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Updated Jun 28, 2026 · Affirmology_Terms_and_OwnerEconomics_v1.md
Two things: (1) the terms as they actually stand for a broad investor audience (this document goes to up to 40 to 50 potential investors, it is NOT a Josh-specific offer), and (2) the picture of what monthly subscribers mean for owner distributions, modeled for $5k to $50k checks. Grounded in Term Sheet v1 and Exec Summary v3. All figures illustrative, not promises. No em dashes.
Checks of $30K and up get the better $1M-effective deal: $30K buys about 3 percent and $50K about 5 percent. Especially incentivize a $50K check (Jeff: "that might be all I need right now"). A $100K check is welcome but not expected. Small checks ($5K to $25K) stay at the $1.5M standard. This rewards larger commitments visibly while keeping the small entry accessible. Under this bonus, the $30K and $50K distribution rows below rise by roughly half again (3 percent and 5 percent versus the standard 2 percent and 3.33 percent).
Two co-founders, with Jeff as the controlling decision maker. Roughly and to be finalized: - Jeff Parker (founder): roughly 40 percent outright, AND he holds the eventual-CEO reserve (10 to 15 percent) and the employee and contributor pool (about 5 percent) until those are granted. So Jeff controls over 50 percent and is the majority decision maker. - Sol Ballard (co-founder, vesting): 25 percent. - Investors (this round): 10 to 15 percent, which is what the ladder above sells (maps to the $1.5M standard, where $150K to about $225K lands in that band). - Advisor pool: about 5 percent (vesting), including Colin and others. Governance: a five-person board (Jeff, Sol, Colin, and two more members) handles the major decisions, while Jeff retains majority equity control. Detail and disclosure: the white paper states this at a high level only. The full cap table, the operating agreement, and the vesting schedules (including Sol's) live in the data room and are available to serious investors on request. We do NOT publish vesting schedules in the white paper itself. Key disclosures for the document: Sol is a true co-founder with a vesting 25 percent stake; Jeff holds majority control including the reserves; there is a five-person board; and the cap table is intentionally structured, with reserves set aside up front, not an afterthought.
Strategic and lead investors who bring more than capital (advising, partnerships, distribution, a board seat) can discuss a better entry, advisor equity (2 to 3 percent vesting), finder rewards (1 percent per $50K introduced, capped at 5 percent), or the optional founder loan, all already in Term Sheet v1. That is where a lead-investor or advisor deal lives, one to one.
Note on Josh: the more favorable first-investor entry (roughly a $1M-effective level, where $30K bought about 3 percent and $50K about 5 percent) was offered to Josh as the first investor and prospective advisor. He has not committed and remains in play, and that better deal stays a private conversation, not the standard everyone here sees.
The cash-cow story: a high-margin subscription that pays its owners. Modeled on the Exec Summary v3 economics, at the standard $1.5M post ownership.
Assumptions (stated honestly): - Blended ARPU about $260 per active subscriber per year today ($77 Starter, $22/mo Member, $197/yr Annual VIP, plus the $15/mo voice-cloning upsell). This is a FLOOR, the upsell ladder below pushes it higher. - Net margin about 60 percent at scale (98 percent gross, minus marketing, ops, salaries). - Distribution policy: a 6-month operating reserve is funded first, then quarterly distributions, default 50 percent of profit distributed and 50 percent reinvested (board-adjustable). Realistic start: 12 to 24 months out, once profitable. - Ownership at the standard $1.5M post: $5K = 0.33 percent, $10K = 0.67 percent, $30K = 2.0 percent, $50K = 3.33 percent.
First we get to market. The 60 percent net margin already accounts for operating costs, so these distributions are AFTER operations, not before. The company is built to be very profitable, but the raise exists to get us there: it funds the app hardening, the fall events and headsets, the affiliate program, the first ads, and a funded operating reserve. Only once that engine is running and the reserve is met do quarterly distributions begin. Owners get paid after we reach market, which is exactly what this round funds.
Annual distribution to an investor = net profit times 50 percent payout times ownership:
| Monthly subscribers | Approx ARR | Approx net profit | Distribution pool (50%) | $5K (0.33%) | $10K (0.67%) | $30K (2%) | $50K (3.33%) |
|---|---|---|---|---|---|---|---|
| 5,000 (stall) | ~$1.3M | ~$0.4M | ~$0.2M | ~$700/yr | ~$1,300/yr | ~$4,000/yr | ~$6,700/yr |
| 35,000 (steady) | ~$9M | ~$4M | ~$2M | ~$6,600/yr | ~$13K/yr | ~$40K/yr | ~$67K/yr |
| 100,000 (base hit) | ~$26M | ~$14M | ~$7M | ~$23K/yr | ~$47K/yr | ~$140K/yr | ~$233K/yr |
| 250,000 (strong) | ~$65M | ~$39M | ~$19.5M | ~$65K/yr | ~$131K/yr | ~$390K/yr | ~$650K/yr |
| 500,000 (breakout) | ~$130M | ~$78M | ~$39M | ~$129K/yr | ~$262K/yr | ~$780K/yr | ~$1.3M/yr |
Read it simply: a $50K check at the standard terms throws off roughly $233K a year once the company reaches 100,000 subscribers (a credible 2-to-3 year goal), and over $1M a year at the breakout. Even a $5K check pays real, repeating income in the survival cases, and you keep the stake. With the bigger-check bonus and the upsell ladder lifting ARPU, the bigger-check rows go higher still. That is the cash-cow thesis.
Plus the exit option on top: at a 5 to 10x revenue acquisition, 100,000 subscribers (about $26M ARR) implies roughly $130 to $260M, so a $50K stake at 3.33 percent is about $4.3 to $8.7M, and the breakout is far more. The plan is the distribution path; the acquisition is upside.
Why these subscriber numbers are credible: Calm reached 3.5M subscribers and about $210M revenue, Headspace about 2M at $140M, Co-Star has 30M-plus users with no audio product. About 80 percent of Gen Z and millennials relate to astrology, and the sky changes every new moon, full moon, equinox, solstice, and eclipse, driving perpetual engagement and a reason to return. 100,000 of those people choosing a superior personalized subscription within 2 to 3 years, given the Faena stage, the Miami Compact, and the affiliate flywheel, is a credible goal.
The revenue is not one flat subscription. It is a ladder of upsell paths, each lifting ARPU and lifetime value above the base, at near-zero marginal cost per audio. Pricing is still being decided, so the white paper presents the LADDER and the LOGIC and models ARPU as a range. - Starter Kit (one-time) into the monthly membership (your transits, tailored as the sky moves). - Voice cloning, your own voice as narrator. Upsell. - Audios from your chat, a higher tier where your conversation with the guide generates new custom audios on demand. Upsell. - Deeper journeys, guided multi-audio journeys through a life sphere (money, love, healing, shadow, purpose). Upsell, and the repeatable depth that brings people back. - Relationship depth, synastry and partnership audios and journeys for couples, families, and business partners. Upsell, and a distinct new audience to advertise to. - Creator program, coaches and breathwork and ceremony leaders make custom audios for their communities under a creator account. A creator and B2B tier, and an email-capture flywheel seeding new users who already had a positive experience. - Programs and facilitator-led work, plus the community and the Loft. Higher-ticket offerings. - Future, more modalities, the voice-recording layer, deeper wisdom and spirit-guide access. Effect: blended ARPU is plausibly $350 to $500-plus rather than the $260 base, lifting every distribution scenario above. Beta data after July 4 sets the real numbers.