Terms & Structure

Your capital back first.
The company built to last.

Half of every profit distribution goes to investors until they are fully repaid โ€” while the other half keeps the company growing. Then a defined 2ร— buyback path gives everyone a clean, planned exit. Every term below is indicative and finalized in definitive documents.

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50%
Payback Priority
Half of every profit distribution goes to investors until 100% of invested capital is returned.
๐Ÿ“Š
Pro-Rata
After Payback
Once repaid, investors keep earning at their ownership percentage until the buyback.
๐Ÿ›ก
2ร—
Founder Buyback
Units may be repurchased at 2ร— invested capital โ€” paid in installments over 24โ€“72 months.
๐Ÿ“œ
Pass-
Through
One Layer of Tax
LLC profits are taxed once, on your return โ€” not twice like corporate dividends. Explained below.
๐Ÿ—
Non-
Voting
Founder-Led
Investor units carry economic rights only โ€” the founder retains full control to move fast.
The Structure

Simple, direct equity.
No convertible games.

Issuer
App LLC
The Saints Club App LLC โ€” the operating company for the platform
Instrument
Class A Units
Direct equity ยท non-voting ยท economic rights only
Round
$300,000
For 10% ยท $3.0M post-money
Block Size
$15,000
0.5% per block ยท 20 blocks total
Minimum
1 Block
$15,000 minimum subscription
Closing
Rolling
First come, first allocated โ€” round closes at $300K
Information Rights
Quarterly
Financial updates & KPI reporting to all investors
Governance
Founder-Led
No voting rights ยท no board seats ยท founder runs the company

Investor units are economic only: you share in profits and any buyback or exit, but operational decisions, strategy, and data stay with the founder. Member and customer data is never shared with investors โ€” reporting covers financials and KPIs, not private user information.

First, What Gets Distributed

The company runs first.
Profits are what's left.

The waterfall below applies to profit distributions โ€” cash left over after the business pays for everything that keeps it growing: marketing, creator commissions and prize pools, product and infrastructure, operations, and The Saints Club's giving commitments. Investors share in real profits; they don't drain the engine that produces them. Distributions are reviewed and declared quarterly.

โš™

1 ยท Operate & grow

Revenue first funds the machine โ€” marketing, creator payouts, the Growth Prize, product, team, and giving. This spending is what makes the revenue scenarios real.

๐Ÿ’ง

2 ยท Declare distributions

Each quarter, remaining profit is reviewed and a distribution is declared from the cash the business doesn't need to keep growing.

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3 ยท Split by the waterfall

Every declared distribution flows through the fixed split below โ€” automatically, in the same order, every time.

The Waterfall

How every dollar of profit
is split.

1

Payback Phase โ€” 50 / 50 until you're whole

From the first distribution, 50% goes to the investor pool (pro-rata among investors) and 50% to the company, until every investor has received back 100% of their invested capital. Half of all profit is pointed at repaying you as fast as the business earns it โ€” while the other half keeps compounding growth.

2

Ownership Phase โ€” pro-rata after payback

Once your capital is fully returned, your risk is off the table โ€” and you keep earning. The investor pool then participates in distributions at its ownership percentage (10% of profits if the round is fully subscribed, proportional to your blocks). Pure upside on capital you've already recovered.

3

Buyback Phase โ€” the planned exit at 2ร—

The founder holds the right to repurchase investor units at 2ร— invested capital โ€” $30,000 back for every $15,000 block, on top of the distributions received along the way. The buyback price is paid in equal installments over 24โ€“72 months, which spreads the gain across multiple tax years instead of landing in one (see tax notes below). Private investments usually have no exit; this one has a defined path home.

4

Sale or major exit โ€” you're protected either way

If the company is sold before any buyback, investors receive the greater of their remaining waterfall position or their pro-rata share of the sale โ€” never less than the structure promised.

Why the buyback works for both sides: investors get their capital back, a guaranteed 2ร— on the exercise, and profit distributions in between โ€” a clean, defined return in a world where private stakes usually stay illiquid for a decade. The founder regains full ownership once repurchase is cheaper than continued profit-sharing, and keeps the company unencumbered for whatever comes next.

Taxes, In Plain English

One layer of tax.
Paid on your schedule.

"Pass-through" sounds like jargon, so here is exactly what it means for your money.

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What a corporation would do to you

A regular C-corporation pays corporate income tax on its profits โ€” roughly 21% federal โ€” and then, when it sends you a dividend from what's left, you pay tax again on the same money. Two layers of tax before a dollar of profit reaches your pocket.

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What this LLC does instead

The Saints Club App LLC pays no federal income tax itself. Profits "pass through" directly to the owners โ€” each year you receive a form K-1 showing your share, and you pay tax once, on your own return, at your own rate. More of every profit dollar actually arrives.

๐Ÿ“‰

Early losses can work for you

In the build phase, if the company runs a loss on paper, your share of that loss passes through on your K-1 too โ€” and, depending on your situation, may offset other income on your tax return. An investor benefit most people never see from a public stock. Your CPA can tell you exactly how it applies to you.

๐Ÿ—“

The buyback spreads the tax bill

Because the 2ร— buyback is paid over 24โ€“72 months, the gain is recognized as the installments arrive โ€” spreading it across several tax years instead of one lump sum. That can keep more of the gain in lower brackets versus a single large payout. It spreads tax, it doesn't erase it โ€” your advisor confirms the best treatment for you.

Every investor's tax picture is different. The company provides K-1s and full transparency each year; the specific benefit to you depends on your income, state, and filing situation โ€” please review with your own tax advisor. Nothing here is tax advice.

Projected Returns โ€” And Where the Numbers Come From

What we project a $15,000 block
returns, and when.

These projections are built in three steps, all visible on this site: (1) the revenue scenarios on the Overview page come from our live membership pricing ($7โ€“$249/mo tiers), church partnership pricing ($199โ€“$1,499/mo), and stated member-count assumptions. (2) We assume 20% of revenue becomes distributable profit after marketing, creator payouts, operations, and giving โ€” our operating target. (3) Investors receive 50% of distributions until repaid, then their pro-rata share. Change the assumptions and the outcomes change โ€” that is why these are projections, not promises.

Conservative ยท $1.12M Year-1 Revenue
~2โ€“2.5 yrs

~$224K/yr distributable โ†’ ~$112K/yr to investors โ†’ $300K repaid in roughly 2โ€“2.5 years of distributions.

Then pro-rata profits until buyback. With the 2ร— buyback exercised: $30K per block plus distributions received.

Base Case ยท $4.01M Year-1 Revenue
~9โ€“12 mo

~$800K/yr distributable โ†’ ~$400K/yr to investors โ†’ full $300K repaid in under a year of distributions.

Then 10% of profits pro-rata. With the buyback: a projected 2ร—+ total return inside ~3 years, paid on an installment schedule.

Upside ยท $5.2M Year-1 Revenue
~7โ€“9 mo

~$1.04M/yr distributable โ†’ ~$520K/yr to investors โ†’ capital back in well under a year.

Faster payback, larger ongoing pro-rata share, same 2ร— buyback floor on exit.

Read simply: in our base case we project returning your full investment within roughly the first year of profit distributions, ongoing profit share after that, and a 2ร— total-return exit when the buyback is exercised. Timelines shift with launch date, growth, and how much profit the company reinvests.

All figures are illustrative projections from stated assumptions โ€” launch timing, membership growth, church partnerships, margins, and reinvestment decisions will move actual results, potentially materially. Distribution timing is quarterly and depends on declared profits. These models must be read alongside the definitive offering documents.

Required Disclosures

What the law requires
us to tell you.

Federal and state securities laws require every company raising capital to state this plainly, and we believe you deserve it stated plainly anyway: this is an investment in an early-stage private company, not a deposit or a guaranteed note. The app is pre-launch. The projections above are models built from stated assumptions โ€” strong ones, we believe, but models. Returns and timelines are not guaranteed, and it is possible to lose some or all of your investment. Creator commitments are relationships formalized through The Saints Creator Program, not guarantees of promotional output. We share these projections because we're confident in them โ€” and we're required, and glad, to be equally clear about the risk. Please review the definitive documents and consult your own legal, tax, and financial advisors before investing.

The Next Step

Terms you can defend
to anyone at the table.

Review the commitment letter, reserve your allocation, and we'll countersign and coordinate the wire.