Chicken soup for the soul entertainment, inc. announces joint venture agreement with landmark and the company, legend capital management llc, cole investments vii, llc
On october 11, 2019, chicken soup for the soul entertainment inc. (the company") consummated (the closing") the creation of a joint venture entity to be branded landmark studio group" (landmark") for the development and production of original scripted content. landmark is governed by the terms of an operating agreement (the operating agreement") entered into by landmark and the company, david ozer, legend capital management, llc (legend"), kevin duncan, and cole investments vii, llc (cole"), an affiliate of cole strategic partners, each as members of landmark. in connection with the creation of landmark, (a) mr. ozer has contributed certain original television series and feature films to landmark in exchange for 21,000 units of common equity (common units") of landmark, (b) legend has contributed an original television series to landmark in exchange for 2,000 common units, (c) the company and its affiliates agreed to provide promotion and distribution support to landmark pursuant to a distribution agreement which provides for a revolving $5 million minimum guarantee facility (distribution agreement"), in exchange for 51,000 common units, (d) cole has made available to landmark a $5 million revolving credit facility (the credit facility") in exchange for 25,000 common units, and (e) mr. duncan received 1,000 common units in consideration for introducing the parties and assisting in the negotiation of the transaction. the company will provide management services to landmark, including the services of the officers of the company, office space, back office support, accounting, and financial services support, and technology resources and support for a quarterly fee equal to 5% of the fees that landmark receives during the production of any series, film, or special, including all executive producer fees, producer fees, overhead, and similar fees retained by landmark. the company will also arrange sponsorship for landmark's content, and will be entitled to commissions equal to 20% of certain specified revenue generated by such sponsorship.
