Company Overview
| Company Name |
MANIATV INC. |
| Company Address |
8335 SUNSET BOULEVARD
WEST HOLLYWOOD, CA 90069 |
| Company Phone |
855-886-2642 |
| Company Website |
www.maniaTV.com |
| CEO |
Drew C. Massey |
| Employees (as of 3/31/2013) |
1 |
| State of Inc |
CO |
| Fiscal Year End |
12/31 |
| Status |
Filed (12/5/2012) |
| Proposed Symbol |
-- |
| Exchange |
OTCBB |
| Share Price |
$0.90 |
| Shares Offered |
1,111,111 |
| Offer Amount |
$1,000,000.00 |
| Total Expenses |
$40,000.00 |
| Shares Over Alloted |
0 |
| Shareholder Shares Offered |
-- |
| Shares Outstanding |
2,238,890 |
| Lockup Period (days) |
180 |
| Lockup Expiration |
-- |
| Quiet Period Expiration |
-- |
| CIK |
0001559954 |
We have estimated the total proceeds from this offering to be $500,000, assuming
a minimum subscription, or $1,000,000, assuming all shares are sold, which we
cannot guarantee. These proceeds do not include offering costs, which we
estimate to be $40,000. We expect to use the proceeds from this offering as set
forth below, during the first 12 months after successful completion of this
offering:
Minimum Total Maximum
Offering Proceeds of Offering
($500,000) ($750,000) ($1,000,000)
Total Proceeds $500,000 $750,000 $1,000,000
Less: Estimated Offering Expenses(1) 40,000 40,000 40,000
$460,000 $710,000 $ 960,000
Programming(2) $200,000 $300,000 $ 400,000
Sales and Marketing(3) $ 75,000 $112,500 $ 150,000
Technology(4) $ 50,000 $ 75,000 $ 100,000
General and Administrative $ 75,000 $112,500 $ 150,000
Working Capital $ 60,000 $110,000 $ 160,000
(1) Offering expenses include legal, accounting, printing, and escrow agent
fees. The escrow agent fees are estimated at $1,500.
(2) Includes salaries for producers, production and creative personnel, payment
for purchasing non-sponsored programming, talent fees to celebrities, and a
live studio lease.
(3) Consists of minimal sales staff and audience development costs (e.g., ad
buys, partnerships and contests).
(4) Includes approximately $50,000 upfront for hardware and software and $5,000
per month thereafter.
The allocation of the net proceeds of this offering set forth above is based on
our cost estimates and current business plans. If actual costs exceed these
estimates or unanticipated events require a change in our plans, we may find it
necessary or advisable to reallocate some of the proceeds or may be unable to
fund certain activities.
Specifically, the primary use of proceeds will be an investment to open a studio
in the Los Angeles area in order to produce fresh daily premium content to be
added to the maniaTV.com library. The secondary use of proceeds is the hiring
of the core staff on the programming and advertising sides of the business.
Additionally, we will make smaller technological investments in backend
broadband servers and the development of a maniaTV App.
Until we use the net proceeds for the above purposes, we intend to invest such
funds in short-term, interest-bearing, investment-grade obligations and deposit
accounts.
We believe that our available cash and existing sources of funding, together
with the minimum proceeds of this offering and interest earned thereon, will be
adequate to maintain our current and planned operations for at least the next
twelve months.
The entertainment industry is intensely competitive, and we compete for content,
audiences and advertising dollars against a variety of sources including
broadcast, cable and satellite television, movie studios and independent film
producers and distributors, online, digital and mobile properties, and other
entertainment outlets. The entertainment industry is becoming increasingly
dominated by large multi-national, multi-media entities that control key film,
magazine, television and/or Internet content, as well as key network, cable,
Internet and other distribution outlets. Some of our competitors within the
online video market include Viacom (one of the largest owners of cable TV
channels and programming), YouTube (a video-sharing website owned by Google),
Vevo (a music video website), and Hulu (a website that provides subscription
service and free ad-supported on-demand streaming video). Virtually all of
these competitors are substantially larger than we are, have been in business
longer, and have numerous advantages over us including the ability to acquire
financing for their projects and attract superior properties, personnel, actors
and/or celebrity hosts. Our competitors may also have preferential access to
content writers, producers, important technologies, data on viewers to our
website, competitive information, and other important resources. There can be
no assurance that we will be able to compete successfully in the future against
existing or potential competitors, or that competition will not have a material
adverse effect on our business, financial condition or results of operations.
Company Description
We were founded in 2009 by Drew Massey to build a leading pop-culture Internet,
mobile and app-based video entertainment destination. Mr. Massey has over 20
years of experience in the media and entertainment industries and has extensive
experience working with leading advertising agencies and
brands, producing
online content, building media businesses, and developing relationships with top
talent agencies and celebrities. We are currently in operations with the
website www.maniaTV.com which has entertainment content and generates pageviews
and advertising revenue. We intend to leverage our founder’s experience in
Internet television, brand advertising, and premium celebrity shows, to build a
leading network of original pop-culture Internet TV shows that will be available
through our “maniaTV jukebox”.
Mr. Massey is our founder, Chairman and Chief Executive Officer. From January
2003 until July 2007, he served as the Chief Executive Officer of The ManiaTV!
Network, Inc., an Internet television pioneer. While at The ManiaTV! Network,
he initiated a strategy of creating professionally produced pop-culture
programming anchored by well- celebrity hosts. His first celebrity show was a
live nightly Internet TV talk show with comedian and actor Tom Green, “Tom Green
Live!”, which launched in 2006. Prior to “Tom Green Live!”, Mr. Green had his
own late-night talk show on MTV, had previously served as guest host for The
Late Show with David Letterman, and was married to actress Drew Barrymore. We
believe the “Tom Green Live!” show was the first live celebrity Internet TV
show, and its launch was covered in dozens of media outlets including a live
interview of Tom Green on The Tonight Show with Jay Leno and a national
syndicated story by the Associated Press. Following the successful launch of
the “Tom Green Live!” show, Mr. Massey introduced a weekly Internet TV talk show
with musician Dave Navarro named “Spread TV”, which launched in 2007. Mr.
Navarro is a popular American guitarist and television personality who is
currently hosting the second season of Spike TV’s “Ink Master”. Navarro
previously hosted CBS’s “Rock Star” and co-starred with Carmen Electra in MTV’s
“'Til Death Do Us Part: Carmen & Dave”. During the production of these shows,
Mr. Massey and his team developed new production techniques and ways to leverage
new, emerging technologies that enabled them to produce professional-looking,
network-style programming for a fraction of the cost of cable and TV networks.
One of our principal operating strategies will be to develop professionally
produced, pop-culture programming including: celebrity talk shows; reality
shows; celebrity, athlete, artist and band interviews; concerts and other
music-related shows; comedy shows; and game shows.
Drew Massey has over 20 years of experience working in the media and
entertainment industries. He started his career in 1992 working in the
publishing industry for Forbes, Inc. where he created a new division, the
American Heritage Custom Publishing Group. Following his tenure at Forbes, Mr.
Massey founded P.O.V. (Point of View), a lifestyle magazine for young,
professional men. P.O.V. launched in 1995 and received various industry
accolades, including being named the Adweek “Startup of the Year” and the Adweek
“Hot Up & Comer”. From 1995 to 2000, Massey and his team sold advertising to
nearly 200 different brands while working with leading advertising agencies and
attracted a number of well-known celebrities and athletes to appear on the
magazine’s cover including: Michael Richards (Seinfeld), Matthew Perry
(Friends), Samuel Jackson, Matt Dillon, Tyra Banks, John Cusack, Kiefer
Sutherland, Jeff Goldblum, KISS, Brett Farve, Ashley Judd, Grant Hill, Eric
Lindros, Edward Burns, Matthew Broderick, Minnie Driver, Joaquin Phoenix,
Stephen Dorff, Jon Favreau, Jenna Elfman, Mira Sorvino, Oscar de la Hoya, Jeff
Goldberg, Jeff Gordon, Anna Kournikova, Debra Messing, Mena Suvari, and Daniela
Pestova.
We largely plan to make money the way that television always has – through the
sale of advertising. Internet advertising consists of advertising that appears
on desktop and laptop computers, as well as mobile phones and tablets. A
September 2012 report by eMarketer projects that Internet advertising will grow
from approximately $26 billion in 2010 to approximately $52 billion in 2015, or
a 5-year compound annual growth rate of approximately 14.9%. We plan to
initially target the display advertising segment of the U.S. Internet
advertising market and, to a lesser degree, the mobile advertising segment.
We intend to focus our pop-culture programming on the youth and young adult
population. This demographic is critical to advertisers because of the strong
influence that youth and young adults typically have on the spending habits of
family members and others. Youth and young adults are often so-called “early
adopters”, setting trends that are later adopted by other demographic groups,
and consequently we believe that savvy marketers are keenly interested in how to
more effectively reach and influence them.
-----
We were incorporated in the State of Colorado on April 8, 2009 under the name
M Incorporated and changed our name in September 2012 to maniaTV Inc. We have a
December 31 fiscal-year end. Accordingly, all references herein to a fiscal
year refer to the 12 months ended December 31 of such year.
ManiaTV®, the maniaTV logo, and other common law trademarks or services marks
of maniaTV appearing in this prospectus are the exclusive property of maniaTV
Inc. All other service marks, trademarks and trade names referred to in this
prospectus are property of their respective holders.
Our headquarters are currently located at 8335 Sunset Boulevard, West Hollywood,
California 90069. Once we complete this offering, we intend to lease a studio
in the Los Angeles area that we will use to produce programming and for our
executive offices. Our phone number is (855) 886-2642. Our website is
www.maniaTV.com.
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