SEE GOOD,
SAY GOOD.
MISSION: Highlighting and celebrating positive impacts in Greenville, See Good, Say Good aims to foster a culture of recognition, support, and. communal upliftment.
JOIN THE BAND
JOIN THE BAND
Three Tiers of Opportunity
INVESTMENT SUMMARY
Rockstar Investor
Minimum investment $1,000,000
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7.5% “Pre-Show” preferred return, 15% “Main Event” preferred return*
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90% of distributable cash pari passu to investors until initial capital + accrued pref is paid
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30% of distributable cash pari passu to investors thereafter (including any future sale)
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First right of refusal for naming rights and sponsorship opportunities
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Club Premium Membership for 10 people in perpetuity
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Permanent and unique recognition in venue (mutually agreeable)
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Entourage privileges
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Ticket concierge services
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One seat on the Advisory Board
In the Band Investor
Minimum investment $250,000 to $999,999
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6.75% “Pre-Show” preferred return, 13.5% “Main Event” preferred return*
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90% of distributable cash pari passu to investors until initial capital + accrued pref is paid
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30% of distributable cash pari passu to investors thereafter (including any future sale)
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Club Premium Membership for 6 people for 3 years
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Investments over $500,000 will also include recognition in the venue
Rising Star Investor
Minimum investment $25,000 to $249,000
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6% “Pre-Show” preferred return, 12% “Main Event” preferred return*
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90% of distributable cash pari passu to investors until initial capital + accrued pref is paid
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30% of distributable cash pari passu to investors thereafter (including any future sale)
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Investments over $50,000 will also include Club Membership for 1 person for 1 year
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* “Pre-Show” preferred return is paid during the construction period, with the “Main Event” preferred return starting to accrue/be paid the earlier of: the company opening or 18 months.
Tax-Advantaged Investment Option
Due to Trueline's focus on various purpose-driven factors, you may be eligible to use a tax-deductible donor-advised fund to make this investment. Learn more here.
THE
STORY
Why Fund Our Local Story
➤ Equity offering with 12-15% preferred return* based on investment level
➤ Leadership with over 80 years of combined industry experience at Live Nation, House of Blues, and others
➤ Founder maintained 19% 10-yr CAGR, having direct responsibility for more than 100 venues and opening more than 25 new clubs over his career
➤ Strategic location in the vibrant West End of Downtown Greenville
➤ Develop a high-volume, multi-capacity music venue headlined by a 2-story 1,700 capacity main hall + a 400 capacity intimate performance room, VIP lounges and multiple bars inspired by local artists
➤ To meet demand for a live music, art and entertainment venue, enhancing the quality of life for all who celebrate with us in Greenville
*12-15% preferred return begins the earlier of opening or 18-months. Pre-opening preferred return is 6 - 7.5%.
Create a Collaborative Environment Where:
Community is Core
Safety is Paramount
Creativity is Celebrated
Diversity is Respected
Memories are made for Fans and Artists Alike
VALUES
Develop our flagship, must-play, live entertainment venue, growing and enhancing Greenville’s music and arts scene.
MISSION
OUR GOALS
➤ Book at least 130 national touring artists annually in the 1,700 cap music hall (grow by 10% each year).
➤ Curate a diverse matrix of events including underplays, multi-days, block parties, dance parties, festivals, and other unique experiences to delight fans.
➤ Host at least 180 local and regional artists in the small performance room (grow by 10% each year).
➤ Sell more than 180,000 tickets in Year 1, and track the economic impact on the city and local tourism.
➤ Develop a strong VIP program, utilizing venue perks, merchandise, and innovative food and beverage programs.
➤ Collaborate with the city and area businesses to enhance offerings around holidays and important city-wide special events.
➤ Host at least 42 private events in Year 1, serving as a new and innovative partner for very special events with an emphasis on non-profit organizations.
➤ Recruit, hire, train, and retain the very best crews dedicated to providing excellent service to our fans, road crews, talent, and each other.
➤ Operate a safe, clean, sustainable and fiscally responsible venue, driven to be the best stop on an artist's journey.
We're building a new 400 and 1,700 capacity venue, strategically targeting the ascending breakout city of Greenville, SC. Trueline Greenville will be built to scale and capture the local and visiting market potential, by developing the first venue of its kind and providing new touring routes and talent throughout the Southeast.
GROUND UP
REDEVELOPMENT
OUR
APPROACH
Trueline will be located in the heart of downtown Greenville, surrounded by the city’s premier restaurants, bars, and apartment complexes. The Upstate is also home to the U.S. headquarters of global companies such as Michelin and BMW, as well as many universities.
LOCATION
➤ Site has been selected with a favorable 20-year lease
➤ Landlord support through design, approvals, and financial incentives
➤ All the necessary city approvals are secured
➤ General contractor has been identified, and demo has begun
CURRENT STATUS
WHY GREENVILLE?
The leadership team has managed some of the nation's most well-known music venues, as well as those that have struggled to find their footing. We've managed venues in primary, secondary and tertiary markets. Our team knows what a well-run, well-located, well-funded venue can mean to a community and believes venues dedicated to live music and art are essential to its health.
The plan to launch Trueline began many years ago. Finding the right location at the right time has been a research project and a labor of love. We have scouted dozens of cities. Greenville is by far the best location for our flagship venue.
Greenville has community pride and just enough swagger. It is a charming city that feels rooted without being complacent. There is already so much to boast about downtown - excellent restaurants, multiple performing arts theaters, unique shops, beautiful hotels, rooftop lounges, breweries, trails, gardens, Fluor Field, the Peace Center, and the Bon Secour Wellness Arena.
As we have talked to community leaders, city officials, visitors and residents, we have consistently been encouraged by the reception and the general agreement that a venue like Trueline is needed here.
We won't replace anything -- we won't take away. We will add. There is more out there. We know this because we have booked many of the venues in surrounding markets. We know how many national touring artists are not routing to Greenville who could be, and who will be when Trueline is here.
We are also content creators. Our team has built festivals and curated events. We can't wait to be a part of the holiday traditions and major events that already make Greenville special. We also look forward to collaborating with the creatives in this community to breathe life into this space that will foster the development of emerging and local artists and will be a favorite stop by the most talented performers in the world.
We will bring energy, enthusiasm and experience to this project. In many ways, Trueline is the culmination of all that we have learned as venue managers and we plan to build an exceptional venue, because Greenville is ready to rock!
In our experience, every comparable city in the southeast has more venues/clubs per capita. Greenville has created an environment primed for vibrant and dynamic expansion of its live music scene
Trueline is capitalizing on the influx of visitors, offering not only evening events, but entertainment and programming throughout the day. This adds needed diversity and options to the existing attractions that visitors have to choose from.
Much more can be found in Visit Greenville SC's Market Report.
➤ 37th largest media market in the U.S.
➤ A top-40 ticket selling market
➤ Average age – 34.6
➤ Median age – 38.1
➤ 46 people are moving to Greenville per day
➤ 11% of population are college students (18-25 age group)
➤ 11 universities of +40,000 students within 35 miles of
downtown (Clemson, Furman, and Wofford, among others)
➤ Median household income -- $61,183
➤ Annual growth rate steady at 9.4% since 2017
GREENVILLE, SC
Venue Setup
We've optimized for key features that will delight our guests, increase revenue and help us create an outstanding community experience through music.
Multiple Space Venue
Trueline Greenville is designed to be scalable and house multiple rooms for events of varying sizes. An elevated experience will always be provided in the form of a high-end lounge/ VIP area.
Sustainability
Trueline Greenville will be designed and managed in an environmentally conscious manner, prioritizing renewable energy and eliminating single-use items, reducing operating expenses. We expect to repurpose or reuse up to 60% of the existing building.
Rotating Art Installations
Trueline Greenville will display local art that rotates throughout the building - an ever-evolving landscape for artists, by artists that supports creativity and diversity. Each venue will include unique centerpieces by renowned artists and performers.
Local City Influence
Trueline Greenville's venue operations will be formed and inspired by Greenville's local environment while maintaining Trueline's consistent mission.
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For those driving in for a show, there is an abundance of nearby parking. The available parking more than satisfies the Greenville ordinances for venue parking requirements.
Centrally located in the city, we have positioned ourselves a short walk from major attractions and popular visitor areas. With over 7 million annual visitors, Trueline will receive a massive amount of organic views and foot traffic each year.
Trueline is located in a highly walkable area with close proximity to other indoor and outdoor entertainment.
SURROUNDING
GEOGRAPHY
OUR PEOPLE
Michael Grozier
FOUNDER
➤Co-creator of the House of Blues with Isaac Tigrett
➤ EVP of Clubs and Theaters division for Live Nation overseeing 80+ locations
➤Developed premium VIP Membership Club Foundation Room and doubled revenue in 3 years from $14M to $28M in same store sales
➤In a reorganization, took P&L responsibilities for a division that was dubbed "fix or sell", re-engineered the performance of the division to gross more than $225M in annual revenue.
➤ Acheived an EBITDA of $35M in 2019 and maintained a 19% 10yr CAGR
Sam Blumin
CHIEF OF STAFF
➤Prior to moving to Greenville in 2023, Sam gained 8+ years of management experience leading the operations of several venue and hospitality projects in NYC, Los Angeles, and Delaware.
➤While in LA, he joined Michael Grozier’s team at Live Nation’s Hollywood Palladium (3800-cap venue) as the VIP Manager, overseeing the VIP experience comprised of VIP ticketing, security, and F&B/hospitality.
➤Most recently, he spent 3 years as General Manager of the Queen Theater, an 1100-cap historic music venue in Wilmington, DE where he led a team of 50+ staff.
John Pedro
DEVELOPMENT
➤John Pedro has constructed or developed over 7.5 million s.f. space and more specifically 40 hospitality and retail projects with an aggregate cost of $2.2 billion over the course of the last 25 years. The projects were for major brands such as Kohl’s, Walmart, J Alexander’s, and Live Nation as well as regional and local brands in single locations;
➤ John also developed and owns a hospitality brand that operates in multiple markets
Marty Elliott
TALENT BUYER/ BOOKING COORDINATOR
➤Marty is a resident of Greenville with 27+ years of innovative booking and venue management experience. She has served as General Manager for venues of all sizes- stadiums, arenas, and theatres and has proven venue development experience garnered through multiple venue renovations/ openings.
➤Marty knows the market and has extensive booking and promoting experience with national touring artists. She has experience with thousands of large-scale concerts and events including multi-day festivals. major corporate events, televised sports. and film shoots.
FINANCIAL HIGHLIGHTS
Overview
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Expected IRR: 21%+
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Target growth year 1: 22%
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Target growth year 2: 17%
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The goal of this initial investment is the start the flywheel of sustainable growth and favorable investor returns.
Business Model
Trueline will leverage multiple, sustainable revenue centers. We are experts at driving and creating content. We expect to be open daily, not just when we have a show in the music hall. The venue will always have something going on. This allows our regulars to count on us and our visitors to delight in the surprise of finding us. By hosting national touring shows, we will have the benefit of marketing that has a wide reach, drawing fans of artists who then become fans of Trueline.
Programming
In the 1,700 capacity music hall, we will leverage our relationships with agents, artists and promoters to book national touring artists.
As an independent venue, we will both buy direct as well as co-promote shows with a variety of promoters. This allows us to offer diverse content and give promoters who have not had a venue of this size in our market a way to route tours to us.
We will aggressively seek to diversify content, booking artists from every genre-- Pop, Rock, Electronic, Country, Gospel, Jam, Folk, Americana, Christian, World, Reggaeton, R&B, Comedy and more. We will strive to garner special "underplays", a term used when a legendary artist plays select intimate venues. We will push to be included in national tours but be nimble enough to grab "one-off" dates. Our experience booking like-sized venues in comparable markets makes us confident that we will host at least 130 national touring acts in our first year.
In the 400 capacity room, we will fill dates with local and regional bands and some of our own curated content. This room will be busy almost every day and will also be available to rent for private events. We expect to book at least 180 local artists in year one.
Both rooms will have flexible configurations to allow us to scale the room up and down and set it up in a variety of ways. There are no fixed seats on the lower level so we can move furnishings around, bring in props, build sets, etc. One day a jazz cabaret, the next a disco theme party. We are here for it.
Day and Night Activities
We will be open to rentals and a resource for creative events, we expect to book at least 42 private events annually. Greenville has a busy day scene and we will be part of that as well offering brunch events, private events, day parties and walk-up access to the rooftop and lounges.
Nightlife in Greenville is about to become a lot more interesting. Because our music hall will be acoustically sound and filled with high-tech music, light and video technology -- we will be able to keep the party going without disrupting our neighbors.
Multiple Revenue Centers
The business will benefit from a number of revenue streams developed over years of experience in optimizing entertainment venues. These include net ticket revenue (calculated after artist guarantees/percentages), rental fees, VIP experiences, private lounges, memberships, hotel and concierge packages, group sales, sponsorships, and sponsorship activations. Merchandise will also be sold for both touring artists and the Trueline Brand.
Food, Beverage and Hospitality
Robust food and beverage sales and service are key business elements for successful venues. Fan demand and expectations are on high quality, local and creative cocktails, varieties of beers and food offerings that fit the occasion. This requires flexibility of the venue. We have more than 40 points of sale for our bars and lounges. In addition to our own house menu, we will have working relationships with the best local catering chefs and outdoor space for food trucks.
Sources and Uses Summary
Key notes regarding lease, tax credit and, rent:
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Abandoned building state tax credit of 12.5% of the total spend, reimbursed after CO is attained
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Building also offers opportunity zone credit
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Current lease is 20 years
DOCUMENTS
RISKS
Risks Associated with a Music Venue.
The Venue is a music venue that includes general risks associated with operating a music venue that serves alcohol, including, but not limited to, injuries to customers. The Company expects to have insurance to cover the Venue from any losses. Regardless of whether any claims against us are valid or whether we are liable, claims may be expensive to defend and may divert time and money away from our operations. In addition, they may generate negative publicity, which could reduce guest traffic and/or the willingness of musicians to play at our venue. Although we maintain what we believe to be adequate levels of insurance to cover any of these liabilities, insurance may not be available at all or in sufficient amounts with respect to these or other matters. A judgment or other liability in excess of our insurance coverage for any claims or any adverse publicity resulting from claims could adversely affect our business and results of operations.
Our business depends upon attracting good musicians.
Our business model depends upon our ability to book quality musicians that can attract customers to the Venue. In the event that we are not successful in attracting popular, quality musicians, our cash flows will be adversely affected.
Competition from Other Entertainment Venues.
The Venue will compete with other entertainment venues in the same geographic area. Competition in the identified target markets areas is significant and likely to increase during the anticipated investment term, and may affect the Venue’s ability to attract customers and provide entertainment options. Moreover, if development of other venues similar to the Venue by other operators were to increase, competition with the Venue could intensify. Competition in the local market could decrease the Company’s ability to attract bands, customers or entertainment options, cause an increase in operating expenses, make refinancing a bank loan more difficult or impossible, make a sale of the Venue more difficult or less profitable, or otherwise make it difficult or impossible to operate the Venue profitably.
The Peace Center, an established venue in Greenville, announced plans in September 2022 to develop “AMP: A Music Project” within 1 mile of the Venue. AMP is projected to be a $36 million project that will involve transforming three buildings next to the Peace Center into music venues. Construction began in February 2023 on AMP and is expected to be completed by the end of 2024. AMP is projected to include, among the current music offerings of the Peace Center, a 250-person capacity listening lounge, a recording studio, and a 1300-person capacity, three-tiered, flat floor music club. Although the Venue and AMP will compete for bands, entertainers, and customers, the Manager believes that the Venue will be complementary to AMP to help grow Greenville into a sophisticated music city.
The Venue is Leased.
The Company will be investing significant capital to develop a music venue with a lease of approximately 20 years. The Company does not own the property on which the Venue will be constructed. The fact that the property is leased may impact the Company’s ability to obtain debt financing for the construction and may impact the Company’s ability to sell the Venue at its true fair market value (unless the potential purchaser is able to renegotiate a lease on favorable terms). To the extent that the Company needs to renegotiate the lease, the landlord could have significant leverage over the Company as the Venue cannot be physically relocated to another location.
We have a limited operating history upon which you can evaluate our performance, and accordingly, our prospects must be considered in light of the risks that any new company encounters.
Trueline Greenville is the flagship location and the management team’s first venture together. Although the Principals have experience in the music and hospitality industry, this Company is the first Trueline venue and their first music venture together. There are inherent risks and learning curves in developing a new music venue. The likelihood of our success should be considered in light of the problems, expenses, difficulties, complications and delays usually encountered by early-stage companies. The Company may not be successful in attaining the objectives necessary for it to overcome these risks and uncertainties. Although the Principals believe their background and experience can overcome such learning curves, risks do exist.
Leverage.
The Venue may be leveraged and subject to substantial indebtedness. As a result of such leveraged position, an increase in the value of the investments could result in substantial benefits to the Company upon resale of the investments. Conversely, a decrease in the value of the Venue could result in the Company being unable to sell the Venue for a price sufficient to return to the Members their investment in the Company.
There may be construction cost overruns and delays.
The estimated construction costs are based on the Manager’s current estimates, which are based on certain assumptions, including but not limited to the assumption that this Offering is successfully and timely consummated and that the Company is fully funded.
The plans and specifications for the construction and development are only preliminary at this point and the costs of construction and development have not been finalized, as final bids have not yet been received and the construction contracts have not been finally awarded. Until that time, the amount for construction is only our current best estimate of costs. Even assuming the estimate is correct for purposes of finalizing a construction contract, construction cost overruns may occur for a variety of reasons.
The Manager can close the Offering with insufficient capital to complete the development of the Venue.
As described elsewhere, the Manager presently believes that the Company needs $13.5 million to complete the development of the Venue, which the Manager hopes to raise using a combination of equity contributions and debt. Because of the lead time necessary for construction, the Company may close any of the various sources of capital when the total capital raised reaches above $5 million, which is insufficient to complete the development of the Venue. Although the Manager believes that it will be successful in raising the remaining capital, there is no guarantee that it will be successful in doing so. In the event that the Manager does not raise sufficient capital to complete the development of the Venue, investors could lose their investment.
Uncertainty of Future Results.
This Form C or other information provided to Members may contain certain financial projections, estimates and other forward-looking information. This information was prepared by the Manager based on its experience in the industry and on assumptions of fact and opinion as to future events which the Manager believed to be reasonable when made. There can be no assurance, however, that assumptions made are accurate, that the financial and other results projected or estimated will be achieved or that similar results will be attainable by the Company (and thus, the SPV Company). Prior investment returns are not indicative of future success.
Projections.
Projected results of the Venue are only estimates of future results that are based upon assumptions made at the time the projections are developed. Although the Manager believes the estimates and assumptions to be reasonable, some or even all of the estimates or assumptions may prove to be inaccurate. Undoubtedly, there will be differences between projected and actual results because events and circumstances frequently do not occur as expected, and those differences may be material and adverse. Also, general economic factors, which are not predictable, can have a material effect on the reliability of projections.