min investment parcel
> Offer Type: Australian Retail (CSF) Offer This offer is open to Retail and Wholesale/Sophisticated investors in Australia. Whilst in New Zealand the offer is open to Wholesale investors.
> Company: Revl Inc. Securities purchased are for direct equity in Revl Inc..
> Security Type: Ordinary Shares
> Fees Paid by Issuer: 5% of funds raised Upon successful completion of this funding round a total of 5% of capital raised will be paid by the Issuer to Equitise.
> Cooling-Off Rights: 5 working days - Retail investors in Australia are able to withdraw their applications for securities with accordance to the Australian Crowd Source Funding (CSF) regulations. For more information please click on the link supplied.
> Related Parties: None
WHO CAN INVEST - NEW ZEALAND?
The offer of SAFEs by REVL Inc. in New Zealand is restricted to “Wholesale Investors” (including eligible investors) as defined in clause 3 of Schedule 1 of the Financial Markets Conduct Act 2013, or persons who are otherwise entitled to receive private offers of financial products without first receiving a product disclosure statement or any equivalent document (together, Qualifying Investors).
Applications or requests for information from persons who are not Qualifying Investors cannot be accepted and we reserve the right to accept or reject any or all applications at any time. We may also require further information, documentation and/or certification from an applicant to confirm their investor eligibility.
WHO CAN INVEST - AUSTRALIA?
The offer of SAFEs by REVL Inc. in Australia is restricted to “Sophisticated and Wholesale investors”. A Sophisticated investor has net assets of at least A$2.5 million or has a gross income for each of the last two (2) financial years of at least A$250,000 a year OR a Wholesale investor is one who meets the ASIC Wholesale classification.
WHO CAN INVEST - UNITED STATES?
Not for distribution to any U.S. person or to any person or address in the U.S. important:
You must read the following before continuing. The following applies to the information following this page, and you are therefore advised to read this carefully before reading, accessing or making any other use of the information. In accessing the prospectus, you agree to be bound by the following terms and conditions, including, any modifications to them any time you receive any information from us as a result of such access.
Nothing in this online deal room constitutes an offer of securities for sale in the United States or any other jurisdiction where it is unlawful to do so. The securities have not been, and will not be, registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), or the securities laws of any state of the U.S. or other jurisdiction and the securities may not be offered or sold within the U.S. or to, or for the account or benefit of, U.S. persons (as defined in Regulation S under the Securities Act), except pursuant to an exemption from, or in a transaction not subject to, the registration requirements of the Securities Act and applicable state or local securities laws.
All dollar amounts, unless otherwise stated, are shown in US dollars.
For more information contact Chris Gilbert on +61 447 863 000 or firstname.lastname@example.org.
More detailed information about this offer is contained in this Offer DocumentOffer Document
Revl began in 2013 when founders Eric Sanchez, Nelson Vazquez, and Bruce Pla were trying to film themselves kiteboarding in the Caribbean and realized how hard it was to capture stable, usable footage. As they moved further along the video creation process, they realized just how antiquated the entire process is. The process of capturing, editing and storing footage hasn’t changed much in the last 20 years. It is a process that has too much friction from start to finish.
The founders, having a background in engineering, aerospace, product design, and robotics, as well as being passionate action sports enthusiasts knew that they were the most capable team to solve these problems. They decided to focus on the entire experience instead of just the individual problems.
With the support of our investors, Revl is positioning itself to take a significant share of the $5 billion dollar action camera market by solving the three biggest pain points: Stabilization, Editing, and Storage.
“Revl is taking the friction out of video the same way apple took the friction out of phones” - Bill Tai
A team of highly technical founders from NASA, Sikorsky and Texas Instruments with a passion for engineering, design, and extreme sports.
Revl has a rockstar team of advisors with some of the biggest names in Silicon Valley covering areas in camera manufacturing, data driven marketing, cloud technology, and video streaming.
The company is raising US$2 million, in two tranches of US$1 million and has applied an USDAUD exchange rate of 1.35.
The Equitise offer is to raise a total of A$2.7 million in two A$1.35 million tranches using the SAFE note investment vehicle. (more information is available on the SAFEs below).
The first tranche is for a US$1m SAFE with an US$18m Valuation Cap and the second tranche is for a US$1m SAFE with an US$20m Valuation Cap.
Refer to the table below for more information.
The SAFE (simple agreement for future equity) is intended to replace convertible notes in most cases, and we think it addresses many of the problems with convertible notes while preserving their flexibility.
For more informationon SAFEs, please visit this website: https://www.ycombinator.com/documents/
Revl is introducing innovative technologies in video capture, editing and sharing. Revl is making cameras easy to use by integrating stabilization (Gimbal + EIS) into the camera and replacing hours of editing with seconds of A.I. processing via our Mobile Editing app.
Revl Arc Smart Cam
Our flagship product is a the Revl Arc Smart Cam. It's a camera, a stabilizer, professional editing assistant, and activity tracker that you can mount practically anywhere.
The Revl Arc has both physical and electronic stabilization. Together they keep the camera level to the horizon and remove camera shake and motion blur.
A.I. Powered Video Editing
The future of video editing lies in A.I. and Revl is on a trajectory to be on the forefront of this technology. We not only plan on using this technology for consumer products, but for licensing to smartphones and other devices, and offering it as a commercial service (Theme parks, cruises, and adventure tourism).
Evolution of Editing: In the beginning, editing video meant you had to cut and tape pieces of film together. In the 1980’s video editing became digital but it was still the same process, a human would have to sit down and digitally cut and paste footage together much like the analog days.
Revl’s A.I. editing system is a huge leap in video editing innovation. The system automatically processes the footage and finds the best moments. No human interaction required.
Evolution of Stabilization: The problem of stabilizing a camera has existed as long as cameras have. Shaky unstable footage is at best unwatchable and at worst nauseating.
Today stabilizers are needed just as much as they were in the 1920’s. They are handheld now but they are still big and clunky and add too much friction to video recording.
Revl’s integrated stabilization systems are the huge leap forward in innovation. It’s waterproof, mountable and completely automatic.
Revl Editing App (iOS + Android)
The Revl app does it all; Capture, edit, and share. From the very beginning, the user experience of capturing to sharing has been highly thought through in the design process of the Revl app and camera. The Revl app is the fastest way to edit and share video from a external camera; our patented technology allows users to edit videos on their phone without ever downloading the raw files, making it extremely fast to edit.
Revl Cloud Subscription
Revl is planning on developing a Subscription Cloud Storage service for customers to store all their footage, photos, and movies. The Cloud also acts as a social network (can be public or private profile) where action sports enthusiasts can watch and share videos, making it easy to stay connected to your friends, fans, and favorite sport.
Action camera market size is anticipated to grow at a CAGR of over 22% from 2016 to 2023. (Source: GM Insights)
Consumer Technology Association (CTA) forecasts sales of action cameras will reach a record high in 2016 — about 2.7 million units in the U.S. (Source: CTA)
Wearable camera shipments will increase from 7.4 million units in 2015 to 24.0 million units annually by 2021. (Source: Tractica)
Revl will make money from both hardware sales, software subscription services, licensing deals, and smart editing as a service (SEaaS), in four separate phases:
Phase 1 (Hardware Retail): We have already set up multiple sales channels for the hardware products. The key channels are as follows:
- Direct Online Sales
- Big Box Retail Stores
- Action Sports Shops (Surf/Skate/Ski Shop)
- Automotive and Powersports Partners
Phase 2 (Subscription Service): Revl will make re-curring revenue from our Premium monthly subscription model where users get access to cloud storage and other perks.
Phase 3 (Software license): License platform to companies who want an increase in customer engagement and user content creation. Current customers like Audi and Polaris and potentially Lamborghini and Porsche.
Phase 4 (Smart Editing as a Service): Provide A.I. editing services to theme parks, tourism establishments, eco-attractions, extreme sports establishments.
Revl has established excellent strategic business partnerships, distribution partners, manufacturers, and is on schedule to start shipping in August 2017.
Revl's GTM strategy launches in September with direct sales via Revl's website and Amazon store. This will be in conjunction with an online marketing campaign targeted at the Bro's and Pro's (Revl's core market, described in the IM attached to the Documents section of the offer). In October, Revl enters the retail space through specialty photography and video stores. Also in October, Revl is scheduled to launch the Revl-Audi partnership with a joint marketing campaign.
In November, before the 2017 holiday season Revl plan to enter big box stores in US and EU. After the holidays, Revl will focus on entering outdoor sporting and recreation shops.
In February 2018, Revl plans on launching with Polaris, Porsche and Lamborghini. In May through to July, Revl expands marketing efforts to the Joe's (average consumer) by entering retail locations such as Target, Walmart, and Apple store.
Revl intends to use the funds raised primarily to service the growth of the Revl team with additional resources in the fields of computer vision, machine learning, data sciences.
Financial History & Forecast
Revl has raised $2M in pre-orders with an extremely small marketing budget. By the end of 2017, we project that we will reach $10M in sales once we ramp up marketing efforts and enter retail.
Revl has raised $3.5M in VC and Angel funding from some of the top Silicon Valley Investors. We received a $620K non dilutive investment from Audi AG in 2016 and are in conversation with Polaris, Porsche, and Lamborghini.
Profit and Loss
All dollar amounts, unless otherwise stated, are shown in US dollars
Revl is developing a complete solution for the next generation of high-quality video creation.
Stabilization and Sensor Fusion
The Arc Smart Cam integrates a Single-axis gimbal stabilizer with real-time Electronic Image Stabilization (EIS). This technology makes it extremely easy to capture smooth professional like footage. Say goodbye to crooked and shaky footage.
Gimbal: A gimbal is a brushless motor that allows for rotation on a single axis. Using our gyroscopic sensor the Revl Arc counters any camera rotation by rotating the front portion of the camera.
EIS: Electronic Image Stabilization happens in real time on the camera. We do this by reading the accelerometer data and shifting the frame in the opposite direction of the bumps and shakes.
A.I. Editing using Motion and Emotion
Revl automatically tags moments based on motion telemetry and emotion data and assembles a video automatically.
Below: Example of Revl's telemetry readings. Using a neural network and machine learning Revl detects whats happening (e.g. kiteloop, 360, jump).
This section is only applicable for investors who invest amounts less than $50,000 into this offer.
Your initial investment takes the form of a “simple agreement for future equity” or “SAFE”. This is a form of deferred equity agreement, under which the company will issue your shares at a later date on the occurrence of a new funding round or a liquidity event. Your interest in the SAFE and any shares issued will be held on bare trust for you by a nominee company. This allows the company and the nominee directors to help manage communications between investors and Revl, and Revl will only have one name on its share register.
Should there be a shareholder vote where you are entitled to vote, such as on the future sale of the company, change in constitution or other shareholder resolution, the nominee will pass any required resolution to you, the investor to vote on. The nominee will then collate these votes and pass them up to Revl. Where the corporate action (for example a shareholder resolution) requires the nominee to vote shares held as a single bloc, the nominee may vote the shares in accordance with a majority view expressed by those investors giving timely instructions.
Upon any liquidity event, where your shares are sold as a result of a trade sale or IPO, any funds available to you as a shareholder will flow through the Equitise trust account to you, the investor. In the event of an IPO, where your shares are not sold but become traded on a public stock exchange, you will hold your shares directly in the company rather than through the nominee company.
As a result of offering this service, and through managing the nominee company, Equitise takes a 5% success fee of your profits on any future liquidity event. This percentage will only be deducted from the returns we hope investors will make.
Please note that investments in this offer are subject to two separate tranches, the terms of which are disclosed in the 'Offer Overview' section of the offer material and in the SAFE documents attached to the Documents section of the offer. Equitise will advise investors in this offer if their tranche Valuation Cap of US$18M or US$20M has been reached.
Please see the SAFE Agreements attached to the Documents section of this offer for more information.
We are happy to answer any questions about the nominee via email to email@example.com.
Revl's core market is the Extreme Sports market (e.g. kite, surf, snow, skate, racing, power sports, cycling, motorsports). Eventually branching out to the mass camera market (eg. travelers, video blogging, consumer cameras)
Our core market has three main segments: The Pro's, the Bro's, and the Joe's. We are initially targeting the Pro's because of their influence on the market. Targeting the Pro's first will trigger a trickle down effect to the other two market segments as a result of their large influence on the extreme sports industry/lifestyle.
Revl has strong brand potential. We made our brand to reflect our core market segments. The Revl brand is bold, playful, and aspiring. Most importantly, it feels like a brand that extreme sports enthusiasts can relate to and want to represent.
Our packaging is designed in-house by our designers. Its attention grabbing aesthetics show off the product in a package that feels high end, thoughtful, and new.
Our retail Point of Purchase displays are designed to be cost effective, clean, and maximize communication.
There are four notable competitors to Revl in GoPro, Sony, Garmin and YI 4K. We believe that our core competitive advantages lie with our Integrated Physical Stabilization, Artificial Intelligence Editing and Activity Data Pack features. None of our competitors provide comparable features to solve these problems.
We are looking to grow Revl into $1B+ company. We know we can take a significant portion of the $5B action camera market, as well as a portion of the $20B cloud video storage and processing market.
Certificate of Formation
Certificate of Formation - previously Oto Labs, now Revl IncDownload
Company Operating Agreement
Company Operating AgreementDownload
Revl Investment Memorandum
Revl Investment MemorandumDownload
The investors below have committed capital to the business in this funding round.
When will the next investor update be provided? It has been several months sine the SAFE was completed and it would be good to receive an update on developments including progress on the roadmap and ant milestone achievements.
With the offer now closed and only 12% of the raise target achieved, what does this mean for those who subscribed to invest?