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Confidential Page 1 8/22/08 The Adventures of Charlie & Moon Business Plan

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Page 1: Biz Plan Equity 25 Aug

Confidential Page 1 8/22/08

The Adventures of Char l ie & Moon

Business Plan

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D i sc la imer This Business Plan has been provided in response to a request by you. This Business Plan [and the information contained therein] is confidential to Bizz-Buzz Productions Pty Ltd ["Bizz-Buzz"]. It is not intended for and should not be distributed to any person other than as permitted by Bizz-Buzz. Information subsequently provided to you , whether orally or in writing by or on behalf of Bizz-Buzz, is also provided on the terms and conditions set out in this document and is also provided by Bizz-Buzz on a confidential basis. The Business Plan has been prepared by Bizz-Buzz to provide you with information relating to the proposed Film project, provisionally entitled "The Adventures of Charlie & Moon". The information is based on material collated and prepared by Bizz-Buzz and from publicly available information. You should not treat the contents of this document as advice relating to legal, taxation, investment or other matters and should consult your own advisers. You should make your own independent assessment and investigation of Bizz-Buzz and the business of Bizz-Buzz and should not rely upon any statement contained in this Business Plan as to the significance, adequacy or accuracy of any matter described in this document. Bizz-Buzz makes no representation or warranty as to the accuracy, reliability or completeness of this document or information relating to Bizz-Buzz or its business subsequently provided to you or its advisers. Bizz-Buzz and its respective directors, employees, agents, suppliers, advisers and consultants shall have no liability including liability to any person by reason of negligence or negligent misstatement for any statements, opinions, information or matters expressed or implied arising out of, contained in or derived from, or for any omissions from, the information provided to you or your advisers, except liability under statute that cannot be excluded. This Business Plan does not constitute an offer by Bizz-Buzz of a financial product which is capable of acceptance by any party. This Business Plan should not be taken by you as advice about financial products. Any party considering a transaction with Bizz-Buzz agrees to look solely to its own due diligence. This Business Plan includes certain statements, estimates, forecasts and projections that reflect various assumptions that may or may not prove to be correct. Children's entertainment and the Film industry in particular is high risk enterprise and you must make your own independent assessment and investigation of those assumptions. The forecasts and projections contained in this document are for illustrative purposes only and should not be taken as a certain indication of possible future returns or anything else. Bizz-Buzz may, at its discretion but without being under any obligations to do so, update, amend or supplement this Business Plan or any other information provided to you. Bizz-Buzz owns the copyright in this document and this document contains confidential information. You must not, without the written permission of Bizz-Buzz, reproduce, store in a retrieval system, transmit or communicate in any form or by any method including electronic, for any purpose, this document. You may not communicate confidential information except as expressly permitted by Bizz-Buzz in writing. All references to 'dollars' or '$' in this document are in the currency indicated, unless expressly stated. All figures and tables are sourced from the records of Bizz-Buzz's business unless otherwise stated. All enquiries relating to this document should be directed to:

Martin Meader Bizz-Buzz Productions Pty Ltd 5/13 Kitchener Road Melville Western Australia 6156 Australia [email protected]

Irena Mihova i’m creative, LLC 217 front Street, #3B New York, NY 10038 USA [email protected]

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Deed of Conf ident ia l i ty The undersigned reader acknowledges that the information provided by Bizz-Buzz Productions Pty Ltd in this business plan is executed as a Deed. Therefore, the undersigned reader agrees not to disclose any of such information without the express written permission of Bizz-Buzz Productions Pty Ltd. It is hereby acknowledged by the undersigned that the information to be furnished in this business plan is in all respects confidential in nature (other than such information which is already in the public domain through other means) and that any disclosure or use of same by the undersigned may cause serious harm or damage to Bizz-Buzz Productions Pty Ltd. Upon request, this document is to be immediately returned to Bizz-Buzz Productions Pty Ltd. _______________________________ Signature _______________________________ Print Name _______________________________ Date

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Execut ive Summary

Australia based Bizz-Buzz Productions Pty Ltd intends to produce a feature length motion picture entitled The Adventures of Charlie & Moon that is in the genre of children’s fantasy movies. The Adventures of Charlie & Moon is based on a soon-to-be published novel by the recognized Australian writer and musician Martin Meader. The novel (the first in a trilogy) has been adapted into a feature film script by Martin Meader. The Adventures of Charlie & Moon is a cross between the magic and adventure of “Harry Potter” and “The Golden Compass”, and the moral and social sound of “Chronicles of Narnia” and “Lord of the Rings”. Each of these films grossed in between $245M and $1.13B worldwide in the last five years. The Adventures of Charlie & Moon has the potential to be the next big box-office children’s movie that can be easily franchised and connected with the books written by the scriptwriter Martin Meader and lead to a solid package of ancillary products along its domestic and theatrical, video/ DVD, cable television and pay-per view and internet distribution. The Adventures of Charlie & Moon easily can connect with the demands of the LOHAS – the Lifestyles of Health and Sustainability group markets. LOHAS defines a $226.8 billion U.S. marketplace for goods and services focused on health, the environment, social justice, personal development and sustainable living. The consumers attracted to this market have been collectively referred to as “Cultural Creatives” and represent a sizable group in the USA. The growing global awareness about climate change and biodiversity and its affects on future generations makes The Adventures of Charlie & Moon extremely timely and in sync with the market demands. The Producers believe that as the Charlie & Moon brand becomes established, it will be able to leverage and capitalize on LOHAS expending market though a set of ancillary products. The manuscripts of the first book The Adventures of Charlie & Moon as well as the film script have been already finished. The second and third books of the trilogy are in development. Actors Jeremy Irons (Academy Award winner) and Karen Allen (Raiders of The Lost Ark) have expressed interest in the project, as has Juan Garcia (Academy Awards for Best Achievement in Visual Effects for Harry Potter and the Prisoner of Azkaban & The Golden Compass), John Cox (Academy Award for animatronics on Babe), Malcolm Luker (score mixer of Shrek The Third, Pirates of the Caribbean, Déjà Vu) and Keb Mo (soundtrack and performer for All The King’s Men and Holes). The Adventures of Charlie & Moon will be produced in Australia for approximately $US35M (depending on starring talent) with projected gross sales of approximately $US160M at the box-office prior to revenues from ancillary markets. 60-75% of revenues from feature film projects come from ancillary markets and merchandising which the producers believe could add at least another $US200M gross.

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The Company

Background Bizz-Buzz Productions Pty Ltd, ACN 129 709 879 (“The Company”) is an independent development and film production company which has been formed as a limited liability company under the laws of Western Australia, with the primary objective of securing financing for and producing the motion picture with the working title The Adventures of Charlie & Moon (“The Project”) for worldwide distribution. The main office of Bizz-Buzz Productions Pty Ltd is located in Perth (AUSTRALIA) with affiliate office in New York (U.S.A.). Bizz-Buzz Productions Pty Ltd plans to capitalize on the growth and earning potential of low to midsize fantasy movies, especially in the foreign marketplace, i.e. Pan’s Labyrinth (13.5M Euro), Whale Rider ($US5M). V is ion Bizz-Buzz Productions Pty Ltd aims with this project to bridge the gap between studio big-budget box-office productions and the gaining space middle-level independent pictures by utilizing the convergence of entertainment, technology and film financing incentives in Australasia, in particular Australia, Singapore, New Zealand and China. The managers are committed to establishing a success story of creating powerful socially engaged entertainment work that brings strong financial growth in perpetuity through multiple distribution platforms. The Management will employ balanced approach between development, production, and distribution and will make sure that:

• The story is not compromised and remains challenging, uplifting, provocative, inspiring, and entertaining; • Distribution and marketing agreements are secured prior to the start of the production.

Management The Company will be managed by its two principal members – Martin Meader and Irena Mihova who have between them almost 50 years of experience in the field of entertainment, film and television production. They will be legally represented by Deborah Tobias (Hillman + Laxon + Tobias) in Sydney, Australia. Each of the members of the Company has demonstrated maturity in business, entrepreneurial and creative talent, professional success and commitment to social causes. In addition, the managing team brings strong relationships in the film industry as well as in the film financing space. Company Information The corporate address for Bizz-Buzz Productions Pty Ltd is: 5/13 Kitchener Road Melville Western Australia 6156 Australia

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The F i lm P ro ject Synopsis

On the night before his ninth birthday, Charlie Ramsbottom's parents give him a gift that is not to be opened until morning. Charlie breaks his word and opens the package to reveal a powerful magic story book called The Book of Dreams. Immediately his world starts to change, mirroring the tale in the book. And as the story unfolds, a very unusual creature - a blue and gold winged, straight-nosed princely eagle, called Moon, arrives at Charlie's bedroom window to bring a message from the King of the Eagles. Summoned by the Eagle King, Charlie has been chosen to save entrapped eagles and other animals from being turned into stuffed toys by Skunk Weavel, an evil toy maker who operates in the corrupt and polluted City of the Quincequonces. Failure to stop Skunk Weavel will give the toy maker power over The Book of Dreams, thus enabling him to control the dreams of children and adults alike. Armed with The Book of Dreams and two large Thunder Eggs from his parent’s Tumblegum Farm, Charlie and Moon leave the environmentally secure Thunder Egg Downs and embark on a perilous journey towards the toy maker’s lair. They have until the clock strikes twelve on Charlie’s birthday to complete their mission. As they travel the treacherous Wretched Woede to the City of the Quincequonces aided by the mystical Bizz-Buzz, Doreen Tremblingknees, the mysterious Nine Silent Ones, Eric Grumblebum, Noni Benoni, two Thunder Egg Chickens named Snoozeball and Runningmouth, and Charlie’s pain-in-the-neck sister—the operatic Penelope. En route, Charlie and Moon have to continually avoid being ensnared by Skunk Weavel’s cohorts, the Snarlie brothers, Flip and Flop.

Once in the contaminated City of the Quincequonces, Charlie, Moon and the Thunder Egg Chickens are all captured by the Snarlies. To the horror of all the animals and Penelope, Skunk Weavel feeds Charlie the stuffing potion, turning him into a cuddly toy. The eagles immediately rise up to attack the toy maker but he sneakily escapes to Weavel World with Penelope as hostage, leaving Charlie destined to live in a world of stuffed toys. Drifting perilously between life and death, Charlie’s spirit is whisked back to his parent’s farm where The Nine Silent Ones reveal why he has been chosen for the quest - he has the spirit of an eagle within. As Charlie embodies this spirit, he is resuscitated by the antidote from the Thunder Egg yolk and returns to the land of the living. Charlie and the animals chase down Skunk to the Weavel World theme park. Charlie, in fully fledged eagle mode, confronts the toy maker who is about to turn his captured mother, father and sister into stuffed toys. With his newly discovered powers, Charlie overcomes Weavel who, in refusing defeat, swallows his own potion and becomes a stuffed toy maker. As the clock strikes twelve, Charlie reclaims The Book of Dreams and saves all the animals from a world of darkness and despair. Charlie is reunited with his family and then the King of the Eagles, in gratitude, gives them a special wish—to fly like birds. Soaring higher and higher into the night sky with the royal eagles, Charlie suddenly awakens in his bed and wonders if the adventure has all been a dream.

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Beyond the Story New films emerge into the world’s marketplace everyday. Occasionally, a great film appears and captures the global imagination. Films such as E.T., Cinema Paradiso, Forrest Gump, Finding Neverland, and the Harry Potter franchise stay in the public consciousness due to their ability to strike a chord in the hearts of viewers. The Producers of The Adventures of Charlie & Moon believe their story has not only the ability to resonate with a world audience but to also uplift and benefit the world consciousness. The Adventures of Charlie & Moon includes some special ingredients, which gives it the potential for touching the hearts of millions. In The Adventures of Charlie & Moon, love and integrity overcome the mean, the bad, and the ugly. The main characters have a developmental arc that leads them from ignorance or self-importance to a state of transformation and transcendence.

There is a full set of role models for the young audiences. The 9-year old Charlie Ramsbottom, (the reluctant hero of the story) undertakes a heroic journey where he is forced to overcome evil and learn life’s lessons. His 13-year old sister Penelope (the trickster whose operatic singing saves the day) joins him. The wise master - Bizz-Buzz and his sidekick, Doreen Tremblingknees, mentors Charlie. The wonderful Thunder Egg Chickens and their opposites, the Snarlies bring comic relief. Mr. & Mrs. Ramsbottom, Noni Benoni and Eric Grumblebum are adult helpers on Charlie’s journey whilst the eagles show us true nobility and courage. The reestablishment of lost human values is at the heart of the story. At the beginning Charlie breaks his promise, his word. From then on, his journey also takes on the task of restoring his broken word to his family and along the way building a friendship that demands compassion and bravery. Charlie is the symbol for the new environmentally aware generation. He dares to go beyond the world of cartoon television, electronic games and fast food. He undertakes a journey that demonstrates that children, in spite of all techno-gadgets, remain close to nature and have the curiosity and will for exploring and preserving it. It takes the bravery and insight of a child to overcome this exploitation and stop the extinction of animals. The central story reveals the plight of the blue and gold winged eagle. Their possible extinction is symbolic of the current day threat to the environment. Finally, The Adventures of Charlie & Moon is a wonderful Christmas story that will be revisited again and again because it takes us on a mythical journey. It has the same four ingredients as the Harry Potter stories - a strong narrative, mystery, ambiguity and full-on entertainment. Like Harry Potter, The Adventures of Charlie & Moon taps into a mainstream audience of adults, young adults and children. The story has all the plot basics for a young readership - a seemingly normal kid suddenly thrust into a world where he has to become heroic to redeem his own self and save the world from darkness beyond our imagination.

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The Creators LEONARDO R ICAGNI - Director

For the past 15 years, Leonardo has directed four feature films and countless commercials for Panasonic, BBC, Yahoo!, VISA, and AT & T in locations spanning the globe including Rome, Hamburg, South Africa, Brazil, Cuba and the U.S. He is being heralded as the next great visionary director to come out of South America. He directed the critically acclaimed “El Chevrole”, screened at the 1998 Hamptons International Film Festival. Followed by, “Indocumentados”, a passionate journey into the lives of immigrants through post September 11th New York. His film, “A Dios Momo”, premiered at the AFI Fest in Los Angeles, Berlin International Film Festival and the 2006 TriBeCa Film Festival. Recently, Leonardo has directed and produced the short drama “Feathers To The Sky” that has been among the official selection of numerous prestigious festivals such as TriBeCa Film Festival, AFI, Santa Barbara, Cannes Film Festival Short Corner and Los Angeles Latino International Film Festival. Leonardo resides with his wife and two daughters in Los Angeles, CA. You can visit www.leonardoricagni.com to see and feel his magic.

MARTIN MEADER – Writer, Producer

Australian Martin Meader is a writer of children’s fiction, a feature and documentary film producer, composer, musician, and choral director. To herald the birth of his son, Martin wrote the first book in The Adventures of Charlie & Moon trilogy. The theme song, We Are Flying, was composed and recorded by Martin and will be featured on his debut album, Inside the Heart. In 1997, Martin Meader co-wrote and co-produced Paradise Road, a $25.6 million Fox Searchlight feature, which starred Glenn Close, Cate Blanchett, Pauline Collins, Jennifer Ehle, and Francis McDormand. Martin has also worked with high profile individuals such as Dean Semler (Academy Award winner for Dances With Wolves), Andrew Lesnie (Academy Award winner for Lord Of The Rings) and John Cox (Academy Award winner for Babe). Another of Martin’s children’s stories, The Way to Alphabeticus, has also been written as a feature film and developed into an Educational game called SPELL ‘TM’. Martin has conducted choirs of varying sizes (including 1,000 voice choirs) in Australia, Indonesia, Canada and most recently the Hurricane Choir in Louisiana. Currently, Martin is conducting the 200 voice Western Australia's ABC's 720 Choir for a series of concerts in 2008.

IRENA MIHOVA - Producer

Founder and CEO of i’m creative, Irena Mihova is focused on creating recognizable brand in independent motion picture and television through investment in talent and unique creative projects. She has produced and executed documentaries, narrated stories, TV shows and other fiction, non-fiction and animation projects around the world. Irena has worked with some of the most prominent professionals in the film industry. As a co-producer of the feature documentary Running the Sahara, Irena worked along the Academy Awards winners Matt Damon and the Director James Moll. She Executive Produced the celebrated MTV film Bling: A Planet Rock starring the Grammy Nominee Kanye West and the former child soldier, the writer Ishmael Beah. Irena executive produced also Feathers to the Sky written, produced and directed by Leonardo Ricagni. She also launched the groundbreaking TV&Film Partnerships Initiative at the United Nations. Irena Mihova is a four-time receiver of the Carnegie Corporation of New York's creative grant.

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JEREMY IRONS – Actor (Expressed Interest)

This very English actor began by busking, and then joined the Bristol Old Vic Theatre School. His first break came in the musical Godspell, when he played John the Baptist alongside David Essex. Once described as 'the thinking woman's pin up' he has made his name in most notable, thought provoking films such as Dead Ringers (1988) and gained a Golden Globe Award in addition to an Oscar for Best Actor in 1990 for his role as Claus von Bulow in Reversal of Fortune (1991) alongside Glenn Close. Among his numerous awards are another 21 wins (3 Emmy Awards, Honorary César, 4 Golden Globes) and 11 nominations. Jeremy Irons’ credits include The Mission, Damage, The Lion King, Stealing Beauty, Casanova, Eragon and many others.

KAREN ALLEN – Actress (Expressed Interest)

Born in rural southern Illinois, Karen’s major film debut was in National Lampoon's Animal House. Her next big break came in Raiders of the Lost Ark where she created the role of "Marion Ravenwood". Karen also debuted on Broadway in 1982 in "Monday After the Miracle, The". After a few small films, including the underrated Until September, directed by Richard Marquand, and other stage appearances, she made the successful science fiction movie Starman. After that she worked on the stage giving notable performances in Paul Newman's screen adaptation of The Glass Menagerie, the Christmas hit Scrooged and Steven Soderbergh's underrated King of the Hill. Karen stared opposite Peter Coyote in The Basket, co-stared with George Clooney, Mark Wahlberg and Diane Lane in the blockbuster The Perfect Storm, and most recently with Harrison Ford and Cate Blanchett in Indiana Jones.

KYLIE MINOGUE – Actress, Singer (In Discussions)

Kylie Minogue is both Australia's and Europe's biggest-selling female pop singer. But a singing career was never what Minogue had in mind for herself. Kylie’s acting career began early, but it was her role as Charlene in the Australian soap Neighbours which established Kylie as an international star. Her singing career began purely by accident when a record company executive heard Kylie's rendition of Little Eva's 1962 hit "The Loco-Motion". She signed with PWL Records and hit-makers Stock/Aitken/Waterman. She made history by having more than 20 consecutive top ten hits in the UK. After leaving PWL Records Kylie headed in a decidedly more mature musical direction that brought her two Brit Awards for Best International Female and Best International Album in 2002 and 2 years later – GRAMMY for Best Dance Recording. Her motion picture debut came with the starring role of Lola in The Delinquents and continued with appearances in Cut, Street Fighter, Moulin Rouge, Doogal, Doctor Who and numerous other film and TV production.

PAUL McCARTNEY – Composer, Songwriter (In Discussions)

Sir Paul McCartney is a key figure in contemporary culture as a singer, composer, poet, writer, artist, humanitarian, entrepreneur, and holder of more than 3 thousand copyrights. He is in the "Guinness Book of World Records" for most records sold, most #1s, most covered song, "Yesterday," largest paid audience for a solo concert. He is considered one of the most successful entertainers of all time. Two-times GRAMMY winner, Paul McCartney was Oscar nominated for Best Music, Original Song for Live and Let Die, and Vanilla Sky, and received an Academy Award for Best Music, Original Song Score for Let It Be (shared with: John Lennon, George Harrison, Ringo Star).

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AL OVADIA – Licensing, Promotion and Merchandising

Al Ovadia serves as President of Al Ovadia & Associates, Inc. (AO&A). Prior to starting his own company, Al Ovadia served as Executive Vice President of Sony Pictures Consumer Products and responsible for the global merchandising and branding efforts for some of the most recognized properties in film and television, - Spider-Man and Spider-Man 2, Men In Black 2, Stuart Little 2 motion pictures and the animé series, Astro Boy. As VP, Network Creative Services at NBC Television, he launched Miami Vice, Cheers, Hill Street Blues, St. Elsewhere and The Cosby Show. From 1988 to 1995 Al Ovadia served as President, Licensing and Merchandising for Twentieth Century Fox, where he oversaw all of the studio’s film, video and television properties, including Aliens, Predator, Home Alone, and the enormously successful series, The Simpson's. As President of News America Marketing, one of the nation’s largest direct to consumer marketing groups ($550 million dollar print ad sales), Al Ovadia worked with Nestle, Pepsi, Kraft Foods, Gillette and many others. Al Ovadia is the recipient of numerous Awards for his work on Home Alone and The Simpson's. In 2003 and in 2005, he and his staff were honored with multiple LIMA Awards, including the top honor of Property of the Year for their efforts on Spider-Man and Spider-Man2.

NICKY SOTIROV – Co-producer, Actor

Nicky Sotirov is one of the most prominent figures in the Bulgarian cinema and theater world. He has more than 30 leading roles along Wesley Snipes, Stephen Baldwin, Patrick Swayze, Ben Cross, Steven Seagal, Steve Boldwin, Jean-Claude Van Damme. With his Pandance Theater – an artistic laboratory for experimental stage, Nicky Sotirov has toured more than 40 countries in Europe, North and South America, Asia and Africa. He is a life-honored member of the biggest Latin American Theatrical Festival Teatro d’Oriente (Venezuela) and winner of the Best Mime Award – Arezo, Italy.

JOHN COX - Special Effects (Expressed Interest)

John Cox, special effects designer, was inspired to seek a career in film after seeing King Kong at age 14. In 1979 he formed his own special effects company, “FX Associates”, and the following year worked as a props assistant on Mad Max 2. During the 80s Cox created props and creatures for various Australian and U.S. productions, including Bliss and Dead Calm. In 1995, having founded “John Cox’s Creature Workshop,” he worked on George Miller’s Babe, constructing a menagerie of animatronic farm animals that would earn him an Academy Award for visual effects. He is pictured here with one of 11 aliens he constructed for the film Pitch Black. Each creature was 3 metres high, with a wingspan of 4 metres. His recent projects have included Crocodile Dundee, Scooby Doo, Peter Pan, Racing Stripes, Siegfried, The host and The Rogue for which he won AFI Best Visual Effects.

MALCOLM LUKER - Scoring Mixer (Expressed Interest)

Born in India, Malcolm Luker worked in Music Production on movies such as Pirates of the Caribbean, Black Hawk Down, The Man in the Iron Mask, Gone Baby Gone, Shrek the Third, Deja Vu and TV shows including Live From Baghdad and Catherine the Great. He has been collaborating with some of the best industry - Jeremy Irons, John Malkovich, Anthony Hopkins, Randall Wallace, Ridley Scott, Tony Scott, Leonardo DiCaprio, Gérard Depardieu, Jackie Chan and Jet Li.

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JUAN GARCIA – XUASUS - Special Effects (Expressed Interest)

Juan Jesus Garcia's first publications date back 20 years. He started Illustrating at an early age for several Spanish Magazines and Television and adopted the pen-name Xuasus. Very soon, he began his own daily comic strip for the newspaper "La Nueva Espana". Comics allowed him to combine his love for film, drawing and storytelling. After a period in Paris drawing Bd, he moved to England where he worked for most of the British comic publications. Juan Garcia, also known as Xuasus, popular for his Judge Dredd Work, has in recent years brought his influential artwork style to the big screen. He has been involved in the Creation and Art Direction of Digital environments for a number of films among which are the Emmy and VES Award winner, Rome, VES Award winner, Kingdom of Heaven, Troy. Juan and his team were Oscar nominated for Best Achievement in Visual Effects for Harry Potter and the Prisoner of Azkaban and in 2008 won the Academy Award in the same category for The Golden Compass.

KEB ’MO ’ - Music Composition (In Discussions)

Singer-songwriter and guitarist Keb’Mo’s music is a living link to the seminal delta blues that traveled up the Mississippi River and across the expanse of America – before evolving into a universally celebrated art form. Born Kevin Moore in South Los Angeles to parents originally from the deep South, he adopted his better known stage name Keb’Mo’ when he was a young player, inspired by the force of this essential African-American legacy. His acclaimed self-titled 1994 debut album introduced that famous appellation to the world, and his eight album, Suitcase, brought it to new heights. It won Keb’Mo’s third GRAMMY for best contemporary Blues Album. Keb’Mo’ also composes and performs music as well as acts in film and TV shows. He worked along Sean Penn, Anthony Hopkins, Kate Winslet, Jude Law and many of that caliber. Keb’ Mo’ envisions making music as sharing hopes of building meaning, companionship and community as part of a larger whole.

Children’s drawing on “The Adventures of Charlie & Moon” manuscript, Perth, Australia, 2008

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The Indust ry

Box-office History for children’s fantasy movies that are in the same genre as The Adventures of Charlie & Moon.

(Ref. http://pro.imdb.com/boxoffice/alltime-world-wide) The total all time box-office performance worldwide shows that the top 15 most successful motion pictures (surpassed only by Titanic) are children adventure and fantasy movies. With budgets between $63M up to $300M, they grossed up to $1.13B. The average gross box-office for these films was $924M. As box-office only tends to account for approximately 20%of the gross revenues of a feature film, sales for DVD rental and direct, television and cable rights, soundtrack and other anci l l a ry products should boost gross revenues significantly (Ref. http://www.edwardjayepstein.com/Demyst3.htm)

Tit le Gross (US)

Budget Re lease Date

The Lord of the Rings: The Return of the King (2003) $1.13B $94M 1 December 2003 Pirates of the Caribbean: Dead Man's Chest (2006) $1.06B $225M 24 June 2006 Harry Potter and the Sorcerer's Stone (2001) $969M $125M 4 November 2001 Pirates of the Caribbean: At World's End (2007) $958M $300M 19 May 2007 Harry Potter and the Order of the Phoenix (2007) $937M $150M 28 June 2007 Star Wars: Episode I - The Phantom Menace (1999) $922M $115M 19 May 1999 The Lord of the Rings: The Two Towers (2002) $922M $94M 5 December 2002 Jurassic Park (1993) $920M $63M 9 June 1993 Harry Potter and the Goblet of Fire (2005) $892M $150M 6 November 2005 Spider-Man 3 (2007) $885M $258M 16 April 2007 Shrek 2 (2004) $881M $150M 15 May 2004 Harry Potter and the Chamber of Secrets (2002) $866M $100M 3 November 2002 Finding Nemo (2003) $865M $94M 30 May 2003 The Lord of the Rings: The Fellowship of the Ring (2001) $861M $93M 10 December 2001 Star Wars: Episode III - Revenge of the Sith (2005) $848M $113M 15 May 2005

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The Market The Movie Industry is one of most exciting businesses in the world, a business where the revenue of a single feature film (such as Lord of the Ring and Pirates of the Caribbean), can approach or exceed $1 billion.

According to The Motion Picture Association (http://www.mpaa.org/researchStatistics.asp) in 2006 worldwide box-office reached its highest level in all-times with $25.82B. This 11% increase was driven by growth in all of the regions, with Asia Pacific and EMEA each rising 15%.

The U.S. grew 6%, while Latin America grew 17% and Canada remained fairly flat.

Worldwide admissions also bounced back, reaching an all-time high of 7.81 billion movie tickets after a 4% increase. The growth was driven primarily by Asia Pacific’s 5% gain to 4.81 billion tickets and EMEA’s 4% gain to 1.10 billion tickets.

Prior to 1985, feature motion pictures had one major source of revenue in the United States and abroad – the movie theatre. Digitalization has brought numerous advantages as well as challenges for the industry and changed business models in unprecedented way. Worldwide spend on filmed entertainment is around $65B a year where total revenues are split almost equally between the Domestic (North American) market and the Rest of the World. The industry has doubled in size in the last 8 years - an annual growth rate of almost 10%. Few, if any, major businesses can boast such continued growth over this period. Video and DVD have contributed significantly to the growth levels. DVD has itself seen a tenfold rise in the last 3 years. Theatrical (i.e. cinema) revenues only account for about 25% of the total revenues, with video (including DVD) taking about 40%; television accounting for 28% and ancillary revenues the final 7%. (http://www.inside-pictures.com/pages/papers/paper.asp?ID=8)Confidential, created on 31 Dec.07

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Pub l ic i ty & Advert i s ing The Producers of The Adventures of Charlie & Moon will employ a heavy Publicity & Advertising (P&A) campaign. Press outreach, private pre-screenings and other PR events with major talent involved in the picture, internet and other digital-production techniques will drive the effort. The Producers will utilize multiple P&A platforms, such as: Internet, print and electronic media, festivals, trailers, billboards, talk shows, word of mouth, merchandising.

A dedicated website will be developed to promote the film and any ancillary products from the film in a manner similar to Harry Potter www.harrypotterorderofthephoenix.com/ and Pan’s Labyrinth, www.panslabyrinth.com/. In addition to the major Distributor’s website of the film, the Producers will create a website that will adopt a style of guerilla marketing and advertising similar to other successful children motion pictures. Some of the most powerful on-line social networking spaces, web-blogs and appropriate chat rooms, and video games will be put in action, such as www.myspace.com, www.youtube.com, www.flicker.com, www.secondspace.com. Alliances will be built with theme-related organizations – “green” corporations as well as non-profit entities, that will publicize the film as well as the main social and environmental issues addressed in the work (ex. Toyota, Avon, Body Shop, museums for natural history, www.sierraclub.org, www.wwf.org, www.greenpeace.org, www.millenniumkids.com).

In addition to P&A, the Producers will secure, prior to release of the picture, distribution agreement for sales and marketing representation at the major film markets and festivals. If nominated at some of the most prestigious film venues, such as Cannes, Berlin, Venice, BAFTA and The Academy Awards, The Adventures of Charlie & Moon will increase enormously its profile and value in the marketplace.

“The Internet’s relationship with the movie industry has developed over a number of years. From a facilitator of debate by movie geeks, to a major marketing tool for new releases, to a distribution system for the films themselves, the Internet’s importance in the eyes of the movie-men and women has grown exponentially” http://www.iabuk.net/en/1/thebuzzonmoviesandtheinternet.html)

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Market ing and D is t r ibut ion Modernized theaters, additional movie screens, DVD and high-definition DVD and DVD recorders, and the continued emergence of on-line DVD rental subscription services will all help the worldwide entertainment market achieve sales of $118.9B in 2009 at a 7.1% compound annual growth rate (CSGR), according to PriceWaterhouseCoopers’ “Global Entertainment and Media Outlook: 2005 – 2009”. The Producers of The Adventures of Charlie & Moon will aim at negotiating a distribution deal for Domestic and other major territories prior to the release of the picture that will include publicity, promotion, press screenings and advertising. The film will premiere at motion picture theaters to establish its box-office value and critical reputation and will follow the other revenue streams: Video/DVD rental Video/DVD retail (or sell-through) Pay per View Television Subscription or Pay Television Free Television

The industry has created windows of exploitation to maximise revenues at each stage of the value chain and avoid any clashes in the marketplace. These windows are starting to close up as the non-theatrical streams start to eclipse the original release in terms of revenue generation (although the cinematic shop window still remains the main driver of revenues throughout the chain in most cases) but are roughly as indicated below:

Theatrical: 0 - 6 Months Video/DVD: 6 - 15 Months Pay Per View: 15 - 18 Months Pay TV: 18 - 30 Months Free TV: 30 + Months

(NB. In practice there may be "dark" months between windows to enable greater differentiation between them.)

The spectacular success of the home DVD market has led to increased pressure on the video/DVD rental window with some of the major distributors keen to put their product into the retail market place as soon as possible. In the immediate future, more films will be released simultaneously into the rental and sell-through DVD/video windows. The rental window, which currently lasts for about six months before titles go into retail outlets, may be closed altogether before too long. This may also lead to the Pay per View window moving forwards with titles reaching television screens within 9 to 12 months of their theatrical release.

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Merchand is ing The Adventures of Charlie & Moon touches a number of global themes such as environment, children, magic, opera, toys, animals and education that gives an opportunity for creating, marketing an distributing a set of merchandising products. Its marketing and distribution will capitalize directly on the success of the motion picture. Merchandising and spin-off products will form a sizeable portion of the revenue stream for The Adventures of Charlie & Moon. The Producers intend to create a whole range of products that are “green”, sustainable and healthy under the following headings:

• Film – Film script; Film soundtrack, DVDs; novel – manuscript completed; Teacher Resource Book – first draft completed; Talking book Internet games; Video games; Happy Families Card game; Cell phone games; Educational materials;

• Collectibles - Sculptures, knick-knacks, figurines, holiday ornaments and decorations. Gooba and gooba containers, imitation quincequonce juice and containers, farting contraptions, ham sandwich bushes;

• Home Decoration - Bed sheets, throw blankets, pillows, posters, curtains, furniture, picture frames, bookends, tin signs, clocks; coffee mugs, bowls and plates, magnets, cookie jars, boxes, trunks, fabrics, and wallpaper;

• Toys and Games - Board games, trading card and regular card games, videogames, electronic toys, action figures and their accessories, play sets and figurines, boat cart, plush toys, beanies videogames, puzzles, educational activity sets, dolls: Viewmaster and slides, electronic games: Book of Ages, collectors line of Charlie & Moon teddy bears;

• Paper Items and School Supplies - Journals, notebooks, bookmarks, backpacks, folders, pens, pencils, storage boxes, address books, stickers and sticker books, photo albums, coloring and "activity" books, calendars, bumper stickers;

• Clothing - Hats, jeans, T-shirts, pyjamas, nightgowns, socks, boxer shorts, shoes, sweaters, sweatshirts, cloak, umbrellas, sunglasses, eyeglasses, jewellery;

• Costumes - Licensed carnival outfits, toy outfits, Snarlie outfits, Thunder Egg Chickens outfits, eagle outfits. • Food, Drink and Personal Care - Food and beverages promoting the movie, such as Bertie Bott's Every Flavor

Beans, Coca-Cola, the CAP Candy line; also bath and dental products by Johnson & Johnson, cake decorating and baking items, lunchboxes, cookie makers (Ref. http://www.angelfire.com/mi3/cookarama/products.html)

Targeting the LOHAS markets Charlie & Moon brand for organic food-products can include the following:

• Charlie & Moon chocolate • Organic Thunder Eggs • Snarlie Gooba mints, snakes, bears • Skank Weavel tea • Noni Benoni’s orange juice and fruit cake • Chewing gum from Tumblegum • Doreen Tremblingknees apple crisp • Thunder Egg Chickens hot chocolate & rice pudding • Ramsbottom oatmeal • I Can See For Miles vitamins & minerals • Bizz Buzz’s oatmeal • Quincequonce ice cream • Happy Families card game • Listen to the Wind cereal for kings

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The F inancia l P lan

R isk Statement

Investment in the film industry is highly speculative and inherently risky. There can be no assurance of the economic success of any motion picture since the revenues derived from the production and distribution of a motion picture depend primarily upon its acceptance by the public, which cannot be predicted. The commercial success of the motion picture also depends upon the quality of the other competing films released into the marketplace at or near the same time, general economic factors and other tangible and intangible factors, all of which can change and cannot be predicted with certainty. The entertainment industry in general and the motion picture industry in particular, are continuing to undergo significant changes, primarily due to technological developments. The digitalization and the expansion of broadband Internet access not only provided alternative and competing forms of leisure and entertainment but also challenged the industry business models becoming major revenue streams though without cutting into theatrical attendance. (PricewaterhouseCoopers, Global Dynamics: 2003-2007)

The success of the business of Charlie & Moon Productions Pty Ltd will depend upon the ability of the management to produce a film of exceptional quality at relatively moderate costs in comparison to similar productions (ex. each Harry Potter film budget is approx. $100M). This way the film will be in a position to compete in appeal with higher-budgeted films of the same genre. In order to minimize the risk, Management plans to participate as much as possible throughout the process and will aim to mitigate financial risks where possible. Prof i t Distr ibut ion and Shar ing The revenues from the motion picture will be derived from domestic and foreign theatrical distribution, sales to television, as well as money making ancillary rights, such as video cassettes and DVD, pay cable and satellite TV, soundtrack recording, etc. Theatrical Distribution Deals The share of Box-office paid over to distributors varies between territories. The typical exhibitor's share in the US is 45% -55% and in the Rest of the World 55% - 65%. %. The balance remitted to the distributor is termed the "Net Theatrical Rentals". Video/DVD Distribution Deals Film distributors take an average of 75% of consumer spend from retail video/DVD activity compared to about 25% - 33% from rental activity (hence their keenness to get titles into the sell-through market as quickly as possible). Television Deals Pay per View TV service retains about 40% - 50% of the viewer's fee, recoups the distributor's advance and pays any balance to the distributor, which usually retains around 25% - 35% in commission. The Subscription TV operator pays a fixed fee to the distributor (of $50k to $1.2m), which usually depends on the film's performance at the Box-office. Free TV’s license fee paid by the broadcaster usually depends on the film's Box-office performance. The distributor takes percentage fees of between 25% - 50% in the US and 20% - 40% in the Rest of the World, with the balance to the producer / financier / agent.

“A movie is the best investment one can make for the up-side potential vs. the risk. They're better than real estate, blue chip stocks, gold, silver, precious stones, income-producing rental properties, futures, treasuries, international currencies . . . better than anything, with the possible exception of investing in your own education and spiritual enlightenment. There simply is no business with manufacturing capital entry requirements as low as motion pictures where the potential return can be as unlimited over the short, medium and long terms. For instance: a movie such as HALLOWEEN, costing as little as $320,000 to produce, earned $75,000,000 and it does not stop earning money - for a lifetime”, James Jaeger www.mecfilms.com/moviepubs/memos/whyinves.htm

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Investor I ncent ives BULGARIA The Producers intend to set up the picture at Nu Boyana Film Studios (Bulgaria) where the company of Irena Mihova - i’m creative has a preferential price deal and has the opportunity to negotiate distribution deal for the US territories with Millennium Films or First Look - co-owners of Nu Boyana. There are considerable commercial incentives and opportunities for producing The Adventures of Charlie & Moon at Nu Boyana Film Studio in Bulgaria. Bulgaria is well-positioned to attract a respectable share of the world's $22 billion market for film production. Hollywood's level production costs can be easily lowered up to 50% - 60% mainly because of modest labor costs. Production budgets get even a lower cut than in Prague or Budapest, both of which have well-established film industries. Recently, Director Brian De Palma's The Black Dahlia was shot outside of the Bulgarian capital Sofia as well as The Code with Morgan Freeman and Antonio Banderas. AUSTRALIA In November 2007, the Australian Government approved new Screen Production Incentive package that consists of three parts: The Producer Offset is a tax-based incentive and is principally relative to goods and services provided in Australia. It is available to feature films up to 40% of qualifying expenditure. The new offset package will allow the Producers of The Adventures of Charlie & Moon to find more equity investment and lessen the reliance on pre-sales as well as getting better distribution terms. It will allow lenders to lend/ invest over and above the quantum of the rebate via the equivalent of gap or super-gap funding. A significant equity stake has the possibility of providing all members of Charlie & Moon Productions Pty Ltd with significant revenue from the sales. This has a particular importance in view of the franchise of the film that can grow into a viable business. The Australian Government has entered into formal co-production treaties with UK, Canada, Ireland, Italy, Israel, Germany, Singapore and China (each with minimum 30% Australia creative contribution), and with France, New Zealand and Vietnam through Memoranda of Understanding (MoUs) (with 40% minimum Australia contribution). The effect of these arrangements is that if the Film is approved by AFC, it is regarded as national production of each co-producing country, and is therefore eligible to apply for any benefits or programs of assistance available in both countries.

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The Adventures of Charlie & Moon P&L Film Budget 35,000,000 Equity Investor A 75% 26,250,000 (% of Film Budget) Equity Investor B 25% 8,750,000 (% of Film Budget) Revenues Domestic US Theatrical Revenues 90,000,000 US Video Revenues 78% 70,200,000 (As % of US Theatrical Revenues) US TV Sales 75% 67,500,000 (As % of US Theatrical Revenues) Foreign Foreign Theatrical Revenues 98% 88,200,000 (% of US Box Office) Foreign Video Revenues 60% 42,120,000 (% of US Home Video) Foreign TV Sales 83% 73,206,000 (% of International Theatrical Revenues) Gross Film Revenues (1) 431,226,000 Costs Distribution Fees US Theatrical 35% 31,500,000 (% of US Theatrical Revenues) US Video 35% 24,570,000 (% of US Video Revenues) Foreign Theatrical 40% 35,280,000 (% of Foreign Theatrical Revenues) Foreign Video 40% 16,848,000 (% of Foreign Video Revenues) Television 9% 12,663,540 (% of Television Revenues) Distribution Expenses US P&A 20% 7,000,000 (% of Budget) Foreign P&A 20% 7,000,000 (% of Budget) Overhead 10% 1,400,000 (10% of P&A) Total Cost (2) 136,261,540

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Net Film Revenues 294,964,460 Recoupment of Equity Investment 20% 42,000,000 (Principal plus 20% Preferred Return)

Equity Investors after Principal Recoupment 26% 65,770,760

(% of Gross Revenues after Recoupment) Talent and Producers 74% 187,193,700

Return for Equity Investment Capital Invested 35,000,000 Received: Recoupment of Investment 42,000,000 Equity 65,770,760 Net Income (3) 72,770,760 ROI 208%

Cash Flow Projections 2008 2009 2010 2011 2012 Gross Revenues 129,367,800 215,613,000 86,245,200 Production Expenses (12,250,000) (22,750,000) Distributors Fees (66,780,000) (41,418,000) (12,663,540) Distribution Expenses (15,400,000) 0 0 Net Revenues (12,250,000) (22,750,000) 47,187,800 174,195,000 73,581,660 Recoupment of Private Investment (120%) (42,000,000) 0 0 Left for Equity 5,187,800 174,195,000 73,581,660 Private Investors (26% of Residual) 1,348,828 45,290,700 19,131,232 Talent and Producers (74%) 3,838,972 128,904,300 54,450,428

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Letters of Support

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Sketches

Snar l i e FL IP

Snar l i e FLOP

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Thunder Egg Chicken SNOOZEBALL

Thunder Egg Chicken RUNNINGMOUTH

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Contact Deta i l s

AUSTRALIA Mart in Meader

Art From The Heart Prod Pty Ltd +618 9330 6820

[email protected]

U.S.A. I rena Mihova i’m creative, LLC

+1 212 608 6735 [email protected]

BULGARIA Nicky Sot i rov

+359 88 788 0188 [email protected]

LEGAL REPRESENTATION Deborah Tobias

HILLMAN + LAXON + TOBIAS [email protected]

+612 9339 2900

Children’s drawing on “The Adventures of Charlie & Moon” manuscript, Perth, Australia, 2008