Lab Cat Games, LLC.
Kite is the flagship project of Lab Cat Games, a one person development studio with a love of old school gaming. The distinctive retro-future setting, synthwave soundtrack and pixel art style are hallmarks of Kite and the kind of nostalgic experiences Lab Cat Games aims to produce.
$950 RAISED / 8 INVESTORS
Funding target: $12,000 to $24,000
24 days left • minimum investment $25
$12,000 minimum for 20%
$24,000 maximum for 40%
Level 1 - $25
Invest $25 or more and receive 1 revenue sharing interest.** For every $25 you invest above $25, you will receive 1 additional revenue sharing interest.
Level 2 - $100
Invest $100 or more and receive a copy of Kite, its original soundtrack, and 4 revenue sharing interests.** For every $25 you invest above $100, you will receive 1 additional revenue sharing interest.
Level 3 - $500
Invest $500 or more to get your face in the game in the form of a character portrait (or a person of your choosing)! Additionally, you'll receive a copy of Kite, its original soundtrack, and 20 revenue sharing interests.** For every $25 you invest above $500, you will receive 1 additional revenue sharing interest.
Lab Cat Games began with a long walk off a short pier. Quitting his management job to pursue a lifelong dream of making games, James took the plunge into gamedev head first. Inspired by childhood favorites such as Zombies Ate My Neighbors, Smash TV and The Chaos Engine, he feverishly learned GameMaker Language and started the development of Kite. Within weeks an early prototype came to be and friends were encouraged to give it a shot. It was a top down run and gun with loads of mechanics. Feedback was positive - he had found the fun! It was drek visually, but gameplay was strong and showed potential. Mechanics and features were piled on with glee until the controls became so unwieldy even the designer couldn't remember what buttons fired what weapons. The ship was listing and cargo needed to be dumped...
Kite is the flagship project of Lab Cat Games, a one person development studio with a love of old school gaming. The distinctive retro-future setting, synthwave soundtrack and pixel art style are hallmarks of Kite and the kind of nostalgic experiences Lab Cat Games aims to produce.
About the Game
Elite pilots of the advanced H.O.R.D. droid chassis are tasked with blasting through massive mobs of rebellious bots. These aren't just your average Serve N' Show bots either - Charge Bots, Slice Bots, Bouncing Betties, Crab Bots, Hyper Turrets, Prox Mines.... Surviving that maelstrom, well, no one has made it. Yet.
Can You Kite?
“Kite is a very impressive dungeon crawling bullet hell sci-fi action RPG wrapped up in the shell of a classic twin stick shooter.”
– Alpha Beta Gamer
“An isometric “Contra”. Direct influences were SNES titles like “The Chaos Engine”, “SmashTV” and “Zombies Ate my Neighbours”. Kite is right up there with it’s role models and enhances the genre of shoot ‘em ups with it’s RPG elements, fast paced gameplay and perfect controls.”
– Slack-O-Tastic Magazine
“Kite is a fast-paced top-down shoot ’em up beaming with retro flair.”
8/10 – VgamerZ
Regain control of the secret weapons base Arch City and try to rescue the scientists trapped inside. Equip your H.O.R.D. droid with retro-future technology reclaimed from battle and become the ultimate soldier. Blast through a lush, destructible pixel art world and strive for the highest rank on each stage.
- Frenzied objective based combat
- All original retro-future synthwave soundtrack and 3D audio SFX
- Survive huge swarms of agile enemies
- Rescue scientists to unlock all of the 50+ crafting designs
- Massive destructible pixel art environments
- Endless customization and viable builds
- 76-point skill tree chalk full of synergies
- Grow a swarm of friendly mini-bots to help dominate
- Flexible scoring system rewards thorough players & speed runners
- Crushing enemy lineup of bots, droids, turrets, & huge bosses!
The best of the best know how to fight the toasters without taking damage. By running away from charging enemies while blasting backwards at them, a well equipped H.O.R.D. pilot can keep their distance while unloading volleys of ordnance down range. This gun-play-ballet is known as 'kiting' and mastering it will serve you well throughout the gaming universe.
Lab Cat Games, LLC (the Issuer) is offering 480 Revenue Sharing Interests at $25.00 per interest. Each Revenue Sharing Interest purchased by an investor will entitle the investor to receive .04166667% of gross revenue generated from the Issuer’s intellectual property related to the game Kite (the "Kite IP") less any taxes, due thereon, payable quarterly. If only the Target Offering Amount is met, then the Revenue Sharing Interests sold will entitle the investors to receive an aggregate of 20% of the IP Revenue. If the Maximum Offering Amount is sold, then the investors will be entitled to receive 40% of the IP Revenue. If an amount between the Target Offering Amount and Maximum Offering Amount is sold, then the percentage of IP Revenue distributable to the investors will be adjusted ratably. Investor's right to receive a percentage of revenue terminates at the earlier to occur of the investor receiving 100x their investment and the 3 year anniversary of the date of issuance of the revenue sharing interest. In the event the Issuer sells its rights to the Kite IP, investors will be entitled to receive 5% of the proceeds provided that the investors have received 50x their initial investment and if not then they shall receive pro-rata 10% of the Kite IP sale price.
The price to purchasers does not include a transaction fee of 3.25% of the total invested plus $0.50 and a processing fee of $4.00, as described in the agreements made at the point of purchase and in the Educational Materials. For example, if an investor purchases 4 interests for $100, the total charge to the Investor will be $107.75 ($100 + $3.75 transaction fee + $4 processing fee).
Oversubscription interests will be allocated on a first come, first served basis. The value of the securities being offered is variable depending on revenue stream and multiples of payout. Securities offered have no voting rights. Intermediary will be compensated 10% of successfully raised funds. Issuer will issue a revenue sharing interest certificate for each subscriber and deliver same electronically.
Please read the investment materials for this opportunity available when you begin investing. More information about Lab Cat Games, LLC can be found in its SEC filings online at www.sec.gov.
Use Of Proceeds
|If Target Offering Amount Sold||If Maximum Amount Sold|
|Less: Offering Expenses|
|(A) Commission to Intermediary||$1,200||$2,400|
|Use of Net Proceeds|
|Total Use of Net Proceeds||$10,800||$21,600|
About James Treneman
Title: Owner / Developer
Dates of Board Service: 2/2017 - Present
Position: Manager 2/2017 - Present
Employer: Lab Cat Games, LLC
Dates of Service: 2/2017 - Present
Employer's Principal Business: Video game development
Employer: Emerald Pool & Patio
Employer's Principal Business: Service/Sales Hot tubs/stoves
Title: Service Manager
Dates of Service: 9/13 - 4/14
Responsibilities: Payroll, Scheduling, Warranties, Service, Ordering, Safety, Managing
Kite is a frenzied and cerebral Twin-Stick shooter featuring a deep Role Playing Game system that combines nostalgic pixel art with modern mechanics. Players enter a retro-future world where secret weapons base Arch City has been overrun by its automated defenses. Taking on the role of Mags, remote droid pilot and last hope of trapped scientists, players will race through levels rescuing survivors, blasting waves of enemies, and taking down objectives in sequence.
Structured as an "Arcade RPG," Kite’s scoring system adds replayability with rank based rewards. A multi-point evaluation gives casual gamers, speed-runners and completionists a chance to earn loot. Hoover up every last point or blitz through for the time bonus - either way earns a high rank, but to achieve an ‘S’ players will need to get the maximum number of points in the minimum amount of time. The hefty lineup of abilities and a massive arsenal of craftable items/weapons means progress happens on many layers at once - there’s even an enormous 76-point skill tree! In between hectic battles players can modify their builds by crafting items or re-specing talents, penalty free.
With huge waves of enemies onscreen and hundreds of projectiles flying, Kite is considered a Bullet Hell, but with a few tweaks and character upgrades it plays more like a Hack-N-Slash! Defensive gear and shield upgrades can turn Mags into a brawler, charging into battle swinging beam swords and tanking everything - just one example of how multiple playstyles are completely viable.
Roughly 75% complete with an original synthwave soundtrack, 12 complete stages and the majority of art finished, Kite is primed to be released within four months and is seeking $12,000 to launch on PC/MAC and cover final development/marketing costs.
Kite is ~75% complete. Gameplay and mechanics are finalized, but extra features such as custom controls and audio/visual settings need to be developed. Additional game content will come in the form of new stages, story, enemies, bosses, equipment and audio.
Kite is an original IP created by James D. Treneman of Lab Cat Games, LLC, a studio based out of Eugene, Oregon. Kite’s nostalgic look is inspired by the 16-bit era, while its gameplay is essentially a modern take on the classic Robotron 2084. A pounding synthwave score and 80’s anime style SFX wrap this retro package up into a thoroughly old-school title.
There is a deliberate lack of extreme violence or blood in Kite, and most of the combat is essentially robot on robot. Saving human scientists is heavily incentivized and the dialogue/plot is wholesome. This is partly to ensure that Kite is a viable purchase for almost all ages and to attract parents to pick it up for their kids.
The game’s stout female protagonist - Mags the expert droid pilot and soldier, isn’t sexualized or dressed in pink, but nonetheless retains her femininity. A diverse cast of scientists who help along the way stand with Mags to promote an inclusive message.
Of course, if it isn’t fun, none of that matters. Developing an addictive game loop was the number one priority for Kite. The theory was based on a few key principles:
- Player excitement level rises when chasing or being chased (kiting).
- The WASD/mouse control scheme is very popular thanks to Minecraft and other FPS games as well as MMOs; the market is growing faster than ever before. Almost all of these games employ some form of kiting, and it has become a de-facto playstyle.
- Combining a speed boost with slow-motion is really fun.
- "Better to have it and not need it, than to need it and not have it." Instead of restricting players, Kite gives them a surprisingly large toolkit. Kite is full of different powers: Turbo Boost, Bullet Time, Dash, Shield, Teleport, Mini-Bots, Point Defense Drones and much more. This encourages innovation and ‘synergy hunting’ where players iterate through different build strategies.
- Rather than augmenting gameplay with random factors and powerups, give users playstyle autonomy. Provide multiple layers of progression, locking in success and widening options with every session. There are large groups of players who thirst for twin-stick action but are put off by roguelikes. They want their time investment to guarantee progress and Kite’s permanence is appealing.
- Deliver satisfying 5-15 minute play sessions in a fight > craft > upgrade > fight loop that fosters a ‘just one more’ attitude.
Customer response has been overwhelmingly positive:
“Lab Cat Games’ Kite is a fast-paced top-down shoot ’em up beaming with retro flair.”
“Kite may still be in Early Access, but it has proven itself to be a worthy game so far. With graphics that bring back nostalgic feels and gameplay so easy that you can instantly pick up the game and enjoy. With a gradual difficulty curve, the fact that dying isn’t terrible and a scoring system that keeps you replaying levels to get a higher score does make this game a welcome newcomer in the Steam library.”
“16-bit shooters are reborn in the early-access title Kite! Super Nintendo and Genesis fans take heed because Kite's Universal Soldier vibe and 90's-era pixel graphics make blasting through a cyberpunk dystopia sheer bliss! Hop on board now, because this title is already a ton of fun.”
“It’s a fun and challenging game, the run and gun gameplay of Kite is immensely satisfying, feeling fondly reminiscent of 90’s shooters such as Smash TV, but with modern game design, snazzy pixel art visuals, a cool Vangellis-esque soundtrack, fluid gameplay and destructible environments. So what are you waiting for? Let’s go fly a Kite!”
-Alpha Beta Gamer
The Twin-Stick shooter market is very competitive, but the majority of modern run-and-gun games rely heavily on procedural generation (see Nuclear Throne, Enter the Gungeon), or focus entirely on the action (see Hotline Miami, Bleed) ignoring character progression. Kite’s hand designed levels may not have a lot of randomness, but they’re extremely detailed and immersive. Kite’s itemization and stat system allow players to customize their experience and really innovate, imparting a strong sense of ownership to the player. The flexible arcade style scoring system encourages players to replay levels and try different approaches.
Successfully evoking a nostalgic reaction is powerful, and based on viewer’s ability to guess Kite’s source material accurately, it seems to be effective. People immediately get Kite and create fair expectations and then the game massively over-delivers in the following ways:
- Genuinely easy to learn, difficult to master gameplay that encourages experimentation. One click of the mouse may blow something up and the attack’s unique effects provide for a memorable experience. A few minutes in a safe environment is all that is needed to become accustomed to the control scheme. Fluid movement and generous special abilities make navigating the world a breeze.
- Mild punishment for dying. After a death, players are returned to the level start, but all progress remains. There are no lives or time limits and if players want to exit a stage midway to make an adjustment it takes mere seconds. This game flow enables an iterative playstyle. Additionally, replaying levels is incentivized through the rank system and players earn currency/experience every session.
- Anyone can complete a stage of Kite, it will just take longer for some. There are players who meticulously go through blasting everything possible; taking 30 minutes to complete a stage with a 3 minute par time. Others just try to power through going straight for objectives and ignoring many of the details, either strategy can earn a high rank. This spectrum includes a wide range of viable playstyles and is a big part of Kite’s broad appeal.
- Deep customization featuring many simultaneous layers of progression. The crafting system features nearly a hundred items, weapons and abilities to create, but players must rescue scientists to unlock advanced designs while collecting scrap off the battlefield for production. In addition to the 13 item slots and 6 weapon slots, players receive a skill point every level-up to spend on the 4-tab, 76-point skill tree. Builds can be redone any time at no cost to the player, once again encouraging experimentation. Even enemy strength increases asymmetrically with player level, presenting an ever-changing set of challenges.
Kite In The Current Market
The heavy nostalgia, modern gameplay and inclusive theme are the three pillars that wedge Kite into a niche that’s widening everyday. Besides the seemingly unquenchable thirst audiences have for twin-stick shooters, there is a steadily growing demand for non-traditional protagonists and stories as younger gamers enter the market. Lastly the soundtrack has to be mentioned due to its rave reviews (“... cool Vangellis-esque soundtrack,” Alpha Beta Gamer). Synthwave is a very popular genre and its association with video games (GTA V, Hotline Miami) is growing; something Kite aims to capitalize on.
Kite’s inclusive message plays well with parents and the frenzied action draws in people of all ages. This becomes very clear at conventions; specifically mothers who may not connect to the stereotypical hyper-masculine action genre tend to buy Kite on the spot.
During the last two years of development Kite has gained a dedicated following on social media and James’ thorough community engagement has not gone unnoticed. However, with so many games released every day, a state-of-the art marketing plan is a requirement for standing out and gaining exposure. Run by Novy PR, one of the most reputable names in indie marketing, Kite’s launch campaign funded, through Equity Arcade investors, will be the real key to commercial success.
Looking at recently released retro themed twin-stick shooters, a successful profile can be established and sales estimates can be calculated. Games were chosen based on a variety of criteria including team size, budget, marketing techniques, polish and innovation.
Bot Vice is a very small project with many similarities to Kite. Its retro pixel art and heavy action make it a great game for short play sessions. Bot Vice’s light story elements and lack of customization make for a strictly arcade experience but its colorful personality instantly draws players in. This small Spanish developer, DYA Games, hasn’t appeared to have utilized any marketing firms or promotional campaigns, and sales reflect as much. A perfect example of an underexposed quality product - exactly what Kite plans to avoid by tapping into tried and true marketing strategies. Average Units/Month: 375
Brigador sparked some controversy for its firm $19.99 price point. The devs felt it was warranted considering the game’s 5 year development period and delicious retro-noir content. The press they received for such strict pricing ended up as a boon to sales, increasing visibility and awareness almost as much as the release. Considering this game’s production costs, some critics would consider it a failure, but it’s a quality game that will have decent staying power and deliver long term revenue, however its high cost and lack of discounts has surely locked out a large chunk of the market. Average Units/Month: 2,000
Enter The Gungeon has proven to be a smash hit that really tapped into the power of Twitch and YouTube for promotion, building a media frenzy around its release by streaming development and interacting with fans. Devolver Digital is undeniably on the cutting edge of the Indie scene and may be among the best at promotion and title selection. Gungeon’s unforgettable dedication to its theme make it an instant classic. Average Units/Month: 60,000
Metrocide is another small retro title that utilized a homebrewed low-cost marketing strategy. This game plays as a near perfect sequel to the original top-down Grand Theft Auto. Unfortunately its sales indicate it may actually be too similar to GTA, missing the mark in terms of innovation and original content as many clones do. With little promotional investment, it’s hard to determine if slow sales are due to actual gameplay failings or lack of exposure. Average Units/Month: 185
NeuroVoider plays like a dream and lays the retro on thick. With local co-op and tons of customization this game is a blast among friends, however its single player experience leaves much to be desired. Procedural generation makes for forgettable levels and somewhat bland content, but this game’s polish is top notch and grabs user’s attention. Average Units/Month: 1,715
Retro City Rampage DX nails the nostalgic look of the 8-bit color palette and delivers solid action in an open Paper Boy-esque world where destruction is encouraged and users are free to experiment. A fantastic example of a unified game that used strategic marketing to create a following before release. A much anticipated sequel is on the horizon as well. Average Units/Month: 13,930
|Bot Vice (7/16)||$11.99||3,000||375|
|Enter the Gungeon (4/16)||$15.99||660,000||60,000|
|Retro City Rampage DX (11/14)||$9.99||390,000||13,930|
|As of March 1, 2017|
*Third Party Information Disclaimers:
Information obtained from Steamspy. While the Company believes that the source of this information is reliable the Company makes no representations or warranties as to this information and does not guarantee its accuracy, timeliness, completeness or usefulness. This information is provided “AS IS” for information purposes only and the Company shall have no liability related to the use or misuse of this information. Moreover, the use of this information shall not be construed as an endorsement by or affiliation with the source.
Revenue and Distribution
Kite sports many unique qualities but by studying a variety of recent twin stick shooter sales, it’s possible to make rough 6 and 12 month Kite unit projections.
Kite has built a small, dedicated user base that is hungry for more content and vocal about its needs. Early Access has helped weed out all the possible pitfalls that might otherwise be surprises for a full release. Development gets focused by user expectations and it’s an excellent way to vet a title before shipping it fully. Kite’s quality assurance will also be facilitated by NovyPR, the preferred marketing firm that will be contracted to handle Kite’s launch. Their in-house quality control department tests for bugs and provides crucial feedback pre-launch. Localization work can also be handled through Novy, broadening Kite’s potential audience exponentially. These services will give Kite a competitive edge over the many other titles who rely on budget/guerilla marketing for exposure. As seen in the competitor analysis, without a solid marketing program it’s difficult to break 10,000 units - but with professional backup it’s hard not to.
PC and Mac release, plans for Linux. Depending on demand, releasing for consoles is a possibility as well.
Steam - Kite has completed Greenlight and is currently for sale on Early Access.
Itch.io, possible bundles and third party distribution
Kite currently sells for $9.99 on Steam Early Access and will bump up to $14.99 for the full version when released. There will be a variety of discounts, including a generous launch sale, but a $15 MSRP will set customer expectations correctly for Kite’s deep content and extensive replay value.
Kite Sales Projections
Units, 6 months - 40,000
Units, 12 month - 50,000
Units/Month average - 4,167
Gross Revenue after 12 months - $749,500
Target Audience - All sexes, ages 10-36, Rated Everyone 10+ (E10+)
Primary Target - Older action gamers who aren’t satisfied by excessive procedural generation. Secondary Target - Action RPG fans who love science fiction.
Tertiary Target - Younger gamers who enjoy short-session games and pixel art.
Kite is already a critically acclaimed IP that needs a financial nudge to get the exposure and polish necessary for success. Raised funds will be spent on new content and features, but marketing and promotion will be the main expenditures. Partnering up with EquityArcade gives investors a chance to get in on a thoroughly developed, premium product that is slated to be released as early as summer 2017!
|Month||Units||Period Revenue||Month||Units||Period Revenue|
Description of Issuer's Securities
|Class of Security||Securities Authorized||Securities Outstanding||Voting Rights||Other Rights|
|Other: Member Interest||N/A||N/A||Yes||No|
|Class of Security||Securities Authorized||Securities Outstanding||Voting Rights||Other Rights|
|Other: Member Interest||Yes||No|
|Other: Revenue Sharing Interest||No||No|
Form C financial chartCurrent number of employees: 1
|Most recent fiscal year-end||Prior fiscal year-end|
|Cash & Cash Equivalents||$100||N/A|
|Cost of Goods Sold||$0||N/A|
A crowdfunding investment involves risk. You should not invest any funds in this offering unless you can afford to lose your entire investment. In making an investment decision, investors must rely on their own examination of the issuer and the terms of the offering, including the merits and risks involved. These securities have not been recommended or approved by any federal or state securities commission or regulatory authority. Furthermore, these authorities have not passed upon the accuracy or adequacy of this document. The U.S. Securities and Exchange Commission does not pass upon the merits of any securities offered or the terms of the offering, nor does it pass upon the accuracy or completeness of any offering document or literature. These securities are offered under an exemption from registration; however, the U.S. Securities and Exchange Commission has not made an independent determination that these securities are exempt from registration.
The issuer will file a report electronically with the Securities & Exchange Commission annually and post the report on its website, no later than 120 days after the end of each fiscal year covered by the report. Once posted, the annual report may be found on the issuer’s website at: kitegame.wordpress.com
The Company must continue to comply with the ongoing reporting requirements until:
- (1) the issuer is required to file reports under Section 13(a) or Section 15(d) of the Exchange Act;
- (2) the issuer has filed at least one annual report pursuant to Regulation Crowdfunding and has fewer than 300 holders of record and has total assets that do not exceed $10,000,000;
- (3) the issuer has filed at least three annual reports pursuant to Regulation Crowdfunding;
- (4) the issuer or another party repurchases all of the securities issued in reliance on Section 4(a)(6) of the Securities Act, including any payment in full of debt securities or any complete redemption of redeemable securities; or
- (5) the issuer liquidates or dissolves its business in accordance with state law.
Canceling Investment Commitment
Investors may cancel an investment commitment until 48 hours prior to the deadline identified in these offering materials.
The intermediary will notify investors when the target offering amount has been met.
If the issuer reaches the target offering amount prior to the deadline identified in the offering materials, it may close the offering early if it provides notice about the new offering deadline at least five business days prior to such new offering deadline (absent a material change that would require an extension of the offering and reconfirmation of the investment commitment).
If an investor does not cancel an investment commitment before the 48-hour period prior to the offering deadline, the funds will be released to the issuer upon closing of the offering and the investor will receive securities in exchange for his or her investment.
If an investor does not reconfirm his or her investment commitment after a material change is made to the offering, the investor’s investment commitment will be cancelled and the committed funds will be returned.
Restrictions on Transfer of the Securities Being Offered
The securities being offered may not be transferred by any purchaser of such securities during the one- year period beginning when the securities were issued, unless such securities are transferred:
- (1) to the issuer;
- (2) to an accredited investor;
- (3) as part of an offering registered with the U.S. Securities and Exchange Commission; or
- (4) to a member of the family of the purchaser or the equivalent, to a trust controlled by the purchaser, to a trust created for the benefit of a member of the family of the purchaser or the equivalent, or in connection with the death or divorce of the purchaser or other similar circumstance.
NOTE: The term "accredited investor" means any person who comes within any of the categories set forth in Rule 501(a) of Regulation D, or who the seller reasonably believes comes within any of such categories, at the time of the sale of the securities to that person.
The term "member of the family of the purchaser or the equivalent" includes a child, stepchild, grandchild, parent, stepparent, grandparent, spouse or spousal equivalent, sibling, mother-in-law, father-in-law, son-in-law, daughter-in-law, brother-in-law, or sister-in-law of the purchaser, and includes adoptive relationships. The term “spousal equivalent” means a cohabitant occupying a relationship generally equivalent to that of a spouse.
Section 17(b) Disclosure
Manorhaven’s fees for each offering are disclosed in the respective offering materials. Generally, for Title III Regulation Crowdfunding, Manorhaven’s fees consist of a fee based on the total amount of investments in the offering which are payable in cash and/or securities in addition to certain expense reimbursements.
Risks Related to the Company's Business
The Company has no operating history and faces many of the risks and difficulties frequently encountered by early stage companies.
The Company is a newly formed company. To date its business development efforts have been focused on the development and marketing of a single computer game. Since its inception, the Company has not generated revenues. The Company has not built a customer base and to date has little or no brand name recognition. In addition, the Company faces many of the risks and difficulties inherent in gaining market share as a new company, including, but not limited to:
- Developing and commercializing its computer game;
- Developing and implementing an effective business plan;
- Meeting gamer expectations;
- Attaining gamer loyalty; and
- Continuing developing and upgrading its Kite product offerings.
The Company's future will depend on its ability to finish and release its computer game. If the Company is not able to overcome any of the foregoing risks and difficulties, the Company may not be able to generate revenues.
The Company's limited operating history makes it difficult to evaluate the Company's future business prospects and to make decisions based on its historical performance.
The Company's limited operating history makes it difficult for Investors to evaluate the Company's future business prospects and to make investment decisions on the basis of historical operations. Further, it is difficult, if not impossible, to forecast the Company's potential future results based upon its historical data.
The market for computer games is unpredictable and subject to uncontrollable market and consumer conditions.
The market for computer games is unpredictable and accordingly, games that are popular one moment, may not be so the next. The Company's computer game may initially be popular, however changing market and consumer conditions, could result in the game no longer being popular, which would adversely affect sales and the Company's ability to generate revenues.
The Company is relying upon a single gaming Intellectual Property "IP" for its success. If the game is unsuccessful or the Company fails to develop and commercialize the Kite product and name, the Company will not be able to generate any revenue.
The Company is relying upon a single gaming IP for its success. If the Company is not able to complete the game, or if the Company is not able to commercialize the game or successfully market the game to game players, the Company will not be able to generate revenues sufficient to meet its costs and may have to cease operations.
The computer gaming industry is subject to rapid technology changes and improvements and if the Company fails to anticipate and adopt new and improved technologies, the Company's ability to compete will suffer.
The rapid introduction of new and improved technologies in the computer gaming industry requires the Company to be able to anticipate and adopt new and improved technologies that its computer game must take advantage of in order to make it competitive in the market when it is released. The Company may not be able to anticipate or adopt its product to new and improved technologies which could result in the Company's product being technologically inferior to competitive products, or less appealing to consumers, or both, which would negatively impact the Company's ability to generate revenues.
If the Company's game fails to gain market acceptance, the Company may not have sufficient capital to pay its expenses and to continue to operate.
The Company's success depends on generating revenues from the sale of its computer game and ancillary merchandise rights. As a result, if the Company's game does not achieve and sustain market acceptance sufficient to generate revenues to cover its costs, the Company may have to cease operations.
There is a significant and ever growing number of computer games available to the public and there can be no assurance that the Company will be able to generate market interest in its computer game.
Computer gamers have a significant and ever growing number of computer games available to them at any given time. All of these other games will compete with the Company's game for gamers' time and interest. Given the large array of games available, there can be no assurance that the Company will generate sufficient interest in its computer game to attract gamers. If the Company is not able to generate interest in its computer game, its ability to generate revenues will be materially adversely effected.
If the Company's game is successful, the Company must effectively manage the growth of its operations, or its business will suffer.
If the Company's game is successful, the Company's ability to successfully implement its business plan requires an effective planning and management process. In order to implement the Company's business plan, the Company must either generate revenue from its current product, and future products or seek additional funding from outside sources. Neither of which can be assured. Further, in order to grow the Company's operations, the Company will need to hire additional employees and to make investments in its business. If the Company is able to grow, it will place a significant strain on our existing management and resources and will require the Company to institute financial and managerial controls. Any failure to manage any of the foregoing areas efficiently and effectively would cause the Company's business to suffer.
Even if the Company does experience growth, there can be no assurance that the Company will grow profitably.
The Company's success is dependent upon the successful launch and subsequent market acceptance of its computer game. The Company cannot give any assurance that it will be able to successfully launch the computer game or gain market acceptance of the Kite game. The Company's business strategy is dependent on expanding its product offerings and increasing its proposed revenues. The Company's plans to pursue revenue are at an early stage, and the Company cannot assure you that its. plans will be successful or that it will continue or successfully proceed with them as described.
If the Company cannot protect its intellectual property rights or technology effectively, it could have a material adverse effect on its ability to compete.
Creating and marketing a unique computer game is critical to the Company's success and ability to compete, and, therefore the Company's ability to protect its intellectual property rights and technology is critical to its success. Competitors might reverse engineer or otherwise obtain and use the Company's intellectual property without its permission and without its knowledge, thereby infringing the Company's rights and allowing competitors to duplicate or replicate its product. If the Company fails to protect its intellectual property rights adequately, its ability to compete will be materially adversely effected.
If the Company infringes on the intellectual property rights of others, the Company may be required to redesign its computer game, enter into license agreements or cease marketing the game, which would have a material adverse effect on the Company's ability to generate revenues.
The Company's success also depends in part on its ability to operate without infringing upon the intellectual property rights of third parties. Third parties may challenge that the Company's computer game infringes on such third parties' intellectual property rights. If challenged, litigation may be necessary to enforce the Company's intellectual property rights, to determine the validity and scope of the intellectual property rights of others, or to defend against claims of infringement. This type of litigation, with or without merit, could result in the expenditure of significant financial and managerial resources and could result in adverse decisions against the Company. In the event of an adverse decision, the Company could be required to enter into royalty or licensing agreements, which would have the effect of reducing revenues generated by the computer game. Such royalty or licensing agreements, if required, may not be available on acceptable terms, if at all. In addition, any such litigation could result in the Company having to redesign or cease marketing the computer game. Any of the foregoing could have a material adverse effect upon the Company's ability to generate revenues.
The Company has limited sales and marketing capabilities. If the Company fails to effectively sell and market its computer game, it may not be able to generate any revenues.
The Company has limited sales and marketing capabilities. If the Company does not develop a marketing plan and distribution plan for its computer game, it will be unable to effectively market its computer game. If the Company is not able to successfully market its computer game, it may not be able to generate any revenues.
The Company relies upon its one employee, and the loss of the employee would have a material adverse effect on the Company's ability to generate revenues.
The Company has one employee upon which it is relying for the development, launch and marketing of its computer game. Accordingly, the Company's future is substantially dependent on the continued service of this one person. The loss of the services of the Company's employee could have a material adverse effect on the Company's ability to generate revenues.
The Company is wholly dependent on the net proceeds raised from this Offering and failure to raise the Maximum Offering Amount could result in the Company being unable to complete development and market its game.
The Company is wholly dependent on net proceeds received from this Offering to complete and market its computer game. In the event the Company sells less than the Maximum Offering Amount the Company will likely be required to scale back its development and marketing plans which would result in a later than anticipated completion and launch date of its game. The Company has no commitment by any person to purchase Securities in this Offering and the Company does not have any commitments or immediate plans with respect to obtaining additional financing, and there can be no assurance that additional or sufficient financing will be available, or, if available, that it will be available on acceptable terms. If the Company fails to sell the Maximum Offering Amount, it could result in delays in development and launch of its computer game, which in tum would delay the possibility of generating any revenues.
The Company has broad discretion on how we will use any proceeds from this Offering.
The Company has broad discretion on how to use the net proceeds of this Offering and may fail to utilize such net proceeds effectively. If the Company fails to utilize the net proceeds it receives, if any, from this Offering effectively, the Company's ability to generate revenues could be materially adversely affected.
This Offering is being made in reliance on an exemption from registration requirements and there is no guarantee the Offering will comply with the requirements for such exemption.
This Offering will not be registered with the SEC under the Securities Act or with the securities agency of any state. The Securities are being offered in reliance on the exemption from the registration provisions of the Securities Act and state securities laws applicable to offers and sales conducted pursuant to Section 4(a)(6) of the Securities Act and Regulation Crowdfunding promulgated thereunder. If this Offering should fail to comply with the requirements of such exemption, the Company may be fined and may have to return investors' investments, which the Company may not have the funds to do. Accordingly, if the Company is found to have violated the requirements of the exemption, it would have a material adverse effect on the Company and its ability to generate revenues.
Risks related to the securities offered
The Securities offered in this Offering are "restricted securities" and subject to transfer restrictions.
The Securities are "restricted securities" under the Federal securities laws and may not be sold or transferred except pursuant to an effective registration statement or an exemption under the Securities Act and applicable state or "Blue Sky" laws. There can be no assurance that a trading market for these Securities will ever develop. Accordingly, it will be extremely difficult for the investors who purchase Securities to sell or transfer them, if at all.
There can be no assurance that the Company will be able to make payments to holders of Securities or that Investors in this Offering will recover the investments.
Payments to holders of Securities will be made out of revenues generated through the Company’s intellectual property. The Company’s ability to make payments to Security holders will therefore depend on the Company’s ability to complete, launch and successfully market its computer game. There can be no assurance that the Company will be able to complete, launch and market its computer game or that the Company will be able to generate revenues or make any payments to holders of Securities.
The offering price of the Securities has been determined by the Company and is not indicative of the Company’s actual value.
The offering price of the Securities has been determined by the Company and bears no relationship to the value of the Company’s assets, its book value, or any other recognized criteria of value. The offering price should not be considered as an indication of the Company’s actual value or the value of the Securities.
The Securities only provide the holders with the right to receive a percentage of the Company’s revenues, and convey no other rights, therefore holders of Securities will have no right to participate in any vote submitted to the members of the Company.
The Company is a limited liability company and is therefore managed by its manager who is elected by its members. Purchasers of Securities will not be members of the Company and will have no right to participate in any vote of the members. The Securities only provide holders with the right to receive a percentage of the Company's revenues generated through its intellectual property. The members of the Company may have interests that differ from Investors in this Offering and may vote in a way with which Investors in this Offering may disagree and which may be adverse to the interests of the Investors in this Offering.
How could the exercise of rights held by the principal shareholders affect the purchasers of the securities being offered?
What are the risks to purchasers of the securities relating to minority ownership in the issuer?
What are the risks to purchasers associated with corporate actions including: additional issuances of securities, issuer repurchases of securities, a sale of the issuer or of assets of the issuer or transactions with related parties?
Upon sale of the assets, depending on calculation of revenue sharing, a variable percentage of the amount realized pursuant to the sale of the asset (Kite IP), revenue share interest holders will receive a payout. Investors in the revenue sharing interests will have no say in the determination of an assets sale by the Issuer.