Public market overview - Momentous Entertainment Group

April 05, 2016
Strictly Confidential
A Faith Based Entertainment Production and Marketing Company
Table of Contents
Company Overview………………………………………………….I
Earnhardt Reality Television Show...........................................II
Dr. Nick & Elvis Documentary.................................................. III
The Greatest Story Ever Song with Stephen Baldwin….…...IV
Financial Projection………………………………………………...V
Current Share Information………………………………………..VI
Company Overview
NOTE REGARDING FORWARD-LOOKING STATEMENTS
Certain matters discussed herein are forward-looking statements. Such forward-looking statements contained in this
prospectus which is a part of our registration statement involve risks and uncertainties, including statements as to:

·our future operating results;

·our business prospects;

·any contractual arrangements and relationships with third parties;

·the dependence of our future success on the general economy;

·any possible financings; and

·the adequacy of our cash resources and working capital.
These forward-looking statements can generally be identified as such because the context of the statement will include words
such as we “believe," “anticipate,” “expect,” “estimate” or words of similar meaning. Similarly, statements that describe our
future plans, objectives or goals are also forward-looking statements. Such forward-looking statements are subject to certain
risks and uncertainties which are described in close proximity to such statements and which could cause actual results to
differ materially from those anticipated as of the date of this prospectus. Shareholders, potential investors and other readers
are urged to consider these factors in evaluating the forward-looking statements and are cautioned not to place undue reliance
on such forward-looking statements. The forward-looking statements included herein are only made as of the date of this
prospectus, and we undertake no obligation to publicly update such forward-looking statements to reflect subsequent events
or circumstances except as required pursuant to applicable regulations to update this prospectus during the period of our
continuous offering
Faith Based Entertainment Industry Participants
Many Christian book and music titles have become successes in the mainstream world. The best-selling Purpose
Driven Life by Christian pastor Rick Warren became the bestselling hardback non-fiction book in history, and is the
second most-translated book in the world, after the Bible. In 2004, the Mel Gibson directed The Passion of the
Christ opened to $83.8 M domestically and went on to gross $611 M worldwide. In 2014, the Christian films Son of
God, Noah, Heaven is Real and God’s Not Dead, enjoyed box-office success.[] Faith-based marketing is also seen in
the tourism industry. The UN World Tourism Organization estimates that 300 million to 330 million people a year
participate in faith-based travel. The U.S. Travel Association reports that 25% of all travelers are interested in a
spiritual vacation. Below are five of the top faith based entertainment and production companies that MMEG
competes with in it’s sales and production operation. Only one Affirm Films a Sony subsidiary is public.
Mission Pictures International is a foreign sales, finance, and distribution company that specializes in high quality family and
faith-based entertainment for mainstream audiences worldwide.
BASE ENTERTAINMENT is a live entertainment company with offices in New York, Las Vegas, Houston and Singapore.
BASE develops, produces, presents and manages live entertainment properties and venues worldwide. BASE develops,
produces and manages intellectual properties which reach audiences through various platforms, including live, digital,
broadcast and licensing.
AFFIRM Films is a division of Sony Pictures Worldwide Acquisitions (SPWA), a Sony Pictures Entertainment (SPE) company,
dedicated to producing, acquiring and marketing films which inspire, uplift, and entertain audiences.
FrontGate Media is all about connecting, communicating, and serving the faith-based audience. We are your gateway to the
Christian audience.
Advent Film Group has a unique goal: to “turn the whole film school model upside-down.”[5] The aim is to train young
Christians to be excellent filmmakers and enable them to tell stories that uphold Biblical values and speak about issues
relevant to our culture today. Heavy emphasis is placed on maintaining a clean and compelling storyline, while striving for
increased production value. Advent provides various training opportunities through internships, production volunteer positions,
and film workshops (also on DVD), as well as an online screenwriting course.
MMEG’s Structure and Current Projects
 Momentous Entertainment Group, Inc. is divided into three divisions: direct
marketing, film and recordings.
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 The direct marketing division is responsible for the public sales of the film and
recording produced by the other two division with an occasional joint venture to
sell content produced on behalf of others.
 The film division currently has contracts to produces a reality television show
about the quest of the Grandson of NASCAR legend Dale Earnhardt to follow in
his foot steps.
 Additionally, the film division has an agreement to produce a documentary on
Dr. Nick, Elvis personal physician based on his book.
 The recording division is currently marketing the Greatest Story Ever Sung
narrated by actor Stephen Baldwin.
 Additionally, the recording division is marketing Christian Life Coach Tim Storey,
Oprah’s Life Coach, Daily Reminders.
Inside Earnhardt Reality Show
Four Generation of Winners
NASCAR’s most Popular Family
1st
Generation
Great Grand
Father Ralf
2nd
Generation
Grand
Father Dale,
Sr.
3rd
Generation
Uncle Dale,
Jr
Four
Generation
of Racers
3rd
Generation
Father
Kerry
4th
Generation
Bobby Dale
More Popular Than Duck Dynasty and The Kardashian
 A current internet Pod cast by an Earnhart family member has more listeners
according to USA Today than Duck Dynasty and The Kardashians.
 Dale Earnhardt, Sr. is the top selling deceased celebrity in the world.
 Bobby Dale has more than 80,000 followers on facebook.
 The Earnhardt Family has more than 2 million followers.
 ARCA Truck’s states that its website visits increase by 5 times when ever there
is news on Bobby Dale.
 Bobby’s uncle Dale, Jr. is the most popular driver in the worlds most popular
spectator sport according to NASCAR.
 The Earnhardt's are the most popular family in sports and anything Earnhardt
attracts large audiences according to USA Today and the Auto Racing Club of
America
About The Reality Show
Filming started on October 16, 2015 for The Adventure of Bobby Dale
Earnhardt Chasing a NASCAR legacy. The show will chronicle the daily life
of Bobby Dale, the first grandson of NASCAR great Dale Earnhardt Sr. It will
present an intimate look at the grind of becoming a NASCAR driver and what
it takes to claim the coveted ‘NASCAR Championship’ title – like his grand
father Dale Earnhardt Sr. That part of being an Earnhardt doesn't bother
Bobby Dale as he is proud of his famous name and wants to be the next to
carry on the legacy his grandfather Dale started. What he doesn't like is the
preferential treatment that comes with being an Earnhardt, the doors it opens,
the opportunities other drivers miss out on because they don't have a name
like his. If Bobby Dale is going to make it as a driver, he wants it to be because
of his ability behind the wheel, not his lineage. So instead of getting help from
his father, Kerry, uncle Dale Jr., or even his grandmother, Teresa, he's going
the do-it-yourself route, working as a cook at a fast-food restaurant while
struggling his way up to a NASCAR status!
Dr. Nick and Elvis Documentary
Momentous plans to produce a documentary drama feature on the book, titled,
“The King and Dr. Nick – What Really Happened to Elvis and Me”. It will set the
record straight for the role Dr. George Nichopoulos MD played in Elvis’ life. This
feature will not bash Elvis but show the true relationship between the two men and
the effect they had on each other.
George Constantine Nichopoulos (born October
29, 1927), also known as "Dr. Nick", is a former
American doctor of Greek descent. He is best
known as Elvis Presley’s personal physician and
is controversial due to the singer's longstanding
and ultimately fatal abuse of prescription drugs.
He began treating Presley in 1967 for saddle
pain, and took Elvis on as a full-time job in 1970
until Presley's death in 1977. His son Dean
Nichopoulos served sometimes as an assistant
for Presley, taking care of his wardrobe.
Nichopoulos was present the day Elvis died, and
attempted to save his life. Nichopoulos was also
present at the autopsy and served as a pallbearer
at the funeral.
The Focus of the Documentary
In 1980, he was indicted on 14 counts of overprescribing drugs
to Elvis Presley, Jerry Lee Lewis , and twelve other patients.
The district attorney ruled out murder charges because of the
conflicting medical opinions about the cause of Presley's
death. In 1977 alone, Nichopoulos had prescribed over 10,000
doses of amphetamines, barbiturates, tranquilizers, sleeping
pills, laxatives, and hormones for Presley. Nichopoulos
claimed he had tried in vain to reduce Elvis' dependency, even
going so far as to manufacture one thousand placebos for
Elvis, but to no avail. The jury concluded that he had tried to
act in the best interests of his patients. He was acquitted on all
counts. The documentary will focus on Doctor Nicks side of
the story and the relationship he had with Elvis as he saw it.
About Elvis and His Cult Following
Presley's rise to national attention in 1956 transformed the field of popular music and had a
huge effect on the broader scope of popular culture. As the catalyst for the cultural revolution
that was rock and roll, he was central not only to defining it as a musical genre but in making it
a touchstone of youth culture and rebellious attitude. With its racially mixed origins—
repeatedly affirmed by Presley—rock and roll's occupation of a central position in mainstream
American culture facilitated a new acceptance and appreciation of black culture. In this regard,
Little Richard said of Presley, "He was an integrator. Elvis was a blessing. They wouldn't let
black music through. He opened the door for black music.“ Al Green agreed: "He broke the ice
for all of us. "President Jimmy Carter remarked on his legacy in 1977: "His music and his
personality, fusing the styles of white country and black rhythm and blues, permanently
changed the face of American popular culture. His following was immense, and he was a
symbol to people the world over of the vitality, rebelliousness, and good humor of his country.“
Presley also heralded the vastly expanded reach of celebrity in the era of mass
communication: at the age of 21, within a year of his first appearance on American network
television, he was one of the most famous people in the world. Presley's name, image, and
voice are instantly recognizable around the globe. He has inspired a legion of
impersonators. In polls and surveys, he is recognized as one of the most important popular
music artists and influential Americans. "Elvis Presley is the greatest cultural force in the
twentieth century", said composer and conductor Leonard Bernstein.
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The Greatest Story Ever Song Narrated by
Stephen Baldwin
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3
Description of the Greatest Story and Compliment CD Tim
Storey Presents Daily Reflection from Scripture
The Greatest Story Ever Sung - Special Edition is a 34 track celebration of
the life of Jesus through Christian songs and narrations. Submitted for a
2014-2015 Grammy Award consideration in three categories, best
Contemporary Christian Album, Best Engineered Album (Non-Classical)
and Best Produced Album (Non-Classical), the album is an exquisite
series of Christian songs and narrations telling the story of the birth and
life of Jesus as well as the death and resurrection of Jesus through
traditional Christian songs. Although seldom recorded, some of this
music has been enjoyed all over the world for many generations.
Stephen Baldwin does a wonderful job narrating this wonderful Christian
music and introduces the beautiful voices of Suzanne Olmon and Roger
Clark along with the vibrant instrumentals of Susan Evans and Aija Izaks.
This work will never be repeated as our great tenor, Roger Clark, was lost
to Colon Cancer in early 2015. Roger will truly be missed by all.
The Greatest Story Ever Sung - Special Edition is
accompanied by a set of scripture readings and
reflections by World-Renowned Motivational &
Inspirational Speaker and Life Coach, Tim Storey. Like
the Greatest Story, the double album is an exquisite
series of Christian scriptures and reflex responses of
Hope, Love, Peace and Joy set to music and
wonderfully narrated by Tim Storey.
Acquisition Model
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5
Vertical Growth by Synergistic Acquisition
Acquisitions and mergers are an important strategy for businesses looking to
accelerate growth.
Our research has shown 24 percent of business executives are planning to grow
their businesses through mergers and acquisitions. (M&A) M&A is one of the top
three strategies that businesses are or should be pursuing.
Successful acquisitions offer strategic opportunities ranging from revenue growth to
product extension and restructuring of competitive dynamics. Many factors will
affect the acquisition strategy, however, all begin with a clear competitive strategy,
and a strong vision of how that strategy will drive your acquisition plans and
outcomes.
Vertical Growth by Synergistic Acquisition
Why Pursue Growth through Acquisition
Mergers and acquisitions expand Momentous’ capabilities and customer base to
improve profit-generating revenue.
A properly financed acquisition growth plan helps Momentous overcome the largest
obstacles to its growth.
Momentous can grow faster through acquisition, immediately absorbing new
customers and new sources of revenue. Additionally, Momentous will not lose time
creating new technologies, processes or skills, but can quickly integrate and
leverage those functions from the acquired company.
Acquisition can help Momentous accomplish its business strategies rapidly when
the acquiring company or companies provide customers, technology, production
facilities or even reduces competition.
Vertical Growth by Synergistic Acquisition
Mergers & Acquisitions Make Sense for Momentous
Synergies - Synergies between combined companies is a core purpose for M&A. Value
emerges when a business purchases a complementary company allowing it to sell more
products and services or utilize the products or services internally while profiting from the
sales to outside concerns. This approach can also improve a business’s existing model
providing improved product development and more efficient delivery channels. Combining
companies that have the same basic product mix can provide cost reduction opportunities
through the consolidation of redundant functions such as production or administration. There
may also be revenue growth from new sales opportunities and market strength.
Working Business Model - When a company already has a working business model, it can
grow much more quickly by aggressively leveraging its strengths and imposing its existing
operating model on others. Finding other, typically smaller, companies that can benefit from
its expertise, has proven historically to be a successful growth model. The target business will
have some intrinsic value, such as a desirable product or technology, which can be leveraged
across the business.
Vertical Growth by Synergistic Acquisition
Momentous can overcome gaps in its business model more quickly and cost
effectively by purchasing a company that has proven successes in targeted
functions. The integrated company can rapidly leverage the newly combined
management talent and skills to find new ways to increase productivity through
access to new products, new markets, distribution channels or technical advances
not previously obtainable by the individual companies. Gaps in skills, production
technology or capacity, customer acquisition or brand marketing can all be
improved by purchasing a company that has the functional track record to grow a
business successfully.
Momentous is currently doing acquisition evaluations on several companies both in
our business platform and in support of our business platform.
Structuring the Momentous Entertainment Desired Deal
A desired deal is one that is engineered specifically with the big picture in mind. We
begin by shaping our acquisition plans out of a long-term growth strategy and align
the terms with what’s required to successfully integrate the target company. We set
clear financial objectives for an acquisition and create benchmarks to gauge
attractiveness of potential target companies. We will carefully balance the price
being offered for the target, the strategic problem or opportunity it addresses, the
likely near-term cash flow of the target, the integration strategy, the inherent risks,
and the deal structure.
Valuation will almost always be a priority issue, but keep in mind that the structure
and terms of the transaction are just as important. We will value the target
acquisition as a stand-alone business first. Then value the acquisition in the context
of our business, giving consideration to the likely cost savings and potential revenue
lift that can result from combined capabilities.
We strive to structure the deal to not only meet our needs but to also meet the
needs of the buyer, the seller, and the funding sources. We will always be open to
the iterative nature of the process, allowing lessons learned and market information
to continually refine and shape the acquisition plan. Our desired deal is built out of
the synchronization of six essential elements.
Structuring the Momentous Entertainment Desired Deal
to continually refine and shape the acquisition plan. Our desired deal is built out of
the synchronization of six essential elements.
Structuring the Momentous Entertainment Desired Deal
 Closing cash: We will not make a common mistake of only fixating on the cash
needed at closing and overlook other investments required to fully combine two
businesses; including the consideration for the integration costs.
 Working capital: We will identify the additional working capital required to
achieve our plan’s objectives. Growth scenarios or turnarounds and fixes often
require an infusion of cash beyond the cost of the acquisition.
 Debt payout: We will strive to make sure we understand the debt we will
assume in the transaction. What is the implication to our future cash flow, and
what is the timing of payout?
 Leverageable assets: We will also consider assets that we can leverage or
borrow against. Typical ones include inventory, accounts receivable, and fixed
assets. We might consider intellectual property and real estate, too, especially
where their true value isn’t represented on the balance sheet.
Structuring the Momentous Entertainment Desired Deal
 Valuation gap: We will assume there will be a difference between what we want
to pay and what the seller is requiring to do the deal; we will propose bridging
this with an earnout or a seller note.
 Synergies: We will welcome these outcomes, but we will not bet the farm on
them. Synergies might include new revenues, reduced costs, or the generation
of cash for debt repayment or to fund some of the transaction’s integration costs.
Synergies could lead to increased earnings before interest, taxes, depreciation
and amortization (EBITDA) and real value creation. We will strive to structure
the deal so that the acquisition works by simply continuing the performance of
the businesses as is; 1+1=2 is still a positive outcome. Use the potential impact
of the synergies to fund contingent amounts such as an earnout or a milestone
payment.
Investment in MMEG
Notes to Financial Projection
Item
Revenue Growth Rate
Percentage
26.6%
Cost of Goods Sold
32%
Selling General & Administration (SG&A)
23%
Research & Development (R&D)
5%
Depreciation
7%
Interest Income
2.6%
Other Income
1%
Interest Expense
4%
Income Tax
35%
Discount Rate
35%
Value Investment Discount
10%
Price Earnings Ratio (PE)
15
Notes to Projection Continued
 Revenue and Cost of Goods Sold are based on information from the Company
and historical percentage provided by Mercury Media and Standard & Poor’s
Capital IQ.
 All other line items are based on industry historical percentages provided by
Standard & Poor’s Capital IQ.
 The discount rate used for projected net income is based on historical venture
capital rates and was provided by Standard & Poor’s Capital IQ.
 The price-earning ration is an average historical rate provided by Standard &
Poor’s Capital IQ.
 All percentages used are percentages of revenue except the discount rate,
value investment rate, and the price earnings ratio.
 All revenue projection were based on the Bobby Earnhardt realty show and The
sales of The Greatest Story Ever Song and Companion CD Daily Reflection