APX Group & Roundtable Studios Distribution (UK)

Business Opportunity

APX–Roundtable Distribution (UK) (the “JV”) is a new joint venture formed to disrupt the independent film distribution market in the UK and Europe. It leverages the strategic assets of APX Group – a vertically integrated, tech-forward film finance and distribution company – and Roundtable Postproduction – a premier London-based post-production firm – to create a next-generation distribution powerhouse. The venture is uniquely positioned to capitalize on a bifurcated global film market that rewards blockbuster “event” films on one end and hyper-targeted arthouse content on the other. By focusing on these two high-opportunity poles and exploiting structural gaps in the traditional distribution value chain, APX–Roundtable aims to deliver outsized returns to investors while championing filmmaker-centric practices.

Strategic Vision

The JV’s vision is to redefine the filmmaker–distributor–audience relationship through vertical integration and technology. APX–Roundtable will offer an end-to-end distribution ecosystem, from financing and production support through post-production, marketing, and multi-platform distribution. This model echoes the success of top indies like A24 and NEON in cultivating strong brands and communities, but goes further by integrating physical infrastructure and blockchain technology for competitive advantage. We plan to replicate the brand-building ethos of A24 – which has turned modest-budget auteur films into cultural phenomena – while matching the curatorial prowess of NEON in acquiring award-winning global cinema. Meanwhile, APX–Roundtable’s proprietary APXCOIN blockchain platform will streamline transactions and unlock new revenue from digital collectibles (NFTs), an innovation no incumbent UK distributor currently offers.

Partnership Synergies

This 50/50 JV combines APX’s capital, content pipeline, and technology with Roundtable’s post-production excellence and UK market presence. Roundtable’s in-kind investment of £4.0 million in post-production services over five years (with minimal cash outlay) aligns incentives and underpins the slate’s quality. APX contributes access to its global studio network (including ownership of selected studio facilities in London in London), seasoned management (ex-major studio executives), and relationships in U.S. capital markets. Co-locating the JV team in Roundtable’s London facility ensures a seamless pipeline from production to distribution, giving the venture a tangible operational edge. This deep integration means every film distributed can benefit from built-in post-production capacity, financing efficiencies, and a unified creative vision.

Market Potential

The global film distribution market is large and growing, projected to expand from $99.7 billion in 2025 to $114.0 billion by 2029. Within this, independent content – especially documentaries and prestige niche films – is experiencing robust demand: the documentary film segment is forecast to grow at ~5% CAGR through the decade amid insatiable appetite from streaming platforms for specialty content. In Europe, audience fragmentation and “streaming wars” upheavals are creating an opening for agile distributors who can serve underserved niches while also handling high-profile titles. APX–Roundtable’s dual strategy (prestige event films and hyper-niche arthouse) directly targets these opportunities, effectively insulating the company from the collapsing middle of the market and positioning it to thrive at both extremes.

Financial Highlights

The JV plans a disciplined but aggressive scaling of its film slate, from 2 films in Year 1 to 10 films by Year 5. In the Base Case scenario, annual revenues are projected to reach ~$10 million by Year 5, yielding a positive EBITDA of ~$1.75 million and net profitability by that year. Upside scenarios (with breakout festival hits or larger pan-European deals) show potential to more than double EBITDA, while downside scenarios focus on breakeven protection through cost-sharing and portfolio strategy (no single film’s failure can sink the venture). The 5-year financial model (detailed in Section 11) assumes prudent unit economics per film – e.g. an average $2M distribution spend (MG+P&A) yielding ~$2.5M in multi-platform gross receipts in the base case – with upside for event documentaries that could generate 3-5x returns (as seen recently with titles like The Substance which grossed $84M globally for MUBI). Notably, the JV’s innovative structure significantly reduces cash burn: Roundtable’s in-kind contributions cover ~25% of total budget spend over five years, and APX’s policy of requiring producers to co-invest ~15% of P&A ensures shared risk. This means external capital requirements are relatively low for the growth achieved.

Capital Requirements & Fundraising

Roundtable will contribute £4M in services over 5 years, and APX has seeded its global distribution plan with $80M in funding to support content acquisition and operations. This plan does not assume immediate outside equity funding beyond the JV partners; however, to accelerate growth or capitalize on strategic acquisitions, the company may seek additional capital. We have outlined a flexible capital plan (Section 12) that considers raising ~$10M in outside capital in 2026 (Series A) and another tranche by 2028 for strategic initiatives (e.g. original productions or platform expansion). Investor proceeds would primarily fuel content acquisition (Minimum Guarantees) and marketing, which collectively represent ~80% of uses, with the remainder for building the JV’s digital platform features and strengthening the team. Given recent market precedents – such as MUBI’s $100M raise at a $1B valuation in 2025 – we are confident that a compelling growth story in prestige indie distribution can attract top-tier venture and institutional investors. Our financial model targets a 20%+ IRR for new equity investors in the upside case, with multiple exit options in 5-7 years (potential acquisition by a studio or streamer, or an IPO if scale permits, akin to A24’s recent $3.5B valuation trajectory).

Execution & Team

Execution risk is mitigated by the JV’s world-class leadership and clear 180-day launch plan. APX–Roundtable will be led by CEO Richard Korhammer, a veteran of fintech and media who has a track record in scaling companies and accessing public markets. He is supported by APX Chairman Adi Cohen and Roundtable CEO Ben Coulson on the Board, as well as a seasoned advisory team including former studio executives (e.g. John C. Hall, ex-Universal Pictures marketing head). In the first 90 days (Section 14), the focus is on operationalizing the venture – incorporating the new company, integrating staff at Roundtable’s facility, finalizing the initial slate (two films are already in APX’s pipeline), and kicking off marketing and sales efforts at key industry markets. By 180 days, we expect to have our first major film in market (targeting a spring festival premiere for APX’s high-profile documentary IN WHOSE NAME?), a robust pipeline of projects for Year 2, and revenue flowing from initial licensing deals. The detailed execution roadmap ensures that the JV hits the ground running and establishes early credibility with filmmakers, audiences, and distribution partners.

Investment Proposition

APX–Roundtable Distribution offers a compelling, de-risked investment opportunity in the independent film sector. The venture combines the upside of a content studio – tapping into global audience demand for unique stories – with the stability of a service business via Roundtable’s guaranteed post-production revenues and APX’s infrastructure. Our integrated model yields multiple revenue streams (theatrical, streaming, TV, NFT, etc.) and unprecedented cost synergies, aiming for sustained profitability by Year 5. Equally important, this JV is built on a mission of empowering creators and audiences: we’re not just distributing films, but building a brand and community known for quality and innovation, much like A24 has done with its cult following. For investors and stakeholders, this means long-term value creation beyond individual film profits – including intellectual property assets, platform technology, and a loyal customer base of cinephiles. In summary, APX–Roundtable is positioned to become a new-generation leader in independent film distribution, capturing significant market share while setting new standards in transparency, agility, and audience engagement. We invite you to join us on this journey to reinvent indie film distribution for the 2025–2030 era, with a venture designed for impact, growth, and global reach.

2.1 APX Group Background

APX Group (“APX”) is a next-generation media and entertainment company founded to bridge the gap between prestige curation, commercial viability, and tech innovation in independent film. Headquartered in New York with a significant presence in London, APX operates as a vertically integrated film fund and distributor. The company controls key parts of the value chain: it has financed and produced films, owns physical production/post-production facilities (notably the historic ownership of selected studio facilities in London in the UK), and runs a proprietary blockchain-based financial ecosystem. APX’s competitive edge lies in this integration of infrastructure, capital, and technology:

• Owned Studios & Facilities: APX’s asset base includes studios and post-production houses across the US and UK, providing in-house resources for projects. For example, ownership of selected studio facilities in London (London) gives APX direct control over sound stages and post suites, enabling it to offer filmmakers bundled production+post deals and to keep costs in-house. This vertical integration is rare among indie distributors and yields both financial flexibility and creative control (much like Dogwoof’s integrated model in documentary, but on a broader scale).
• Proven Team & Track Record: APX’s leadership includes industry veterans such as former Universal Pictures executives in distribution and marketing. This team has a track record of launching award-winning films and navigating global releases. They also have deep connections in Wall Street and finance, giving APX an edge in raising capital and structuring innovative deals (one Board advisor was instrumental in hundreds of studio film releases, ensuring seasoned guidance in the JV’s operations). In 2025, APX launched with two pilot projects – a high-profile documentary and an arthouse narrative – to validate its model, achieving critical acclaim and setting the stage for full-scale operations.
• Financial Ecosystem & APXCOIN: APX has developed a digital platform underpinned by APXCOIN, a Tezos-based utility token that acts as an internal currency and ledger for transactions within the APX universe. This blockchain layer drastically reduces transaction costs (e.g. currency conversion fees, intermediary cuts) and increases transparency in revenue sharing. APX also plans to monetize ancillary digital assets (like NFTs of behind-the-scenes content or exclusive film stills) to create new revenue streams and fan engagement models. This tech-forward approach positions APX as a pioneer at the intersection of film and Web3, providing a foundation for the JV to implement cutting-edge distribution and marketing strategies.

Strategically, APX’s mandate is to acquire and distribute a curated slate of independent films that are both culturally significant and commercially promising. The company explicitly focuses on the two ends of the current market spectrum: (1) “Event” documentaries and prestige feature films with broad appeal or headline-making subjects, and (2) “Hyper-niche” arthouse films that serve passionate audiences underserved by mainstream studios. By avoiding the stagnant middle-budget drama space and instead targeting these high-potential niches, APX expects to maximize impact and returns. The APX Group 5-Year Plan (2025–2029) outlines a growth path from an initial $80M capitalization (used for strategic acquisitions like ownership of selected studio facilities in London and initial slate financing) to a profitable, publicly scalable enterprise by 2029. APX envisions the London JV with Roundtable as the centerpiece of its European expansion: a dedicated vehicle to extend APX’s model into the UK/EU market with local expertise and operational focus.

2.2 Roundtable Postproduction Background

Roundtable Postproduction (“Roundtable”) is a leading post-production company based in London, renowned for its work on high-end film and television projects. Established over a decade ago, Roundtable has built a strong reputation for technical excellence and creative collaboration in finishing films – from editing and color grading to sound mixing and visual effects. The company’s client portfolio spans major studio productions, independent films, and premium streaming series, highlighting Roundtable’s versatility and quality. Key highlights of Roundtable’s profile include:

• Facilities & Capabilities: Operating out of a state-of-the-art facility in central London, Roundtable offers multiple editing suites, a DI grading theater, 5.1/7.1 surround sound mixing stages, and VFX workstations. It has invested in top-tier hardware and software (DaVinci Resolve, Pro Tools, etc.) and was an early adopter of remote collaboration tools – a capability that became especially valuable during the pandemic and now allows it to service clients globally. This technical capacity will directly support the JV’s slate, ensuring that even resource-intensive projects (e.g. documentaries with extensive archival footage restoration or foreign-language films needing multi-language versions) can be handled in-house.
• Talent & Expertise: Roundtable’s core team comprises award-winning editors, colorists, and sound designers, many of whom have won BAFTAs and BIFA (British Independent Film Award) nominations for their work. The company is known for its hands-on, filmmaker-friendly approach – directors and producers frequently cite Roundtable’s “creative partnership” in post as instrumental to their films’ success. This ethos of artist-centric collaboration aligns perfectly with APX’s filmmaker-first philosophy, strengthening the joint venture’s appeal to creators.
• Market Position & Relationships: In the UK post-production landscape, Roundtable is a mid-sized but highly respected player, often chosen as an alternative to larger facilities like Molinare or Framestore for projects needing a more bespoke touch. Roundtable has strong relationships with independent producers, UK film financiers, and studios that lack in-house post facilities. By partnering with APX, Roundtable aims to elevate its business from a pure service provider to an equity stakeholder in content distribution, thereby moving up the value chain. The JV will also cement Roundtable’s pipeline of work; as the exclusive post partner for all JV films (see Section 3.23 of the SHA giving Roundtable first refusal on all post work), Roundtable secures a steady volume of projects, effectively converting part of its services into long-term investment.

Financially, Roundtable’s contribution to the JV is structured to play to its strengths. Rather than a large cash buy-in, Roundtable will contribute £4,000,000 worth of post-production services over five years, with only a modest £180,000 in cash upfront. This arrangement minimizes cash strain on Roundtable while ensuring they have “skin in the game.” As detailed later (Section 4.1), Roundtable will invoice each JV film at commercial rates, receive cash to cover its direct costs, and credit the margin as equity into the venture. This innovative approach turns Roundtable’s infrastructure and labor into equity value – aligning with the venture’s success. Roundtable thus transitions from a vendor to a true strategic partner, sharing in profits and valuation growth. Moreover, the JV guarantees Roundtable an exclusive first call on all post work, virtually locking in a pipeline of projects that grows with the slate. The synergy is clear: the busier and more successful the JV becomes, the more post business (and investment credit) Roundtable generates, creating a self-reinforcing growth loop.

2.3 Joint Venture Structure & Strategic Rationale

Formation & Ownership: APX–Roundtable Distribution (UK) will be established as a new private limited company in the UK (London), jointly owned on a 50/50 basis by APX Corporation Inc. and Roundtable Postproduction. The JV’s Shareholders Agreement (SHA) formalizes this equal partnership and outlines governance (Section 13 of this plan details SHA alignment). Importantly, the JV is envisioned as APX’s European distribution hub – meaning APX commits to channel its relevant film projects and distribution activities in the UK/EU through this entity. Conversely, Roundtable agrees to contribute its services and local market savvy exclusively through the JV for any distribution ventures, rather than pursuing separate distribution deals on its own. This mutual exclusivity ensures both parties are fully vested in the JV’s success.

Strategic Rationale: The core rationale for the partnership is to create a vertically integrated, transatlantic film distributor that can outperform conventional indie distributors on both cost and revenue fronts. In the UK, existing competitors like StudioCanal UK, Altitude, Curzon, and Dogwoof each have pieces of this model but not the whole: for instance, Dogwoof excels at integrating production and distribution in documentaries, and Curzon integrates exhibition with niche distribution. APX–Roundtable will combine all these strengths in one venture:

• Unparalleled Vertical Integration: The JV internalizes functions that are normally separate. It will finance or acquire films, handle all post-production (via Roundtable) in-house, and execute distribution across theatrical, streaming, and international sales channels. By doing so, the JV captures margin at multiple steps (what might be separate mark-ups by producers, post vendors, and distributors becomes internal value). It also provides a one-stop solution to filmmakers: a film could conceivably be funded, finished, and distributed entirely within the APX–Roundtable ecosystem. This is a powerful differentiator when competing for projects – similar to how Sony Pictures Classics (SPC) leverages being under Sony to promise both production and distribution to filmmakers. Our venture’s value proposition to creators is: “Work with us and we take care of everything, from edit suite to cinema screen.”
• Operational and Financial Synergies: Owning infrastructure yields cost savings and flexibility. For example, because Roundtable is a shareholder, the JV can ensure post-production is done at cost price, with the “profit” staying in the venture as equity. This drastically reduces effective P&A costs for our slate (since editing, color, sound design for release prints are provided at cost). Moreover, APX’s blockchain platform will save on administrative overhead by automating payments and accounting between JV and Roundtable. APXCOIN transactions mean less friction and possibly even revenue from token appreciation or transaction fees. These efficiencies allow APX–Roundtable to operate leaner than competitors. A lean cost base is crucial in indie film – e.g. SPC’s success is partly due to its disciplined cost control and not overpaying for films. We plan to emulate that discipline, enhanced by our structural cost advantages.
• Enhanced Market Reach: Combining APX’s global perspective with Roundtable’s local presence yields a “global reach with local expertise” synergy. APX brings relationships with North American streamers, financiers, and US talent; Roundtable brings deep connections in the UK/European filmmaking community, festivals, and exhibitors. The JV can thus acquire content internationally (not just UK productions) and exploit it across borders. For instance, an American documentary financed by APX can be post-produced in London (utilizing UK tax credits where possible), then distributed by the JV in UK/EU and by APX in the US, sharing strategies and buyers. This transatlantic model is a big plus – most indie distributors are regional, but our JV will function as part of a global distribution network. We will have a presence at major markets like Cannes Marché and Berlin EFM via the London team, and also tap into APX’s New York team for Sundance, Tribeca, etc. The ability to offer filmmakers multi-territory deals (e.g. “we’ll take UK/Europe through our JV and our parent APX will handle North America”) is highly attractive and can help us win competitive bidding wars for hot titles.
• Brand and Credibility Boost: The partnership immediately augments the credibility of both parties. Roundtable’s involvement lends creative and technical credence – filmmakers know their film will look and sound great if Roundtable is onboard. APX’s involvement lends financial muscle and distribution clout, reassuring partners that the JV can execute ambitious release plans. Especially when courting high-profile projects, citing our connection to APX’s $80M fund and New York base suggests resources comparable to bigger players. The JV will trade on APX’s emerging brand as an innovative, prestige label – a brand APX has been cultivating akin to an “A24 of Europe.” In fact, APX’s branding is explicitly influenced by A24’s cult following model, turning fans into evangelists for the brand. By co-branding as APX–Roundtable, the venture benefits from that cachet while highlighting Roundtable’s London roots to emphasize local authenticity.

Legal Structure: The JV’s legal structure is designed for flexibility and clarity:

• The parent JV entity APX–Roundtable Distribution (UK) Ltd. will hold distribution rights and contracts. Project-specific SPVs (likely LLPs or LLCs) will be formed for each film acquired or financed, with the JV as the General Partner managing each SPV. This ring-fences liabilities per project (so a flop doesn’t drag down the whole company) and facilitates external co-investors at the project level if needed (they can invest in an SPV).
• Governance is split evenly. The Board initially has 2 directors – one appointed by APX (Chairman Adi Cohen) and one by Roundtable (CEO Ben Coulson). Major decisions require unanimous approval, ensuring both shareholders have equal say. This equal governance structure underpins trust and alignment. (We address potential deadlock risks with mechanisms like a Buy-Sell “Texas shoot-out” clause (BMBY) in the SHA – see Section 13 and Appendix on SHA recommendations.)
• Profit Sharing: By default, profits (after recoupment of all costs and investor returns) will be split 50/50 between APX and Roundtable as owners. However, during the initial 5-year plan, we anticipate reinvesting most profits into slate growth (agreed-upon in the SHA through a policy that dividends, if any, would only be declared by mutual consent after meeting certain growth milestones – effectively a reinvestment strategy to maximize long-term value).
• Capital Contributions: Roundtable’s £4M commitment and APX’s contributions (which include intangible assets and a small initial APXCOIN transfer as collateral for Roundtable’s cash line – see SHA Clause 3.8) are detailed so each party’s obligations are transparent. Roundtable’s in-kind contributions are tracked via a ledger and converted to equity credit per project. APX’s side will primarily be funding the MGs/P&A for films through APX’s fund resources, though not explicitly a “cash injection” into the JV, APX’s assumption of those financing duties is functionally its investment.

In summary, APX–Roundtable Distribution (UK) is structured to be greater than the sum of its parts. It combines APX’s vision and scale with Roundtable’s executional prowess on the ground. The JV’s structure mitigates many typical risks (e.g., cost overruns are curbed by fixed in-kind post costs, project risk isolated in SPVs, both owners have equal control to prevent imbalance) while positioning the company to seize emerging opportunities in the independent film landscape. The next sections detail the market context and our strategy to capitalize on it.

3.1 Global Film Distribution Trends

The global entertainment market is undergoing profound structural shifts that directly inform APX–Roundtable’s strategy. Two key macro-trends define the landscape: a “split-screen” bifurcation of content, and the convergence (and clash) of theatrical and streaming distribution.

On one end of the spectrum, theatrical exhibition is rebounding driven by big-budget “must-see” event films (mostly superhero franchises, IP blockbusters). Audiences are proving that for spectacle films (or culturally momentous ones), they will still flock to cinemas, reasserting the theater’s cultural primacy. On the opposite end, the explosion of streaming platforms has created an insatiable demand for niche content – specialized films and documentaries that cater to particular tastes or communities. Streaming services, in their fight for subscriber growth, have spent aggressively to acquire indie films, especially those that can differentiate their libraries (e.g. Netflix paying $25M for CODA at Sundance, Amazon investing in documentaries). The vast middle ground (mid-budget dramas, broad comedies that lack spectacle or niche appeal) has been squeezed, with many such films failing to find an audience in either theaters or streaming.

This polarization is reflected in projections: the global film distribution market (all channels) is projected to grow from ~$99.7B in 2025 to ~$114B in 2029, ~3% CAGR. But that growth is not uniform. Large-scale studio tentpoles and streaming originals drive most gains, whereas generic mid-range titles stagnate or decline. Independent film as a category is forced to evolve – focusing either on becoming events (e.g. breakout hits that can compete in theaters, often via festival hype and awards) or on being highly specific to attract loyal niche audiences online. APX–Roundtable’s model explicitly targets these growth areas and avoids the risky middle. According to The Business Research Company’s 2025 report, segments like documentary distribution are expected to outpace overall industry growth, ~5-6% annually, as viewer appetite for real-life content climbs. Additionally, consumer research indicates there is a large untapped online audience for indie/arthouse fare – a study noted tens of millions of consumers worldwide are willing to pay for an independent film streaming offering if curated well. This bodes well for our niche content focus and community-building strategy.

Another crucial trend is the “streaming wars” and market consolidation. After an unsustainable content spending spree from 2017–2022, streaming giants are now rationalizing budgets and focusing on profitability. This has two consequences:

• Acquisition Market Volatility: At peak, Netflix, Apple, etc., would outbid traditional distributors for festival films (recall Apple’s $25M CODA buy). Now, some streamers have pulled back or become more selective, leading to unpredictable demand for indie projects. One year a Sundance film might attract a bidding war; the next year, the same kind of film might struggle to sell if streamers change strategy. Our approach mitigates this by not relying on any single buyer: we have flexibility to do theatrical or TVOD releases if SVOD deals disappoint. Also, by operating internationally, we can piece together territory-by-territory deals, which streamers often don’t cover (they usually want worldwide rights).
• Consolidation & Fewer Buyers: Mergers (like Disney absorbing Fox, Amazon buying MGM) mean fewer major specialty divisions and potentially fewer bidders for indie films. The threat of further consolidation – e.g. if streamers bundle or studios cut their indie labels – could reduce the number of distribution outlets and drive down prices for content. However, this also creates an opportunity: as big players merge, they often leave gaps (for instance, when Disney acquired Fox, it led to the shuttering of Fox 2000 and uncertainty at Searchlight for a time, which allowed competitors to sign talent). An agile JV like ours can fill voids in supplying content to smaller platforms or theatrical circuits abandoned by the majors. Moreover, any reduction in acquisitive buyers is partly offset by the rise of alternative platforms – e.g. niche streamers (MUBI, Shudder), AVOD services, and international players – all seeking content. We will actively cultivate these newer buyers as partners.

In this dynamic, our two-pronged distribution model (detailed in Section 5) is a direct response. The Prestige Hybrid model aims to extract maximum value in a hit-driven environment by combining theatrical buzz and streaming deals, while the Bespoke Arthouse model is built for an era of fragmented audiences, leveraging festivals and targeted marketing to find profit in smaller scale releases. The global trend is clear: success belongs either to those who can deliver big cultural moments or those who deeply serve a specific fan base. APX–Roundtable is built to do both.

It’s also worth noting post-pandemic consumer behavior changes: The pandemic accelerated digital adoption, making straight-to-streaming releases normalized. Yet, 2023-2024 saw audiences craving the social experience of theaters again for select films (Top Gun: Maverick, Everything Everywhere All At Once, etc.). For indie films, a hybrid approach is now widely seen as best practice – limited theatrical runs for publicity and prestige, followed by streaming to reach wider audiences efficiently. Our approach embraces that fully. Industry observers like Raindance have pointed out that filmmakers must survive a “split-screen future” by being flexible with windowing and formats. We plan our releases with a fluid approach to windows (Section 6 details this), customizing release strategies film-by-film to optimize both revenue and cultural impact.

From a financial standpoint, as a distributor we are essentially intermediaries in a large market that’s reorganizing itself. The major studios’ share of global box office remains large (~80%+ most years), but indie distributors and streamers account for the rest. Independent (non-major studio) film distribution revenue worldwide is estimated in the tens of billions annually when including streaming licensing. For example, Netflix alone spent an estimated $17B on content in 2024 (a portion of that on indie acquisitions). The market share available to a nimble indie player is significant if we can execute well. Neon has proven that even a young company (founded 2017) can snag multiple Palme d’Or winners and Oscars, becoming a “primary destination for top-tier festival films” without a huge corporate parent. Their financials aren’t public, but their cultural impact far exceeds their size, indicating the right curatorial strategy can rapidly elevate a distributor. Likewise, A24, now valued at ~$3.5B, demonstrated that an indie studio can break out by smart branding and picking winners. We intend to pull from these lessons – growing not necessarily by volume alone but by smart selection and branding.

3.2 UK & European Market Overview

The United Kingdom (and Europe at large) is our primary geographic focus initially. The UK is the third-largest box office market in the world (after US/Canada and China) and a major hub for English-language independent film production. It also serves as a gateway to wider European distribution due to language and market dynamics (many indie films that succeed in the UK secure distribution in other anglophone or EU territories). Key characteristics of the UK/EU indie distribution market:

• Vertically Integrated Indie Players: Several UK companies have built mini-conglomerates to survive. For instance, Dogwoof (documentary specialist) not only distributes but also produces and sells films internationally. They even have their own production fund (T-Dog). Altitude Films similarly spans production, international sales, and UK distribution, and recently attracted external investment (30West) to bolster its slate. These moves underscore that being just a plain distributor is often not enough in the UK – one needs multiple revenue streams. APX–Roundtable from inception has this DNA: we combine distribution with production/post services and eventually content ownership stakes, aligning with where the market is headed (i.e., integration).
• Specialty Niches and Prestige Brands: The UK has a strong tradition of specialty distributors who are also curators of taste. Curzon Artificial Eye is a prime example – a company that for decades defined the art-house scene, supported by its own cinema chain and now a streaming service (Curzon Home Cinema). Curzon’s brand is synonymous with quality world cinema in the UK. Similarly, Peccadillo Pictures carved out the LGBTQ+ film niche and built a loyal community and even its own VOD platform. These examples show the power of focusing on a niche and serving it well; a lesson we take to heart for our arthouse model (e.g., our handling of As I Am – an LGBTQ+ diaspora story – will actively involve community outreach, partnering with organizations in that space as Peccadillo does). Bleecker Street in the US, though not in the UK, is analogous – focusing on “smart, socially conscious” adult dramas and sticking to that mission for a decade, releasing ~70 films and surviving where others folded (a strategy that has earned them stability and a distinct identity).
• Market Size & Growth in Europe: Combined European box office for independent films (non-US studio) was rebounding post-pandemic in 2022–2023, though still below 2019 levels. In the UK, 2024 independent film market share was around 9-10% of box office (with US studio films taking the majority). However, that percentage belies the significance of the indie sector: many indie films generate revenue through other means (BBC/Channel 4 TV deals, European co-production grants, etc.). Europe’s MEDIA program and national film funds (like BFI in the UK, CNC in France, FFA in Germany) also inject millions into indie distribution via grants and awards, effectively subsidizing P&A and helping indie distributors take risks. APX–Roundtable intends to utilize such programs aggressively (e.g., applying for BFI P&A funding for British films we release, tapping EU MEDIA sales agent support when selling films to multiple EU countries).
• Territorial Fragmentation: Europe is not a monolith; distribution requires territory-by-territory savvy. For example, a film’s prospects in France might depend on securing a TV pre-sale from Canal+, whereas in Germany it might hinge on dubbing costs and festival reception in Berlin. The JV, while based in the UK, will either acquire Pan-European rights or work with local sub-distributors. Our London sales team (to be formed) will attend European Film Market and Cannes Marché to license rights to other territories when appropriate. In some cases, we might retain rights in major EU markets and directly coordinate releases (if we see synergy, e.g. a film doing well in UK and Ireland might logically expand to Australia/NZ because of language, and we could handle that via partners). Being flexible – sometimes acting as an all-rights European distributor, other times as a sales agent – is key. This hybrid approach is something larger indies like StudioCanal or HanWay have done: there’s no one-size-fits-all. We see this flexibility as a strength; it’s baked into APX’s plan of two distribution models (Hybrid and Arthouse) that include both direct distribution and partner-based distribution.

Competition in the UK includes:

• Studio-affiliated indies: e.g. Searchlight Pictures (Disney-owned, but operates independently). Searchlight has a stellar track record (Best Picture winners etc.) and uses Disney’s muscle for wide releases when needed. While we can’t match Disney’s resources, we can position ourselves as a more agile alternative that gives films more personal attention. Filmmakers may choose us over Searchlight if they fear being a small fish in a big pond at Disney.
• Mid-sized indies: Entertainment Film Distributors, Lionsgate UK, etc., which often acquire commercial indie titles (horror, thriller). Lionsgate, for instance, has a UK arm that released Saw and La La Land. However, Lionsgate’s focus is more on mainstream and its own productions (and it’s currently undergoing changes, spinning off Starz etc.). There’s room for a new player focusing on prestige and doc content that these companies might pass on.
• New players and streamers: Amazon and Netflix have begun acquiring or releasing films theatrically in the UK (Amazon released Sound of Metal via Vertigo, Netflix does selective cinema runs for Oscar eligibility). While they are competitors for content, they can also be clients (we might sell a film’s SVOD rights to Netflix UK after our theatrical window). The UK’s media chronology is more relaxed than France – no strict law forcing delay to streaming – so these deals are easier.

The European market at large is huge (EU+UK ~750 million population) but inherently segmented by language and local content preferences. Our initial focus is English-language content (UK, US, Commonwealth films) which travel well in the UK/Ireland, Australia/NZ, and often Northern Europe. Over time, we may handle foreign-language gems (like a Cannes winner from Iran or South Korea) in UK distribution or sales capacities, but that likely comes once we establish a brand cinephiles trust (like how Curzon Artificial Eye is the go-to for foreign Oscar winners). APX’s own slate includes globally relevant documentaries which are not language-bound, and arthouse films with festival pedigree – those usually have some built-in international demand we can leverage.

In summary, the UK and European landscape offers fertile ground for an integrated, tech-enabled indie distributor. By learning from current players – Dogwoof’s integration, Curzon’s branding, Altitude’s financing savvy – and adding our unique elements (blockchain, transatlantic scope), APX–Roundtable can capture a healthy share of the market. Even a 1-2% share of the UK annual box office in the independent segment or a handful of seven-figure streaming deals per year would place the JV among top indie distributors in revenue. Our market entry comes at a time when the industry is receptive to new models: the disruptions of recent years have made producers and talent open to trying partnerships outside traditional studio pipelines, especially ones that promise more transparency and participation (a rising demand from creators for fairness and data access, which our blockchain accounting can fulfill). With this backdrop, we proceed confidently into our target market, armed with a clear understanding of its challenges and opportunities.

4.1 Target Customer Segments (Audiences)

APX–Roundtable effectively has two layers of “customers”: the end viewers who consume our films, and the content creators/rights holders from whom we acquire or partner on films. We tailor our approach to both.

End Audiences: Based on our dual distribution focus, we have identified primary audience segments for each pole:

• Prestige Event Audience: These are adult viewers (often 25+, skewing 25-54) who are drawn to culturally relevant documentaries, buzzworthy award-caliber films, and high-production-value indies. They might not watch every Marvel movie, but they will turn out for a compelling documentary that’s making headlines or a prestige drama that’s Oscar-bound. They are typically urban, educated, active on social media or in cultural circles. For example, the target for IN WHOSE NAME? (our Kanye West investigative doc) includes music and pop-culture enthusiasts, documentary fans, and the broader hip-hop community, but also general audiences interested in current events and mental health issues (given our narrative framing). These viewers want to be part of the conversation; they value the theater experience for event films and often follow critic reviews and festival buzz. We reach them via channels like quality press (Variety, The Guardian culture section), social media film communities, and targeted ads around current events (e.g., ads for the Kanye doc running during music awards shows or on podcasts). This segment overlaps with the traditional “arthouse upscale” demographic, similar to who turned out for documentaries like Amy or Fahrenheit 9/11 in cinemas. They also tend to have subscriptions to streaming services and will watch via SVOD if that’s where the film ends up. A study by the AV Club indicated that globally, 77 million highly engaged thinkers would pay for indie film content if made accessible – these are essentially our prestige audience globally, a big number to tap with the right content.
• Hyper-Niche & Arthouse Community: These are more specialized audience clusters united by a specific interest or identity. They include, for instance: LGBTQ+ cinema fans, world cinema aficionados, documentary purists, horror cult followers (if we ever do niche horror), ethnic or regional diaspora communities (like Iranian diaspora for As I Am), and film festival die-hards. They may be smaller in number per niche but exhibit intense loyalty and word-of-mouth power. Importantly, they often form communities – e.g., through online forums, local film clubs, community centers, or events. Our marketing for these audiences will focus on community engagement rather than broad mass media. For As I Am, target segments include LGBTQ+ viewers, especially those interested in intersectional stories (queer and immigrant experiences), and the Persian/Iranian diaspora community who crave authentic representation. We plan partnerships with LGBTQ+ film festivals, Pride organizations, and Iranian cultural groups in London and LA to reach them. This audience often prefers authenticity and may respond to grassroots marketing like director Q&As, panel discussions, and social media engagement directly with film talent. They also are accustomed to alternative distribution: they’ll watch a film via a festival’s virtual cinema or on a specialized streaming service like MUBI or Dekkoo (for LGBTQ content). In fact, the success of Peccadillo’s dedicated LGBTQ+ streamer (PeccadilloPOD) suggests this audience is willing to pay for niche platforms, which aligns with our plan to possibly spin up specialty online channels for our niches (perhaps using APX’s technology to do so efficiently).

In both segments, community and curation are key. We aren’t targeting the four-quadrant “family” audience or kids – that’s for the studios. Our customers come to us (or our films) because they trust the curation (like A24’s fans do), or because they identify with the community around the content. Our brand will signal to them: “If it’s an APX–Roundtable release, it’s worth your time.” Over time, we aim to build a direct fan base for our brand – mailing lists, social followers – so we can market new releases to known enthusiasts directly (similar to how A24 sells merch to keep fans engaged year-round).

Value Proposition to Audiences: We will deliver high-quality, relevant stories that resonate and often eventize the experience (through theatrical screenings, Q&As, fan content, NFT collectibles, etc.). For the prestige segment, the promise is: “See the films everyone will be talking about – we bring you important stories, first.” For the niche segment: “We understand you – see films that reflect your world and interests, curated with care.” In both cases, our tech angle can enhance their experience: e.g., offering NFT souvenirs or bonus content via APXCOIN for superfans (imagine owning a one-of-a-kind digital poster after attending a screening).

One Assumption we log: the appetite for in-person events for niche films will remain strong post-pandemic, as people seek communal experiences again. We assume at least 50% of our niche-targeted films will justify a limited theatrical or event screening run (even if ultimately most revenue comes from digital). This is supported by the robust return of film festivals and special event screenings in 2023-25.

4.2 Content Rights Supply (Film Sourcing)

To consistently deliver films to these audiences, we need a reliable pipeline of quality content. Our rights supply strategy is multi-faceted, leveraging APX’s activities and market opportunities:

• APX-Financed Projects: A core supply will come from films that APX Group directly finances or co-finances from development. In Year 1, for example, APX has two flagship projects (IN WHOSE NAME? doc and As I Am feature) that the JV will distribute. Going forward, APX plans to invest in an expanding slate (projected $4M in Year1 to $20M in Year5 across projects). These projects, where APX is effectively a producer/financier, give the JV a built-in slate. The JV will typically have distribution rights to APX-funded films by design (APX wouldn’t set up a distribution arm otherwise). The JV Agreement likely formalizes that APX will offer the JV first rights on any project suitable for Europe distribution. Thus, as APX’s fund grows and invests in more films (including event documentaries and prestige dramas as targeted), the JV benefits from a guaranteed flow of content. Assumption: We assume APX’s fund meets its goals of financing ~3-4 films in 2025–26, growing to 8-10 films by 2029 (which aligns with the JV’s planned slate count). Even if APX finances slightly fewer, the JV can supplement with acquisitions. The key is that APX’s financing secures us premium projects that we don’t have to outbid others for at festival – we’re involved from the start. This integrated production-distribution approach is akin to Searchlight or Netflix developing their own content, but on an indie scale.
• Festival Acquisitions: Not all good films will originate in-house, so we will actively acquire finished films at top festivals/markets. Sundance, Berlin, Cannes, Venice, Toronto, SXSW, and IDFA (for docs) are prime hunting grounds. Our acquisitions team (initially led by the CEO and Head of Distribution) will identify buzzworthy titles that fit our event or niche strategies. We’ll concentrate on films that we believe we can add value to – e.g., perhaps a documentary that did well at SXSW but needs a strong international sales push, or a European arthouse gem looking for UK distribution. Having presence at festivals also bolsters our brand visibility. Competitively, we may face bidding wars; we will use strategic angles to win deals beyond just price: offering theatrical runs to filmmakers who value cinema, leveraging Roundtable’s post services to maybe help finish a film that needs post work as part of the deal (unique selling point), or using APXCOIN tokens as part of payment (if a filmmaker is crypto-savvy and sees upside in token value). Each year, we aim to pick up 1-2 films at major festivals. Example: Suppose NEON and Curzon are vying for a Palme d’Or winner’s UK rights; we could sway the producer by offering an integrated UK/EU release plus an NFT revenue share and a commitment to a robust Oscar campaign, whereas others might only offer a standard MG.
• Co-Distribution Partnerships: In some cases, we may partner with other distributors to split rights or territories. For instance, a film might be brought to us by a US distributor who wants a UK partner. Or we might tag-team with a platform like MUBI or BFI Distribution on a release (e.g., we handle theatrical, they take streaming, or vice versa). This can be a smart way to share P&A costs and risk. We are open to flexible deal structures: revenue-sharing joint releases, service deals (where we release a film for a fee on behalf of another rights holder), etc. Early on, this might help us bolster our slate with minimal acquisition cost. For example, if Netflix has a documentary that they’ll release globally on streaming but allow a limited theatrical window in UK, we could negotiate to handle that theatrical run, giving the film exposure and us some box office share (Netflix did this with Roma and independent cinemas). Likewise, if a prestige film’s producers want a Oscar-qualifying UK theatrical run but sold their UK VOD to Amazon, we can still be the theatrical distributor for a fee.
• Library and Multi-Title Deals: As we grow, we might acquire small libraries or do output deals. For instance, an output deal with a boutique production house (we get first look at all their films) or picking up rights to classic indie titles for re-release (which can build our catalog and be monetized via streaming or special editions). Though not a Year1 priority, library content can provide steady long-tail revenue. APX’s plan includes building a 20,000+ title library someday, like Lionsgate has, although that’s far off. In the short term, focusing on new releases is key.

Filmmaker Acquisition Value Proposition: When we are acquiring or competing for rights, we need to convince creators and sellers that APX–Roundtable is the best home for their film. Our pitch: - We will give your film theatrical life (if applicable) rather than dumping to digital – we’re passionate about cinema and festivals. - We offer global reach through APX network – a film we pick up for UK might also get North America exposure via APX US, etc. One distributor for multiple territories can mean a more cohesive campaign. - Our integrated post and marketing services mean we can handle last-mile finishing touches (e.g. we can do an in-house 4K remaster or localization at Roundtable, saving the producer money) – “we’ll take care of your baby.” - Transparent, tech-driven accounting: Filmmakers are notoriously distrustful of opaque distribution accounting. We will utilize APXCOIN blockchain ledger to show revenue in near real-time and ensure timely, transparent payout of any shares. This is a huge selling point to savvy filmmakers, responding to the common gripe of “Hollywood accounting” that cheats profit participants. We can literally say, “we use smart contracts – you can see your income data on the blockchain.” - Community engagement: We’ll treat the film as more than just content; we’ll build a community around it (through Q&As, online forums, merch, NFTs). This appeals especially to documentary makers or mission-driven storytellers who want impact and audience interaction, not just a release.

Assumptions & Data Points: It’s assumed that by offering the above, we can win competitive bids without always being the highest cash bidder. Indeed, we assume at least 30% of the deals we win will be due to our value-add offerings rather than cash alone. Supporting evidence is qualitative: Many filmmakers choose distributors like NEON or A24 for their brand and passion, even if Netflix could pay more – because they want a theatrical release or the “cool factor”. We aim to cultivate a reputation in that vein: filmmaker-friendly, savvy, and dedicated.

On the supply side, we also note that the indie production volume is high: Hundreds of films are on the festival circuit yearly, and post-COVID production has resumed vigorously. There’s no shortage of content; the key is curation. The APX team’s curatorial vision is central – picking winners and unique voices. We plan to engage scouts and advisors (possibly a committee including our board members with studio backgrounds) to evaluate projects early. One APX strategy is to target stories with “cultural conversation” potential (like Kanye West’s doc) or underrepresented voices (like As I Am) – those tend to stand out in markets.

In summary, our rights supply will come from a mix of in-house projects (roughly 40-50% of slate) and external acquisitions/partnerships (50-60%), scaling with volume. As APX invests more, the in-house portion might grow (if APX funds 6 films in 2027, all 6 likely go through JV). But we’ll always keep an eye out for the next big indie hit at festivals to acquire. By casting a wide net – development, festivals, partnerships – APX–Roundtable ensures a robust pipeline of quality films to feed our distribution machine and satisfy our target audiences.

4.3 Rights Ownership and Split Strategy

A crucial aspect of rights supply is not just acquiring films, but deciding which rights to exploit directly vs. partner, and how to split rights by channel and territory to maximize returns. Our strategy: - Territory Scope: For APX-funded projects, we will usually control rights in major territories (North America via APX US, Europe via JV) and sell off rest-of-world via sales agents or directly at markets.

For acquired films, we might acquire UK/Eire rights, or UK+ (maybe including Aus/NZ if the seller bundles English-speaking). We will evaluate territory by territory: If our team feels confident in a country (say, we have a French freelance distribution partner), we might take multiple territories; otherwise, stick to UK and let a sales agent handle others. The SHA allows adding new shareholders if needed for expansion, which could mean partnering with a local entity in other countries down the line, but initially we use flexible licensing.

Rights by Channel/Window: We aim to handle theatrical, home entertainment (physical and digital), and television sales for our territories. For streaming (SVOD) rights, often we will license those to a platform rather than launching our own SVOD immediately (except for curated niche online channels as a later step). So a typical exploitation: we do theatrical window, then transactional VOD (rent/buy on iTunes etc.), and then sell SVOD rights to Netflix/Amazon, and perhaps linear TV to a broadcaster like BBC if applicable.

We will negotiate splits such that the JV retains a share of upside across windows. For instance, if we co-release a film with a streaming platform, we might take a theatrical revenue cut and a bonus if they hit viewership targets (some deals have performance bonuses). - Minimum Guarantees & Revenue Waterfall: When we license rights to bigger platforms, we will push for attractive terms: e.g., a significant MG and a backend share once the platform recoups that MG (or after a window).

An ideal scenario: a streaming service pays us a hefty fee for 5-year SVOD rights post-theatrical, and we still get to do a collector’s edition Blu-ray or special VOD events outside that. Platforms often want exclusivity, but we can negotiate carve-outs like “festival play and awards qualifying allowed” etc. The JV, acting as rights holder, will always take a distribution fee off the top of any revenues we collect (typically 15-25%), which counts as our gross profit, then recoup our P&A and MG costs, then split remaining with producers if applicable.

In many cases for acquired films, after our costs, remaining box office or sales revenue largely goes to the producer (they often don’t see much unless it’s a hit). But for APX co-financed films, the JV itself might be on the share of backend profits too as an equity investor. The model of margin credit to Roundtable means Roundtable effectively owns equity in each project equal to that forgone margin, so returns must account for that as well.

Platform Fees: We will be mindful of the fees imposed by platforms: for instance, TVOD services like iTunes or Amazon Video typically keep ~30% of customer rental fees. Our financial model accounts for these cuts in projecting net revenues. Similarly, if using an aggregator (like a Premier for digital or a theatrical booker), they may take small fees.

We aim to minimize middlemen by doing tasks in-house (digital distribution can be done directly via Amazon’s Prime Video Direct, etc. – note: Amazon PVD had reduced some services but still, direct deals possible). For theatrical in the UK, the cinema split is usually ~50% of gross to exhibitor, 50% to distributor (it can start 60/40 in favor of distributor opening week for big films, then slide).

We anticipate getting ~40-50% of UK box office as our gross (“film rentals”), from which we deduct our distribution fee and expenses. These norms are industry standard and built into our model assumptions. - Exclusive vs Non-Exclusive Windows: In niche content, sometimes non-exclusive deals can stack – e.g., licensing a documentary to several niche streamers in different windows (first to a subscription service, later to an AVOD like Tubi).

We will explore such multi-phase deals to maximize long-tail revenue. Also, our NFT sales and merchandise are additional rights exploitation that we keep outside traditional licensing – those are JV revenue streams that typically we won’t share with the film’s producer unless specifically contracted, since it’s a new area. (We may, however, offer a percentage of NFT revenue to creators as an incentive – e.g., “director gets 5% of net NFT proceeds” as part of their deal.)

Conclusion of Section: Our target customers – both audiences and content creators – are at the heart of APX–Roundtable’s model. By clearly identifying who we serve (prestige audiences and passionate niche communities) and aligning our content supply to delight those groups (via both internal projects and strategic acquisitions), we set the stage for a successful slate strategy. Next, we detail what that slate will look like and how we plan to manage and market it for maximum impact.

5.1 Slate Overview and Programming Strategy

Our “product” is the slate of films and related content we bring to market each year. APX–Roundtable’s slate strategy is deliberately two-pronged, aligning with the bifurcated market: high-visibility Prestige titles and curated Arthouse/Niche titles. Over a five-year ramp-up, we will grow from a modest initial slate to a robust flow of releases, carefully balancing these two categories:

Prestige “Event” Films: These are films with broad appeal or significant cultural relevance – potential breakout documentaries, high-profile narrative indies, or awards contenders. They typically have higher budgets (for indies, say $3M-$15M), notable subjects or talent, and strong commercial upside if handled well. We plan for 1-2 prestige films in Year 1, scaling to ~4 per year by Year 5 as our capacity grows. These anchor our slate and our brand each year. Examples include IN WHOSE NAME?, our Kanye West documentary – a landmark investigative doc that we believe can galvanize mainstream attention. Another example might be a future docu-series or event narrative (e.g. a biopic or a political thriller doc). The strategy for these: treat each as a special case, give them theatrical runs, major festival launches, and heavy marketing to maximize their profile. The ROI on these can be substantial (one hit could cover several smaller films’ shortfalls). For instance, neon’s hit Parasite or A24’s Moonlight significantly boosted those companies’ finances and profile. We aim for similar impact moments. Assumption: We assume at least one of our prestige releases in the first 3 years will achieve “breakout” status (e.g., $5M+ box office UK or major awards win), which is consistent with portfolio odds and competitor track records – e.g., NEON had I, Tonya, Parasite, etc., within a few years of launch.

Arthouse/Niche Films: These are the smaller but culturally vital films – festival circuit movies, genre pieces for specific audiences, etc. Budgets might range $0.5M-$5M. We plan a larger number of these annually: starting with maybe 1-2 in Year 1 and growing to ~6-8 by Year 5. They form the backbone of our release calendar, ensuring we have a steady presence in cinemas and on platforms. Films like As I Am (LGBTQ+/diaspora drama) exemplify this category. Others might be a Sundance-winning doc about climate change, a foreign-language Oscar entry we pick up for UK, or a cult genre film from SXSW. The goal with these is targeted excellence: each title should either have strong festival credentials or a clear niche audience appeal (ideally both). We won’t acquire sub-par filler just to fill a quota; every film must have a distribution plan to at least break even (with upside if it overperforms). Many of these will get limited theatrical (perhaps just key cities or event screenings) and focus on digital/ancillary for revenue. They also serve as relationship builders – working with emerging filmmakers on these projects may lead to bigger collaborations in future. Our community-building around these films (social media, events) also fortifies our brand among cinephiles. Assumption: While not every arthouse film will be profitable, we assume an 80/20 rule: 20% of them might generate 80% of the category’s revenue (the surprise hits or award winners), covering for those that underperform. This is similar to how specialty labels operate – e.g., SPC or IFC Films have many modest releases but a few each year (like Call Me By Your Name for SPC) that carry the year.

Slate Growth Plan: Per APX strategic plan, the total number of films scales from 2 in 2025 to 10 by 2029. We anticipate: Year1 – 2 films (the two APX projects), Year2 – ~4 films (mix of APX and acquired), Year3 – ~6 films, Year4 – ~8, Year5 – ~10. This growth will be managed to not overextend resources – essentially adding ~2 releases per year. This is in line with how A24 ramped up (they went from about 5-6 films in 2013 to ~18 by 2019). We will ensure seasonal balance: likely positioning a prestige doc in the fall for awards run, maybe a crowd-pleasing doc in spring, arthouse titles throughout the year especially in quieter months (e.g., counterprogramming in late summer or early spring when studios have fewer big releases). Our international sales efforts might cluster around festivals (Cannes in May, Toronto in Sept, etc.), which also influences release timing – e.g., a film we acquire at Berlin in Feb might release in Q3 after we prepare marketing.

We also plan to explore multi-format content as part of slate: e.g., a limited docuseries that could be cut as a feature for festivals then sold as series for streaming, or short content used as viral marketing. One example: if APX develops short VR or web content related to a film (APX has metaverse ambitions per their plan), we’d include that in our offerings.

5.2 Case Studies: Initial Slate Projects

To illustrate our slate strategy in action, consider our two inaugural projects (these serve as case studies and proof-of-concept):

Case Study 1 – “IN WHOSE NAME?” – Prestige Hybrid Event Documentary. This is a feature-length investigative documentary centered on the cultural phenomenon and controversies surrounding Kanye West. It’s a flagship APX project exemplifying the “Prestige Hybrid” model. Our plan: Premiere at a top festival (e.g., Sundance or Berlin) to generate critical buzz, followed by a strategic theatrical release in key territories (North America via APX US, UK via APX–Roundtable, possibly co-releases in select EU countries). The theatrical will focus on major cities and include event elements (panel discussions on mental health and celebrity, given the subject matter). Meanwhile, we negotiate a lucrative pan-European streaming deal for after the theatrical window – likely with a platform like Netflix or Amazon, capitalizing on the broad interest in Kanye and in documentaries. The JV’s London team will spearhead European sales at markets (EFM, Cannes) to gauge streamer interest early. We anticipate this title can secure a high 6-figure or low 7-figure license fee for Europe SVOD rights, given comparable music/culture docs have done so. The APX plan specifically calls this project a demonstration of using a major US theatrical to land a lucrative European streaming deal – essentially leveraging the US buzz to increase its value in Europe. Financially, this film might involve higher P&A spend (assuming a modest theatrical push), but the returns could be strong: beyond streaming revenue, there could be TV syndication (music networks, etc.), and even NFT monetization (rare footage, alternate cuts) targeting Kanye’s fanbase. Success metric: We’d aim for, say, $1-2M UK box office, $XM streaming deal, and Oscar doc nomination buzz – a win that establishes our reputation.

Case Study 2 – “As I Am” – Bespoke Arthouse Narrative. This is an indie film exploring identity at the intersection of LGBTQ+ and Iranian diaspora experiences. It represents our hyper-niche strategy: rather than broad release, this film’s plan is a meticulous festival run and targeted sales to specialized distributors. We’d look to premiere it at a top-tier festival known for arthouse (perhaps Cannes’ Un Certain Regard or Berlinale Panorama), then support the filmmaker in traveling to key festivals (Frameline for LGBTQ, London BFI Flare, etc.). The JV might act as a global sales agent here, partnering with local distributors who know how to reach the target audience in each territory. For UK, we might self-distribute on a platform basis (a limited theatrical release in art-house cinemas like Curzon Soho or Picturehouse Central, in partnership with community orgs). For North America, maybe we sell to a boutique like Strand or Wolfe (LGBT-focused distributors) or perhaps to a streamer focusing on diversity content. The revenue expectation for a film like this isn’t box office gold, but moderate returns through a patchwork of deals: broadcast on Channel 4 or BBC in the UK (they often acquire indie films for TV), educational distribution for community screenings, possibly a streaming deal with a niche service or Netflix’s world cinema section if it gains awards. Critically, success would be measured also in prestige: if it wins an award at a festival or garners critical acclaim, it enhances our brand cachet (“APX–Roundtable finds gems”). As APX noted, projects like As I Am will employ niche-targeting strategies of specialists like Curzon and Peccadillo – meaning we identify exactly the audience and reach them in their spaces (LGBTQ+ press, Iranian diaspora networks, etc.). The cost to us is relatively low (these films often have low MGs or are co-produced), but the upside is in relationships and brand equity.

These case studies show how our two models differ in execution but both fit within our slate synergy. Also notable: APX–Roundtable can cross-pollinate resources between them. For example, In Whose Name? might create a trove of extra footage or interviews we could mint as NFTs or use as content pieces to keep audiences engaged. As I Am might tap Roundtable’s post expertise heavily – perhaps requiring sensitive editing due to languages or subtitles, which Roundtable handles in-kind (and that becomes part of Roundtable’s £4M contribution). Each project leverages our unique assets: one leverages APX’s financing and tech, the other leverages Roundtable’s cultural/creative touch and specialized marketing approach.

5.3 Genre and Content Mix

While the above focuses on specific examples, it’s important to delineate the overall genre and content mix we anticipate, as part of slate strategy:

• A significant portion (perhaps 50%) will be Documentaries. APX’s heritage is strong in event documentaries, and Roundtable’s documentary post skills are top-notch. Documentaries have proven to punch above their weight recently (e.g., Free Solo, Amy, The Social Dilemma). They also align with streaming demand and often have built-in niche audiences (subject matter fans). We’ll cover topics that are timely and resonant (music, true crime, social issue, biography) – the Kanye West doc is example #1, but others might be in development (e.g., APX might seek a documentary on a global social movement, etc.). Dogwoof’s model shows that focusing on docs can be profitable and brand-building, and we aim to be a “Dogwoof-plus” by adding cross-genre slate.
• Prestige Indie Dramas/Genre: We will include some narrative films – but selectively. Possibly auteur-driven works, especially those that can garner festival awards. Example: a partnership with an emerging director making a Sundance drama that we co-finance, or a foreign film we champion in English markets. We might also include offbeat genre if it stands out (A24 famously did prestige horror like Hereditary that became cult hits). We’ll watch for unique voices in horror or sci-fi that could break out (since they can be niche but also mainstream if they catch on). But we won’t delve into generic low-budget genre just to fill streaming fodder; that’s a crowded field and not our initial brand.
• Local UK Content vs International: We expect a mix. Some films may be UK productions (especially to leverage UK tax credits and Roundtable’s base). Others will be international – American indies, foreign films – which we distribute in UK/EU. APX’s plan mentions owning metaverse/digital rights to all projects regardless of territory, meaning even international projects we touch, we ensure we keep some emerging rights.
• Series/Other Formats: While primarily films, we keep optionality for limited series (documentary or drama). If APX or a partner develops a limited series, we could distribute it like a film in segments or sell it. Also, short films or VR experiences might accompany projects for festival play or NFT bundling. But these are supplementary; the core output is feature films.

5.4 Portfolio Risk Management

Our slate is a portfolio and we manage it like one. We adhere to a principle of slate diversification:

• Diversify by genre/topic: Not all films will appeal to the exact same audience; some are music docs, some social issue, some fiction. This way, downturn in one segment (say audiences temporarily tire of political docs) won’t sink our whole slate.
• Diversify by release strategy: Some titles will be more theatrical-heavy (higher risk, higher reward), others primarily pre-sold to platforms (lower risk, modest reward). Having a mix ensures cash flow stability. For example, a couple of output deals or pre-sales can guarantee baseline revenue for the year, while a few theatrical gambles provide upside potential.
• Use a “gut and data” greenlight process: The APX board will evaluate projects with both passion and analysis. Each project’s P&L projection is scrutinized and an assumptions log is kept (e.g., assumed sales prices, festival potential). We avoid wishful thinking – referring to studies like “Truth About Indie Film Revenue” which caution that many Indies don’t recoup. Thus, we require either (a) a clear path to recoupment via existing interest (e.g., many territories unsold but likely to sell, or strong presale interest) or (b) strategic value that justifies risk (like a film that might win major awards, boosting our company’s profile immensely even if financial return is slow – essentially marketing investment in our brand).
• Floor and upside planning: For each film, we model a downside scenario (just recoup MG from minimal sales) and an upside (critical hit that multiplies revenue). On average, our base case aims for a 1.5x portfolio recoupment of costs by Year 5 (so the slate as a whole returns profit). In practice, it might be a couple big winners giving 3-4x and several break-evens.

To further reduce risk, we incorporate co-financing: e.g., if a film has a high budget relative to our comfort, we bring in partners or require producers to put in skin. APX’s model of requiring licensors to share P&A cost (like 15% from producers) is part of this. Also, Roundtable’s in-kind reduces risk because a chunk of “spend” is not cash – if a film bombs, at least part of our investment was in services (which Roundtable accounted as investment, but the JV didn’t lay out cash). It’s a clever cushion.

In essence, our slate strategy is quality over quantity, growth with prudence. Each film is carefully chosen for its creative merit and fit with our strategy. The five-year plan of ramping to 10 films/year is ambitious but feasible with gradually scaling resources (and still fewer releases than some competitors, ensuring focus). With APX’s existing slate as an initial backbone and our ability to cherry-pick additional projects externally, we are confident in delivering a slate that is both commercially viable and culturally impactful.

8.1 the Brand

From day one, we are not just distributing films – we are building a brand. APX–Roundtable’s brand should stand for cutting-edge independent cinema, innovation, and trust. Key elements of our brand positioning include being a "New-Generation Indie Powerhouse," "Filmmaker-Centric & Artistry," "Tech-Savvy & Innovative," and promoting "Community & Inclusivity."

8.2 Marketing Strategy for the Company

Go-to-market is not just logistics of windows, but winning hearts and minds. For each release, we will:

• Craft a Story/Angle: We identify what makes this film marketable. Is it an urgent social message? A charismatic subject? A visionary director? Then everything in marketing emphasizes that narrative. For In Whose Name?, we frame it as “the investigation, not the endorsement” of Kanye – highlighting journalistic rigor and mental health context to quell controversy. For As I Am, the story is about underrepresented voices – we’d emphasize its authenticity and the accolades it got at festivals.
• Press and PR: We leverage APX’s PR connections (the ex-studio folks know top journalists). Ensure press coverage in relevant outlets: Variety, Hollywood Reporter for industry; Guardian, New York Times for broad culture; niche outlets for niche films (e.g., Autostraddle or Advocate for LGBTQ film). We arrange interviews with filmmakers, op-eds, podcasts (maybe our own APX podcast eventually – A24 has one). Positive press early can do wonders for indie releases.
• Trailers & Promos: Roundtable can cut high-quality trailers in-house, saving costs and allowing quick turnaround if we want multiple versions. We’ll tailor trailers to platforms: a 2-minute theatrical trailer, a snappy 30-sec social media cut, etc. Also produce featurettes or behind-scenes for YouTube and socials.
• Social Media Marketing: Build a presence for each film. Probably a Facebook page (for older demo), Instagram and TikTok presence (if content allows – maybe TikTok for music doc, not for super serious film), and use Twitter/Reddit for cinephile and discussion drivers. Memes and viral content have propelled many indie film marketing campaigns cheaply (e.g., Parasite had lots of social chatter). We should allocate creative resources to this – possibly a part-time social media manager or agency initially.
• Community & Grassroots: For niche content, partner with relevant communities: e.g., host preview screenings for community leaders, provide discussion guides so that universities or clubs can screen and discuss (especially for docs). We could form something like an “APX Ambassador” program – cinephiles who champion our films in their cities in exchange for swag or recognition. This mobilizes passionate fans to do word-of-mouth (A24’s cult following effectively does this for them).
• Brand Building: Every release also builds APX–Roundtable’s brand. We will include our branding in trailers, on posters (“APX Presents…”) and mention our mission in PR. Over time we want moviegoers to notice our name and trust it. We might also do APX–Roundtable showcase events – e.g., a section at a festival or our own screening series highlighting our upcoming slate to press and influencers.
• Metrics and Iteration: We will closely watch marketing ROI – track trailer views, social engagement, pre-orders, etc., to see what’s working. Because we have tech focus, we might implement unique tracking, like using blockchain to verify promotional NFT distribution or track referral rewards. For instance, maybe reward fans with APXCOIN tokens for referring others to watch (could be an innovative marketing angle if done carefully).
• Controversy Management: Given some of our content might be provocative (In Whose Name? certainly touches controversy), we have a plan to handle backlash or sensitive issues. APX’s strategy on Kanye doc’s messaging (“investigation not endorsement”) is one example of proactive PR framing. We’ll engage experts or allies (like mental health advocates in that case) to publicly support the film’s value, mitigating risk in brand damage.

All these efforts ensure that when our films hit their windows, the target audience knows about them and is excited to watch through the legitimate channels we provide. Good marketing can be the difference between an indie making $50k or $5M. We treat marketing as integral to distribution, not an afterthought – and will maintain an assumptions/lessons log from each campaign to refine future releases. By orchestrating carefully timed and targeted go-to-market strategies, APX–Roundtable will maximize each film’s reach and revenue while cultivating a loyal following. This dynamic “windowing playbook” gives us a competitive edge in extracting value in the modern fragmented distribution landscape.

9.1 Organizational Structure Overview

APX–Roundtable Distribution (UK) will maintain a lean but highly skilled organization, structured to cover all key functions of the business while remaining agile. The organization is designed to promote close collaboration (especially between distribution and post-production teams) and to scale up as our slate grows.

Initial Org Chart & Key Roles (Year 1-2):

• Board of Directors: Comprising 2 members initially – Adi Cohen (APX Chairman) and Ben Coulson (Roundtable CEO) – with equal oversight. The Board sets high-level strategy, approves budgets/slate, and ensures shareholder alignment. As company grows or if new investors join, board size may expand, but early on it's streamlined (fast decision-making via unanimous required decisions).
• Chief Executive Officer (CEO): Datty G. Ruth (as proposed) will be the CEO, steering day-to-day operations and executing the strategic plan. His focus spans fundraising, partnership building, and ensuring the venture scales towards multi-billion valuation potential. With a finance/tech background, he also ensures our APXCOIN integration and market expansion strategies are properly executed.
• Chief Operating Officer (COO)/Head of Distribution: We anticipate needing a right-hand person to CEO on operations. Possibly titled Head of Distribution or COO, this role manages the nuts and bolts of releasing films, sales, and marketing execution. This person likely has a background at a distributor or sales agent. They coordinate between marketing, sales, and post to ensure each release is delivered and released smoothly.
• Head of Marketing & Community: Responsible for all marketing campaigns (for films and corporate), brand management, PR, and community engagement initiatives. They should have indie film marketing experience (maybe formerly at a specialty distributor or a creative agency). They will build a small marketing team (social media manager, PR coordinator, graphic designer either in-house or contracted).
• Head of Sales & Acquisitions: Leads the international sales effort and acquisition of new films. Early on, one person might wear both hats (finding films to buy and selling our films abroad), but as volume grows we might split acquisitions (finding content) and sales (selling content) into two roles or teams. They travel to festivals, network with producers, negotiate distribution deals. Given APX's pipeline, acquisitions initially focus on supplementing APX projects.
• Head of Post-Production Integration: Since post-production is central (via Roundtable), we might have a liaison or manager who ensures that Roundtable’s services are fully integrated into planning each project. This could be someone from Roundtable’s team (like a post supervisor) dedicated to JV projects. They coordinate scheduling of post work, ensure deliverables (like masters, DCPs) are ready, handle technical workflow between Roundtable and any external vendors. Essentially the guarantor that our post pipeline (which is our in-kind investment) flows efficiently.
• Chief Financial Officer (CFO) or Finance Manager: Overseeing finances, including budgeting, accounting, royalty reporting, and managing the APXCOIN transactions accounting. Early on, might be a Finance Manager reporting to CEO if volume is low, but as we scale a dedicated CFO-level might be needed, especially when handling investor relations and complex revenue waterfalls for multiple films. They ensure compliance with financial reporting (especially as we may deal with crypto assets – extra compliance).
• Legal Counsel/Business Affairs: Given heavy contracting (distribution deals, talent contracts, rights agreements), we need a strong legal function. Possibly initially an external legal firm on retainer and one internal business affairs manager. They will finalize distribution agreements, check chain-of-title, handle guilds/residuals, and crucially navigate new areas like blockchain law (footnote indicates we’d budget for specialized counsel for digital assets).
• Technology Manager: Since we rely on blockchain tech and any potential digital platform, someone (or an external partner) to manage the APXCOIN wallet for JV (ensuring Clause 3.25/3.26 compliance) and any NFT marketplace coordination. Possibly a role under CFO or COO because it’s operational/financial tech. They ensure security of digital wallets, integration of APXCOIN in internal transactions (like making sure Roundtable gets their coin collateral as per SHA).
• Support Staff: A small support team, possibly including a marketing coordinator, sales coordinator, distribution coordinator, and an executive assistant/office manager. Roundtable’s staff (editors, sound mixers, etc.) remain employed by Roundtable, not the JV, but are effectively part of our extended team whenever working on JV films. The SHA ensures Roundtable prioritizes our work, so in operations, our Post-Integration head works with Roundtable’s operations manager to schedule and allocate resources. It’s crucial culturally to make Roundtable’s crew feel part of the JV’s mission too, even if separate entity, because their enthusiasm will reflect in quality and collaboration (we may include them in team communications, celebrations of successes, etc.).

9.2 Co-Location and Collaboration

A big operational strategy is co-locating the JV team at Roundtable’s London offices. This physically situates distribution and marketing staff side by side with post-production professionals. The benefits: - Instant feedback loops: the marketing team can peek at an edit in progress to prepare trailer ideas; the post team can quickly accommodate marketing requests for promo clips; distribution can advise during editing about any runtime or content tweaks that might improve marketability (without stepping on creative toes, ideally). - Team cohesion: Everyone is literally working “under one roof” towards each film’s success, which fosters a one-team mentality rather than siloed “us vs them”. That was cited as critical in the proposal. - Cost sharing: Using existing office space is cost-effective; plus Roundtable’s facility likely has screening rooms to review cuts, etc., saving us renting screening rooms for internal purposes.

We will set up a dedicated space within Roundtable – branding it maybe as APX–Roundtable’s office corner. Possibly a small screening room or multi-purpose area is designated for distribution team meetings, sales screenings. Roundtable staff will have easy access to distribution team to discuss any creative decisions that impact release (e.g., deliverable formats, versioning).

9.3 Workflow and Processes

Project Greenlight and Kickoff: When a film is approved to join our slate (either APX developed or acquired), we initiate a cross-functional kickoff meeting: distribution/marketing folks, Roundtable post supervisor, and any production rep. In it we map out key milestones: post schedule, festival targets, release targets, marketing materials timeline. This integrated planning ensures, for example, marketing knows when they can get a rough cut for trailer, or post knows if a specific festival requires a DCP by X date.

Agile Team Structure: Given our size, teams will likely overlap. For instance, one marketing manager might handle campaigns for all our films until volume grows (versus separate brand managers per film like bigger studios). So we may operate like project teams that dissolve and re-form: for each film, a small team is assigned (e.g., marketer, sales/acquisitions person, post coordinator, maybe external publicist) – they drive that project’s life cycle but still report to their functional heads. Daily stand-ups or weekly check-ins on each film’s status will be part of routine.

Decision Making: With only a handful of senior execs, we can decide quickly. The Board requires unanimity for major decisions, but on operational items under threshold (£25k etc.), CEO or majority can decide. Likely the CEO calls the shots day-to-day, but we’ll create an internal approval matrix (like any spend over X or contract over Y goes to both Adi and Ben’s sign-off due to board requirements). This might require frequent consultation given 50/50 structure, but having both principals in the same building helps (Ben from Roundtable is physically there for quick chats; Adi might often be in NYC but travel). We should also plan for time zone differences if needed: e.g., schedule regular London afternoon (NY morning) calls for APX and JV teams to align.

Use of Tools: We’ll use collaboration tools – possibly project management software (like Asana or Trello for tracking tasks on distribution timelines), Slack or Teams for internal comms (maybe with channels like #marketing, #post, #film-TitleName). Since APX is tech-savvy, likely supportive of using such modern workflows. We might even use a private blockchain ledger to track internal project milestones (less likely necessary, but could showcase our tech – or at least use cloud tech).

Hiring Plan: Initially, a team of maybe 8-10 full-time in the JV (CEO, distribution/marketing leads, couple coordinators, finance, etc.) and support from Roundtable’s ~20+ staff for post. By Year 3 with more films, we may need to expand: possibly bringing on additional marketing specialists (digital marketing, community manager), a dedicated acquisitions manager, maybe an in-house publicist, etc. But we will hire cautiously, often opting for outsourcing or consultants until workload justifies full-time: - E.g., hire a freelance PR agency per film rather than a full-time PR staff at first. - Use outside legal counsel for complex deals rather than a full legal dept in-house at start. - If an intern or junior can handle social media, use that rather than hiring a high-salary manager immediately.

Roundtable’s In-Kind Management: We need a process to track Roundtable’s in-kind contributions meticulously because that’s tied to equity. Likely the Finance Manager and Roundtable’s accounts team co-develop a reporting template per film: listing quoted cost vs actual cost vs credited margin. After each project’s post is done, CFO confirms how much investment credit Roundtable earned (and update the tally toward £4M). Clause 3.9 and 3.10 in SHA define this clearly. We might involve an auditor to sign off these figures yearly to avoid any disputes and keep trust.

Material & Asset Management: With many deliverables (masters, DCPs, localized versions, NFTs content, etc.), we will maintain a robust asset library. Possibly on secure cloud storage or using Roundtable’s asset management system. It’s crucial these are organized (by film, by version, by rights), especially when sales deals require delivering certain versions.

Key Performance Indicators (KPIs) for Ops: We’ll measure things like on-time delivery of deliverables, number of territories sold per film, P&A spend efficiency (ROI per campaign), how many films meeting budget vs over-budget, employee workload (to ensure we’re not burning out given small team – maybe track hours per film to know when to hire next person). Also measure integration success: e.g., what percentage of films used Roundtable's post (should be ~100% where applicable), any quality issues?

Culture and HR: We aim to build a culture combining Roundtable’s creative, collaborative vibe with APX’s ambitious, innovative spirit. In practice, that means encouraging creative input from all (the marketing team could give creative notes on a film just as the editor might suggest a marketing angle – cross-pollination) and encouraging smart risk-taking (trying new marketing tech, etc.). We’ll do joint team events to unify APX and Roundtable folks. Diversity hiring will be a focus, given our film content often covers diverse voices.

Growth and Scalability: As more films come, we may create more formal departments: - By Year 3 or 4, maybe an actual Acquisitions department (a head plus juniors who scour festivals and submissions). - A Distribution department handling physical and digital distribution logistics might emerge separate from marketing and sales as volume grows. - Possibly a Digital Products team if we expand direct platform or advanced NFT projects.

But early on, everyone wears multiple hats – a hallmark of startup culture. We’ll cross-train staff (so if one person is out, others can handle basics of their job).

9.5 Milestones for Operations

Our ops roadmap includes:

• Incorporation & Setup (Month 1-2): Register company, set up bank accounts (and crypto wallet per SHA transfer), sign the JV agreement (filling blanks like Clause 3.33 minimum budget fee), hire initial team (some may come from APX or Roundtable, others external).
• Office integration (Month 1): physically set up our desks at Roundtable, network access, etc.
• First Projects Integration (Month 1-3): Engage Roundtable on In Whose Name? and As I Am post immediately (if not already working). Use them as test cases to refine our post-distribution workflow. Also finalize festival strategy and marketing kickoff for them.
• Process Implementation (Month 3-6): Develop all needed templates (budget templates, marketing plans, sales tracking spreadsheets), finalize vendor relationships (who prints our posters? which digital aggregator we use?), etc.
• Team Scale-ups (by end of Year 1): Possibly bring on additional support once we have 4+ projects in pipeline. Key hire might be an Acquisitions exec once we move beyond just APX pipeline.
• Operational KPI: Achieve the successful release of first two films on schedule and within budget. That’s a proving moment operationally – if those go well, we iterate and formalize any ad-hoc processes we used.

By having a clear org design and nimble processes, APX–Roundtable’s operations will be capable of executing complex distribution campaigns and partnerships with a small, coordinated team. We combine the creative excellence of Roundtable’s post-production culture with the startup agility and tech mindset of APX’s approach – a blending that will define our working style. This integrated operations foundation sets us up to handle our projected growth to 10 films/year and beyond, without losing efficiency or quality control.

10.1 Legal & Regulatory Compliance

We maintain a practical, investor‑grade compliance stack across the JV. Policies are live documents and tied to quarterly board oversight.

• Corporate & JV Governance: We’ll strictly follow the governance terms outlined in the Joint Venture Agreement and the company’s Articles of Association. This includes holding regular Board meetings (at least quarterly, as specified), keeping minutes, and obtaining required approvals for Reserved Matters (which per SHA require unanimous shareholder consent). Ensuring clear documentation of decisions is key if any disputes arise. Our counsel will also periodically review that our practices align with UK company law and the SHA; any amendments needed to the SHA (to reflect evolving business or new shareholders) will be handled formally with Board and mutual consent to avoid any loopholes.
• Securities and Fundraising Compliance: If we raise capital (equity or debt), we must comply with relevant securities laws (UK and potentially US if raising internationally). We’ll prepare proper offering documents (Private Placement Memorandum, etc.) with all required risk disclosures, as guided by counsel. Since the JV is private, we can use exemptions for sophisticated investors, but we’ll ensure investors are accredited as needed. Should we ever consider an IPO (down the line per APX’s vision), we’d adhere to FCA and LSE regulations (or SEC if US listing) – but that’s beyond 5-year scope likely.

Regulatory Compliance Coverage Map

We track category risks with clear owners, thresholds, and playbooks; mitigations are pre‑approved so execution isn’t blocked.

• Market:
• Financial:
• Operational:
• Legal/Regulatory:
• Cyber:
• Reputation:
• Content Rights & Clearances: Every film we handle must have clean Chain-of-Title and all rights cleared. Our Business Affairs team will vet that producers have secured underlying rights (music, footage, life rights if applicable). For acquired films, we’ll require E&O (Errors & Omissions) insurance from producers to cover any IP or defamation claims. For APX’s own productions, we’ll secure E&O ourselves. We will engage specialized clearance attorneys for tricky cases (documentaries can be high-risk if using archival footage or potentially libelous content). E.g., for In Whose Name?, we need to ensure any controversial statements are backed or legally vetted to avoid defamation suits (especially in UK where libel laws are strict). We might have a first amendment/media law consultant review it too. Clause 14 of SHA covers dispute resolution which likely implies how to settle JV internal disputes, but we also think externally: any lawsuits (like from a subject of a doc) we have insurance and legal plan.
• Distribution & Exhibition Legalities: We must comply with classification requirements – e.g., getting BBFC ratings in UK for theatrical, respecting local censorship laws in various countries (some places cut certain content – we’ll either create localized edits if necessary or decide not to distribute in extremely restrictive markets rather than risk legal trouble). Also compliance with Theatrical window agreements if any – in US, the Paramount decrees are gone but in Europe, no similar constraints, however, we might have to adhere to any local exhibition rules or collective agreements. Additionally, we’ll abide by competition law: e.g., in selling film rights we can’t engage in anti-competitive collusion with other distributors (unlikely issue given our size but good to be mindful).
• Talent & Employment Law: All our hires and contracts will comply with UK employment law. We’ll have proper employee contracts, observe labor regulations (working hours, etc.). If any of our projects involve US talent under SAG or Writers Guild, we must abide by guild rules for payments, residuals, etc. (Focus for now on UK, but some APX content might have US elements – ensure dual compliance as needed). Roundtable’s staff remain under Roundtable, but our JV’s heavy use of them could raise co-employment issues if not careful. We should ensure our JV does not inadvertently direct Roundtable staff in a way that confuses accountability (probably okay as Roundtable itself is part owner, but clarity is good – maybe include in SHA that Roundtable is an independent contractor for JV’s post services, etc.).
• Financial Reporting & Taxation: We’ll maintain proper accounts and likely have to prepare annual reports under UK GAAP or IFRS. Roundtable’s in-kind contributions need correct accounting (maybe recorded as both revenue and expense or equity contribution – CFO will handle it per IFRS guidelines for in-kind investments). We also have to manage VAT on film sales and distribution – e.g., ticket sales have entertainment tax rules, digital sales have VAT for EU countries, etc. We’ll get a tax advisor to ensure we structure deals tax-efficiently (like maybe through UK’s film tax relief – though that usually applies to production, but distribution might get some cultural test benefits or R&D credits if developing tech). We’ll file timely corporation tax returns, including any complexities from crypto assets valuation.
• Money laundering: use of crypto triggers AML concerns. We will implement KYC for large APXCOIN transactions (if any external use) and watch out for any suspicious crypto activity. Same for large cash deals or international sales (we don’t want to inadvertently get money from sanctioned countries or banned parties). Our legal team will cross-check parties against sanction lists (especially relevant if selling films to certain markets).
• Data Protection: We will collect data through our marketing (emails, possibly an app). UK GDPR rules apply. We’ll have a privacy policy, get user consent for newsletters, secure any personal data we store. Also if we run any community platform or contests, ensure data is handled properly. Being compliant here also builds trust with community (we won’t misuse their data).
• We will maintain necessary insurances: E&O as mentioned for each film, general liability for events, worker’s comp/employers’ liability for staff, cyber insurance perhaps (given our digital endeavors). Possibly key person insurance for CEO if investors require it. Illustrative Tech Rollout Phases Regulatory Compliance Coverage Map KYC/AML Workflow Throughput (Illustrative)

10.2 Key Risks and Mitigations (Risk Register)

We identify the major risks to our business and how we address them (some touched in previous sections, but consolidated here):

In all, our approach to risk is proactive and structured. We will maintain a Risk Register (as in Section 15) to track identified risks, assign owners, and review them regularly. By acknowledging the potential pitfalls—from market volatility to regulatory changes—we can implement robust mitigation plans like the ones above, making us resilient. As APX’s plan says, “the plan budgets for specialized legal counsel… to ensure proactive compliance with evolving regulatory landscape” – similarly, we budget time and resources to compliance and risk management, not treating it as an afterthought but as integral to our strategy.

(With the critical risks addressed and mitigated, we now proceed to the financial model and projections, building on this solid legal and operational foundation.)

• Market Risks: - Content Demand Fluctuation: If streamers drastically cut indie acquisitions or cinemas face a downturn, our films’ revenue could suffer. Mitigation: Diversify revenue streams (theatrical, SVOD, TVOD, NFT) to not rely solely on one channel. Our dual model insulates us because we can pivot focus (if theatrical weak, lean more on streaming and vice versa). - Competition for Content: Losing top projects to bigger players. Mitigation: Emphasize our unique value to filmmakers (transparency, integrated deal, etc.) and try to develop some content in-house (less competitive bidding needed). Also, focus on niches where competition is less and our expertise is more (like we likely dominate any film needing heavy post deals due to our built-in offering). - Pandemic or External Shocks: If cinemas shut again or festivals cancel (as we saw in 2020), how do we adapt? Mitigation: have contingency distribution plans (like ready to do virtual premieres, accelerate digital releases). Our tech backbone would help pivot if needed (we could drop a film on streaming ourselves via tokens if all else fails). We’d also perhaps have business interruption insurance if available.
• Financial Risks: - Slate Underperformance: A scenario where a whole year’s slate flops (no hits, revenue below cost). Mitigation: Portfolio strategy (as said, successes covering losses), careful budgeting (we won’t overspend on MG/P&A relative to realistic forecasts), and controlling overhead (so company can survive a lean year or two). Also co-financing and requiring others to share P&A (so we’re not sole bearer). If things go south, we can scale down slate temporarily (the JV’s cost base partly variable due to in-kind). - Liquidity & Cash Flow: Distribution cash flows can be slow (e.g., theaters pay after weeks, streamers quarterly). We might face cash gaps for P&A or MG outlays. Mitigation: we maintain a line of credit (maybe from RNT’s £180k line or external) specifically for P&A uses, secured by upcoming revenues. Also, Roundtable’s willingness to accept partial deferred payment (they get cost, but margin in equity) helps our cash since we pay them only cost in cash. We could also factor receivables (sell our Netflix receivable to a bank for immediate cash minus discount). - Foreign Exchange Risk: We deal multi-currency (a US sale in $, UK expenses in £, etc.) and cryptocurrency fluctuations. Mitigation: Hedge major exposures (maybe keep accounts in both $ and £, convert at good times or use hedging instruments for big deals). For APXCOIN, maybe immediately convert any large amounts to a stable asset to avoid value swings affecting operations (though per SHA RNT holds APXCOIN, that volatility is their risk to some extent, but morally we want them whole). - Fraud or Accounting Errors: Could lead to financial loss or reputation hit if profit participants feel cheated. Mitigation: strong internal controls, possibly annual audits, and as we tout, a blockchain ledger for transactions to ensure accuracy.

Top Risks: Likelihood vs Impact
• Operational/Execution Risks: - Management Bandwidth: small team risk with many tasks. Mitigation: hire carefully, outsource strategically as described, and the presence of high-caliber people (like a former Universal exec on our advisory, John C. Hall, to guide global releases) helps avoid rookie mistakes. - Technology Integration Failures: e.g., if APXCOIN transactions cause confusion or NFTs flop. Mitigation: roll out tech gradually (as APX plan indicates using it internally first); have backup traditional methods if tech fails (like if our digital wallet fails one day, we can revert to normal currency until fixed). - Partnership/Shareholder Misalignment: APX and RNT might have divergent priorities (ex: APX might want aggressive growth, RNT more steady to protect core business). Mitigation: alignment via SHA (profit share aligned, decisions together) and constant communication. Also giving RNT confidence via the first-right-of-refusal clause that they won't lose business, and APX comfort that RNT is all-in through equity stake. - Talent Risk: reliant on CEO Richard’s unique skills and contacts – if he leaves or underperforms? We’d have to find a new leader with similar vision. We might engage a strong C-suite around him (COO, CFO) who could step up if needed (basically succession planning). Possibly also incentivize key team with stock options (if we create an ESOP) to retain them (common in startups to reduce departure risk). - Legal Disputes: Could be internal (shareholder dispute, though 50/50 nature and BMBY handle that) or external (lawsuits from licensors, or regulatory fines). We mitigate via robust contracts (we’ll have arbitration clauses in major contracts to resolve disputes efficiently, e.g., SHA might specify arbitration). If a film fails financially, producers might blame distributor – we head that off by transparency: show them the ledger of revenues and expenses so they know it’s not our accounting hiding profits.
• Technological/Cyber Risks: - Cybersecurity: We could be a target due to crypto involvement or valuable film assets. Hack or ransomware could leak films early or steal tokens. Mitigation: high-grade security (encryption of content files, multi-factor auth on accounts), working with cybersecurity consultants. Keep cold storage for crypto keys when possible. - Regulatory Tech risk: Already discussed under compliance – changes in law could render parts of our model (like token use) unviable or need altering. We mitigate by staying nimble – if APXCOIN becomes problematic, we can pivot to using stablecoins or traditional currency. We are not wholly reliant on crypto for survival; it’s a value-add but not the core of distribution.

Mitigation Effectiveness Over Time
• Reputational Risks: - Controversial Content Backlash: e.g., the Kanye documentary could upset fans or anti-fans, raising a firestorm on social media or in press that could scare partners. Mitigation: careful PR strategy (as APX planned, controlling narrative with core messaging), engage with communities to frame film properly, and be ready to respond to criticism respectfully (maybe with experts or open dialogues). - Failing to Deliver to Filmmakers: If we botch a release, filmmakers might bad-mouth us (industry is small). Mitigation: under-promise, over-deliver. And if something goes wrong (say a distribution plan fails), be transparent and make amends (perhaps compensating with extended marketing or giving rights back if we can’t do it justice – better to maintain goodwill). - Ethical Standards: We must maintain ethics e.g., no bribery for deals, no shady accounting, treating all stakeholders fairly (Roundtable’s equity structure is one example of fairness). As we also handle possibly sensitive data (personal data of fans, financial data of partners), we treat it carefully to avoid scandal or breach trust.

Insurance Coverage by Risk Category

12.1 Funding Requirements & Sources

Five‑year funding map aligns capital to the slate ramp, release cadence, and the timing gap between MG/P&A outlays and receipts. The plan layers partner contributions, operating cash, short‑duration debt, and—only after repeatable traction—growth equity to keep dilution efficient.

Initial capitalization detail combines Roundtable’s £4,000,000 in‑kind contribution over five years with an immediate £180k working‑capital line for formation costs. In‑kind support is tied to projects where value is created—sound mix, grading, finishing—so spend naturally follows titles rather than overhead bloat.

APX platform support adds brand license, facilities access, and the ability to stand behind receivables, smoothing cash cycles without forcing premature corporate equity. That safety net lets us pursue attractive acquisitions while protecting downside in weaker quarters.

Funding objectives and thresholds anchor the sequencing: we prioritize non‑dilutive sources first, target breakeven operating cash by late Year 2, and only open the equity window after repeatable title economics and two quarters of positive slate contribution.

Borrowing‑base mechanics for the revolver use signed distribution contracts, tax credits in process, and platform payables as eligible collateral with standard haircuts; advances auto‑sweep from collections to minimize interest and keep the line cycling every 90–120 days.

Key covenants and safeguards include minimum interest coverage, a borrowing‑base ratio, and a liquidity floor equal to one large P&A campaign; APX may provide a limited guarantee to compress pricing bands while capping recourse at the facility level.

Raise‑size scenarios model a small (£5–7.5M) and full (£10M) Series A. The smaller raise keeps dilution light but constrains pace; the larger raise accelerates data flywheel effects—testing more creative in parallel and bringing high‑yield titles forward.

Valuation and dilution guardrails aim for pricing informed by revenue run‑rate, slate pipeline quality, and demonstrated CAC:LTV on campaigns; we protect founder/partner ownership by sequencing debt first and timing equity to visible momentum.

Instrument choices default to a priced equity round; if market windows are brief, we will use a short convertible bridge with caps aligned to the priced case to avoid punitive terms and surprise dilution.

Project SPVs and risk isolate large titles in ring‑fenced vehicles with recourse limited to project receipts; JV‑level exposure is capped at agreed MG/P&A and benefit is participation in upside without balance‑sheet drag.

Tax‑credit timing is bridged by the facility or by vendor terms; we confirm eligibility upfront and avoid dependence on speculative rebates to fund principal MGs.

Governance cadence uses a monthly cash council and a quarterly investment committee; we gate spend by title milestones, audited forecasts, and a running view of slate risk concentration.

Operating cash emergence begins as early releases recycle into new titles. By Years 2–3, gross profit covers a larger share of MGs and marketing, yet overlapping campaigns still create temporary gaps that cannot be bridged by collections alone.

Working‑capital gaps quantified show that two to three concurrent campaigns can require £1–2M before receipts land. To avoid throttling the slate when momentum is highest, we plan a receivables‑backed facility sized to expected volume and secured against signed downstream contracts.

Revolving facility design targets ~£2M by 2026 secured against contracted receivables or pre‑sales; pricing around 6% is acceptable given rapid distribution paybacks. The line scales with volume, and an APX guarantee can tighten margins and covenants.

Equity raise sequencing follows proof: once we show hits, repeatable acquisition funnels, and marketing efficiency, we pursue a Series A in the £5–£10M range. Dilution of roughly 20–33% depends on valuation at the time of raise, kept in check by using debt first.

Project‑specific co‑financing remains a tactical lever for outsized titles—partners can fund discrete MGs or P&A for a defined upside slice, letting us scale opportunistically without inflating corporate burn.

Sequenced growth and discipline ensure we scale the slate without starving campaigns; equity is used to widen the release pipeline and accelerate tooling only once unit economics are durable, keeping downside contained if markets soften.

Capital‑mix governance sets quarterly reviews to re‑weight toward tactics with verified ROI and away from low‑yield experiments. The objective is more titles, not more spend per title, with liquidity protected through a reserve policy.

12.2 Use of Proceeds (Investing the Capital)

Allocation philosophy channels every pound into compounding growth levers—content access, demand creation, and product—while preserving a reserve for timing risks and opportunistic buys. The illustration below uses a £10M equity case but scales up or down.

Content acquisition & MGs receive ~40% to win best‑fit titles at markets and festivals; bidding discipline favors recoupment curves with steep early windows and downstream longevity. Co‑financing is used selectively when a larger project clears return hurdles.

Acquisition criteria score titles on audience addressability, festival traction, cost per qualified view, and downstream pricing power; we bias toward stories with community heat we can activate across windows rather than chasing broad but shallow awareness.

Marketing playbook combines trailer/creative testing, influencer partnerships with clear attribution, platform‑native ad units, and city‑by‑city theatrical pulses; we measure not just opens but the slope of decay and the spillover into digital sell‑through and SVOD deals.

Data and measurement use cohort dashboards for each release—tracking CAC by channel, trailer variant lift, and conversion to paid views; results roll into a slate‑level model so budget follows evidence rather than hunches.

P&A and awards campaigns require ~25% to secure premium downstream deals; funds support heavier theatrical beats and platform‑tuned campaigns that lift LTV. Cohort‑level tracking moves spend toward the channels with the strongest conversion.

Technology and platform take ~10% focused on CRM, APXCOIN integration, and tools that sharpen conversion and community participation—features shipped against clear milestone gates.

Working capital & reserves hold ~15% to buffer collection lags, cover interest, and seize time‑sensitive opportunities without forced selling; target reserve equals six months of op‑ex and one large campaign.

Technology roadmap focuses on CRM unification, pricing tests, and APXCOIN loyalty mechanics that tie ticketing, merch, and digital ownership; success is defined by higher repeat rates and lower blended CAC rather than vanity MAUs.

Org build and hiring gates bring in acquisitions, growth, and analytics early but stage headcount to volume; each new role must unlock measurable capacity (titles sourced, tests shipped, or markets opened) within two quarters.

Reserve policy holds six months of op‑ex plus one major P&A campaign; reserves sit in high‑liquidity instruments with clear draw/restore rules triggered by covenant thresholds.

Contingency and optionality cover opportunistic acquisitions, co‑marketing alliances, and territory expansions; anything outside the plan runs through the investment committee with a standalone business case.

Capital allocation discipline continues post‑raise: each bucket must re‑earn budget quarterly against ROI; we move pounds from overheated MG auctions into higher‑return P&A or safer downstream deals when markets get frothy.

Team & infrastructure use ~10% for acquisitions, growth marketing, and analytics capacity earlier than organic cash would allow; cross‑border training keeps execution tight as volume rises.

Performance cadence mandates quarterly reviews that shift capital out of overheated MG competition and into higher‑return P&A or safer distribution deals; every bucket must defend its ROI with data.

Appendix A: SWOT Analysis

Appendix B: PESTE Analysis