos.

Avid Pro Tools - The industry standard recording software. Current recordings are in Pro Tools ﬁle. The software is ideal for remote collaboration and mixing.

TC Helicon VoiceLive Rack - A vocal effects processor built for consistent delivery in a live environment.

TC Helicon Switch 3 - A footswitch that controls the TC Helicon VoiceLive Rack in a live setting.

Shure SM7B - The relatively inexpensive industry standard condenser microphone used for recording harsh vocals in a recording studio environment.

Shure Super 55 Deluxe - A dynamic microphone ideal for harsh vocals in a live environment.

Shure P3TERA K3E - A wireless monitoring system. Transmits audio to the musicians in-ear devices on stage. Often times provided or rented by local promoters due to varying RF regulations around the globe, these devices help provide accurate rehearsals for a live environment.

Yamaha MG06X - A small mixing board ideal for setting monitoring levels.

Ultimate Ears UE Live - This is what makes a great show. An artist has to hear themselves to play well. And very few venues invest in their monitoring systems and the ones that do often do not allot the necessary time for soundcheck. In the situation that the monitors are excellent quality and dialed in, an artist becomes a slave to that spot on stage, sacriﬁcing the live presence that brings an audience to life. These allow for consistent performances and accurate monitoring every single night. They are ideal for rehearsing for live performances and compatible with almost any wireless monitoring receiver. These are the in-ear monitors that artists wear on-stage. Mesa Boogie 1x12 Recto Cabinet - A guitar speaker cabinet used for recording and live environments. It can be connected with the Fractal Audio guitar effects processor to be mic’d for a recording session or live performance.

ESP E-II Arrow - The beginning of a relationship with ESP (see “Current Prospects”).

EMG 60 - A bridge pickup ideal for capturing “clean” audio.

Roadringer Special Combo Case Pro, 8U - A heavy duty case able to store rack mount equipment and secure its transport by land and air.

Merchandise Designs - Graphic designs for each song to be pressed onto t-shirts and used for other future merchandising ventures.

Single Artwork - Artwork for “Sheepdog Heroes”, a single release prior to the album release.

Marketing - Digital marketing funds to be used across platforms such as Facebook, Instagram and YouTube.

UAD Ultimate Plugin Bundle 8 - Gold standard recording studio effects and equipment have now been digitized. The bundle consists of various compressors, limiters, reverbs, chorus effects, etc… found in top-tier studios.

Additional UAD Plugins - Additional relevant plugins not included in the bundle for a self- sufﬁcient recording studio environment.

Reserve Funds - Funds set aside for any portion running over budget. O. Success Stories

Metallica - Two most owned apparel items the world are Metallica shirt and Yankees cap. Released in 1991, “The Black Album” has sold over 31M copies worldwide and continuously sells roughly 5,000 copies per week to this day, never dipping fewer than 1,000 sales per week. In 2019, the band accumulated over 1B streams on Spotify. Their most recent album “Hardwired… to Self-Destruct sold 291K copies in it’s ﬁrst week of release in 2016 and has gone one to sell over 2M copies in the streaming age. In support of the album, the “Hardwired” Tour has grossed more than $414.4M across 139 performances. Their YouTube channel created in 2007 has gathered more than 2.9B views and 5.31M subscribers. Over the years the band has grossed over $1.4B in ticket sales from 22.1M tickets sold, sold more than 125M albums worldwide and over $125M in merchandise in North America alone since 1991.

Megadeth - Between 2016 and 2019 the band averaged a gross earning of $102K per performance. Since 1985 the band has sold more than 38M albums worldwide. The band drew in an average of 2.57M monthly listeners on Spotify in 2019 and their most popular track “Symphony Of Destruction” has over 94.2M streams on the platform.

Iron Maiden - Across their sixteen studio albums the band has more than 100M albums worldwide. Between February of 2016 and July of 2017 the band grossed more than $100.2M from 104 on their “The Book Of Souls” Tour. Their 2018 and 2019 “Legacy of the Beast” Tour grossed even more per performance raking in as much as $4.7M a night. With over 5.1M monthly listeners on Spotify the band boasts four tracks with over 100M streams. As a leader in live merchandise sales, the band far exceeds metal’s average of generating $4.54 per concert attendant per night in merchandise sales and is rumored to gross as much as $10 per attendant. In 2017, the band had 553,067 attendees across 45 performances. Since 2013, the band’s ofﬁcial “Trooper” beer brand has sold more than 25M pints.

Judas Priest - Averaging $308K in gross per performance from reported shows in 2019 and selling over 49K copies of their 2018 “Firepower” album in the United States alone in it’s ﬁrst week during the streaming age, making it the bands highest charting album in the US to date, the band carries on strong with only two original members. The group has sold close to 50M albums worldwide across eighteen studio albums. They boast over 2.7M monthly listeners on Spotify with their top track nearing 94M streams.

Scorpions - The group has sold more than 110M records worldwide and their single “Wind Of Change” sold over 14M copies as a single making it the 15th best selling single of all time, with the music video accumulating over 738M views on YouTube since November of 2009. With two songs carrying more than 200M streams on Spotify the band has over 7.4M mostly listeners on the platform. In 2019 the band announced that “Always Somewhere” had reached 75M streams on Apple Music with several other tracks breaking the 5M stream marker. The bands “Return to Forever” tour brought in a gross of $22.4M in 2015 and $26.2M in 2016 across 110 performances, their "Crazy World” tour brought in more than $10.1M in the ﬁrst half of 2018.

Avenged Sevenfold - Releasing their debut album in 2003, the band has gone on to sell more than 8M worldwide. The group ranked #83 in the highest grossing tours from January to June of 2018, raking in a gross of $10.5M during the six-month period. The band has had much success partnering with brands including creating original music for the “Call of Duty: Black Ops” video game and having vocalist M. Shadows featured as a character in “Call of Duty: Black Ops 4”. On Spotify, they have more than 5M monthly listeners and two tracks with over 100M streams, with several others nearing the marker.

Ghost - In 2010, the satanic hard rock and heavy heavy metal group released their debut record “Opus Eponymous”, now gathering more than 1.8M monthly listeners on Spotify. The singer and sole full-time member of Ghost, Tobias Forge, was ranked amongst the top earning young Swedes in Stockholm in 2017, bringing in approximately $837K in taxable income. Since, the group has gone on to release their best selling record “Prequelle” in 2018, selling more than 66,000 equivalent album units in its very ﬁrst week of release and reaching No. 3 on the Billboard top 200. Originally performing in theaters to support the album, the band made the jump from theaters to arenas for the second leg of the tour.

OTHER SIMILAR ARTISTS (Spotify Monthly Listeners) - AC/DC (17.3M), Accept (801K), Adrenaline Mob (92K), Alice Cooper (3.1M), Alice In Chains (4M), All That Remains (1.2M), Amon Amarth (1M), Anthrax (993K), Apocalyptica (1.2M), Avantasia (363K), Bad Wolves (2.7M), Black Label Society (776K), Black Sabbath (6.8M), Black Veil Brides (1.2M), Blind Guardian (448K), Breaking Benjamin (2.1M), Buckcherry (1M), Dio (1.8M), Disturbed (7.3M), Down (233K), DragonForce (1.3M), Dream Theater (1.1M), Drowning Pool (1.9M), Edguy (266K), Five Finger Death Punch (4.9M), Fozzy (493K), Godsmack (3.1M), Gotthard (165K), Guns N Roses (16.8M), Helloween (955K), Killswitch Engage (1.9M), Korn (4.8M), Lacuna Coil (630K), Lamb Of God (1.1M), Machine Head (1.1M), Manowar (615K), Motley Crue (5M), Motorhead (3.4M), My Chemical Romance (7.2M), Nickelback (8.1M), Nightwish (1.4M), Nonpoint (899K), Ozzy Osbourne (6M), Pantera (3M), Papa Roach (6.9M), Pop Evil (1.3M), Queensryche (691K), Quiet Riot (2.6M), Rob Zombie (1.9M), Saliva (1.7M), Saxon (481K), Sepultura (939K), Sevendust (823K), Skid Row (2.3M), Slayer (1.7M), Slipknot (6.6M), Stone Sour (3.4M), System Of A Down (8.2M), Tesla (667K), Testament (502K), Three Days Grace (5.4M), Trapt (1.7M), WASP (799K), Whitesnake (4.6M), Yngwie Malmsteen (307K) P. FAQs

1. How does this compare to label or publisher investments?

Labels will generally invest $500,000 to $2,000,000 to ‘break’ a new artist with the option to commit further investment with predetermined minimum and maximum amounts based off of performance and judgement. Usually $50,000 to $350,000 of this amount is an advance payment to the artists and does not contribute towards production, the production amount goes towards recording, video production, tour support and marketing. Labels own the master recordings and pay artists royalties in the range of 12% to 22%. Labels will generally also demand 10% to 20% of an artists net income from touring, merchandising and/or songwriting during the duration of the recording agreement. It is most common that they share in two of the additional major income streams, though in some cases they participate in all three or none. There is also a shelter amount, meaning they don’t start participating in their share until an artist has earned a certain set amount thus far that year, usually $100,000 to $500,000. A typical term for a recording agreement is three to five album cycles. After this the label no longer shares in the artist’s additional income streams and only collects from the master recordings they financed under the agreement in perpetuity, owing the same royalty amount to the artist. Traditionally, labels controlled the industry and had a wide array of departments to support artists from radio promotions to creative support however, due to the growth in streaming and the ease of digital distribution they have downsized and lost that industry control. This has caused many artists to go independent rather than sign to a label. Management companies or sophisticated artist’s organizations now tend to fill in where the labels downsized.

Publishers do not generally invest in artists, instead they usually give new artists an advance payment of $50,000 to $150,000 for signing. Publisher’s share in 10% to 25% of income generated from songwriting. Many artists at various levels set up their own publishing companies and partner with a rights management company or hire their own staff to increase their overall control and songwriting income. The term of an exclusive publishing agreement is usually 1 to 3 years and includes all material written during that time. Publishing is getting less and less lucrative for publishers as it becomes easier for artists to become their own publishers and outsource the management of rights, with one of the few remaining beneﬁts being the relationships to music supervisors and organizations. 2. What happens if someone leaves the band?

Bands are hardly consistent, that’s why there are so many touring and session musicians. Usually there are 1 to 3 consistent, key members who keep the band going. The Scorpions have had dozens of lineup changes with their singer and rhythm guitarist being the only consistent members from the initial album release. Journey continues to pack arenas with only an original guitarist and keyboardist. Judas Priest generates more revenue than they have in decades with only an original singer and bassist. Foreigner packs large theaters to small arenas with only an original guitar player and the list goes on… In some instances, where you think there’s a band, there isn’t. Jon Bon Jovi is the only true member of Bon Jovi with longtime members Richie Sambora, David Bryan and Tico Torres being salaried employees with proﬁt shares negotiated on a tour by tour, album by album basis. The deals can be quite lucrative with Richie Sambora receiving a monthly salary of $2,000,000 plus 20% of each performance’s proﬁts. However, after he left the band in 2013, his replacement reportedly takes home a salary of $10,000 per month. The most commonly reported rates for sharing the stage alongside a major artist are $750 to $1,000 per night, sometimes with the owner of the band pocketing over $1,000,000 for that same night. It is rumored that Megadeth pays backing musicians $225,000 per year plus expenses for every year they produce an album and spend six months touring in support of the album. Since Dave Mustaine owns Megadeth, members moving in and out has little effect on the operations of the band. In Ghost, the singer Tobias Forge uses different musicians on stage and in the studio, the stage musicians where masks and are named after the elements so changes in personnel are not even publicly noticed or known. While a change in management can make for a messy transition period, a change in band members usually means nothing more than a couple of extra rehearsals. Band’s negotiate internal agreements or have work for hire agreements to prepare for these situations.

3. Can I sell my share in the band?

While not your traditional venture capital investment, you can sell your share in a band or even your share in particular royalties while maintaining cash-ﬂow from other streams. In fact, royalty marketplaces are becoming a growing industry with many investors in search of yield turning to music royalty funds. Q. Investment Math

Year Revenue Net Proﬁts Investor Split Investor Payout

1 $250,000 $100,000 30% $30,000

2 $950,000 $427,500 5% $21,375

3 $1,800,000 $855,000 5% $42,750

4 $3,200,000 $1,760,000 5% $88,000

6 $10,500,000 $5,775,000 5% $288,750

7 $12,750,000 $7,012,500 5% $350,625

8 $18,500,000 $10,175,000 5% $508,750

9 $22,500,000 $12,375,000 5% $618,750

10 $25,700,000 $14,135,000 5% $706,750

11 $38,000,000 $20,900,000 5% $1,045,000

12 $42,500,000 $23,375,000 5% $1,168,750

13 $64,500,000 $37,410,000 5% $1,870,500

14 $75,000,000 $43,500,000 5% $2,175,000

15 $110,000,000 $63,800,000 5% $3,190,000

16 $125,000,000 $72,500,000 5% $3,625,000

17 $145,000,000 $84,100,000 5% $4,205,000

18 $150,000,000 $87,000,000 5% $4,350,000

19 $225,000,000 $135,000,000 5% $6,750,000

20 $500,000,000 $300,000,000 5% $15,000,000

Total $1,571,150,000 $920,200,000 N/A $46,035,000 Selling your share - General speaking your share in songwriting profits alone is usually worth 15 times the annual return after a songs maturation. As streaming platforms become more profitable they increase amounts paid out to artists, making these catalogs even more valuable. While there is no general rule for selling profit shares in artists as a whole (360 income), private equity companies like Artist Alignment Capital, an alternative investment arm of BlackRock, purchase $5M to $20M worth of shares in established artists per transaction.

Song or Catalog Profts (Annual) Worth Share Individual Worth

$10,000 $150,000 5% $7,500

$25,000 $375,000 5% $18,750

$50,000 $750,000 5% $37,500

$100,000 $1,500,000 5% $75,000

$250,000 $3,750,000 5% $187,500

$500,000 $7,500,000 5% $375,000

$1,000,000 $15,000,000 5% $750,000

$2,500,000 $37,500,000 5% $1,875,000

$5,000,000 $75,000,000 5% $3,750,000

$10,000,000 $150,000,000 5% $7,500,000

$15,000,000 $225,000,000 5% $11,250,000

$25,000,000 $375,000,000 5% $18,750,000

Examples

- The Beatles catalog is currently estimated to be worth $1B.

- Elvis Presley’s catalog is estimated to be worth between $400M and $500M. - Queen’s catalog is estimated to be worth $575M.

- Bill Dees, who co-wrote “Oh, Pretty Woman” stated, close to his death in 2012, that he continuously received around $100K to $200K per year from the song.

- The lifetime earnings of “Yesterday” by Paul McCartney (of The Beatles) are estimated at $30M.

- “Cars” by Gary Numan, a song later revamped by heavy metal artist Fear Factory, continuously generates around $1M annually for the English musician.

- Sting generates $730,000 per year from songwriting royalties for “Every Breath You Take” alone. Sting’s share in the song is worth around $10,950,000.

- KK Downing, one of the guitarists of Judas Priest, announced his intention to sell his songwriting shares in the bands catalog. His shares in 136 songs generate roughly $400,000 per year and it’s estimated that he will receive around $6M for their sale.

- In late 2020, Motley Crue bassist Nikki Sixx sold 100% of his songwriting shares in Motley Crue’s catalog to Hipgnosis songs. The catalog is made up of 305 songs. The band famously bought their masters (master recordings, not related songwriting shares) for around $12M from their former label in 1998.

- In Summer 2020, the members and business partners of Metallica joined an intellectual- property acquisition venture called the Worldwide Music IP Fund. The fund, headed by former Morgan Stanley investment banker, Paul Donahue, reportedly has $300M - $500M in resources. Former Fender and Sony execs have also partnered on the venture, which will reportedly focus on rock music.

- Music manager, Scooter Braun, purchased Big Machine Label Group for reportedly just North of $300M in Summer of 2019. The label includes Taylor Swift’s ﬁrst six albums, now worth an estimated $400M - $450M alone in 2020.

- In Fall of 2020, it was announced that Warner Music has raised $250M solely for the purpose of songwriting catalog acquisition. R. Investor Perks

1. (2) Free tickets & all-access passes to all future headlined events. Free admission and all- access passes to all future events (where available)

2. Limited Edition Melba Culp Crew Shirt

3. Executive Producer credit on album & videos (including subsequent releases); including standard album booklet, IMDb, AllMusic, VEVO/YouTube Description, Amazon Video Credits, etc…

4. Autographed CD & Commemorative Plaque

5. (1)* Private Concert

*May be affected by number of total investors S. Tax Incentives

Generally speaking, investors may have the potential to take advantage of the following tax incentives depending on their individual tax situation and the results of the production. It is advised you seek the advice of your CPA to determine if any of these are applicable to your tax situation.

IF PASSIVE INCOME EXISTS (ex: rental properties, limited partnerships, some forms of portfolio income, etc…) investor may have the option to deduct the full investment amount against their passive income.

IF NO PASSIVE INCOME EXISTS investor may have the option to elect 15-year amortization of the cost of the project commencing in the middle of the tax year that such cost is written off for accounting purposes, if the project is considered a ﬁlm and theatrical production.

IF NO PASSIVE INCOME EXISTS investor may have the option to write off their investment against their income from the venture, once the venture is proﬁtable.

Prepared by Jack McConnell after a consultation with Stoner & Bouldin LLP