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Portalarium is offering securities under both Regulation D and Regulation CF through SI Securities, LLC ("SI Securities"). SI Securities is an affiliate of SeedInvest Technology, LLC, a registered broker-dealer, and member FINRA/SIPC. SI Securities will receive cash compensation equal to % of the value of the securities sold and equity compensation equal to % of the number of securities sold. Investments made under both Regulation D and Regulation CF involve a high degree of risk and those investors who cannot afford to lose their entire investment should not invest. Furthermore, the contents of the Highlights, Term Sheet sections have been prepared by SI Securities and shall be deemed broker-dealer communications subject to FINRA Rule 2210 (the “Excluded Sections”). With the exception of the Excluded Sections noted above, this profile contains offering materials prepared solely by Portalarium without the assistance of SI Securities, and not subject to FINRA Rule 2210 (the “Issuer Profile”). The Issuer Profile may contain forward-looking statements and information relating to, among other things, the company, its business plan and strategy, and its industry. Investors should review the risks and disclosures. The contents below are meant to be a summary of the information found in the company’s Form C. Before making an investment decision, investors should review the company’s Form C for a complete description of its business and offering information, a copy of which may be found both here and below.

About Portalarium

** Upcoming NextGen Crowdfunding Pitch ** 

Portalarium will be presenting their SeedInvest crowdfunding campaign at NextGen Crowdfunding’s Los Angeles Studio on Wednesday, July 19th, at 4:00 pm ET. Join Richard Garriott, CEO and Creative Director of Portalarium, for a live-streamed pitch and Q&A session. Register here: https://www.nextgencrowdfunding.com/companies/nextgen-crowdfunding-personalized-dashboard-launch-event-1012/



Videogame development company Portalarium is preparing to release Shroud of the Avatar, the spiritual successor to Richard Garriott’s Ultima series. Players that seek to unravel the mysteries of Shroud of the Avatar will find themselves immersed in a deep narrative, co-written by Richard Garriott and New York Times bestselling fantasy author Tracy Hickman, replete with ethical dilemmas and moral consequences that will follow players’ characters throughout the game. Whether as the ruler of a player-owned town with hundreds of real players as residents, a dragon-slaying adventurer, or a master craftsman sought by fellow players across the world of New Britannia, the Shroud of the Avatar sandbox provides players with the next leap in the evolution of massively multiplayer games, a key segment of the games market pioneered by Portalarium founder Richard Garriott in the 1990s. The MMO market has since grown to over $20 billion in annual revenues. 

Product & Service

Shroud of the Avatar is a detailed sandbox-style MMORPG in a third-person view played with a mouse and keyboard. The player-first mindset gives Avatars the freedom to explore the world as they choose: slay a dragon, establish trade routes, craft weapons and armor, or conquer a town. Shroud of the Avatar provides players with a real world where they can do real exploration, and are faced with choices that have real consequences.

REAL World

Shroud of the Avatar builds a real world by giving real people (the players) a far larger role in the land of New Britannia than other games. Homes, shops, and entire towns can be owned and customized by players giving each location a truly “human” touch, and like real world real estate, the number of available properties is finite. The economy is entirely player-driven with the most valuable items only available from fellow Avatars who have mastered their crafting skills. A dynamic skill-based combat system also engages players by breaking away from the “min-max spreadsheets” of traditional MMO combat.

REAL Exploration

Unlike traditional MMOs, which often direct players with exclamation marks and arrows on the map, Shroud of the Avatar lets players actually explore. Instead of rigid branching conversations, players may engage NPCs in parsed, multi-sentence interactions. Only by asking the right questions will players unlock the secrets of the world. As players explore the rich sandbox world, they will find that they can open each door, read each book, and interact with each of the thousands of NPCs and creatures spread across hundreds of towns and dungeons.

REAL Choices

No game by Lord British is complete without a deep narrative and difficult ethical dilemmas, and Shroud of the Avatar is no exception. Each choice made by a player (as minor as giving a beggar a coin or as significant as assassinating a lord) will change the response of the game-world to that player. Should players choose to pursue the main narrative, they will find their virtues tested in the 100+ hours of gameplay of Episode I of Shroud of the Avatar.

Shroud of the Avatar’s “Selective Mulitplayer” also gives players the freedom to experience an RPG as they like – open MMO with all players, friends only, or single player online (or offline) play. Those that choose to explore with other players will also find that Portalarium’s brand new server structure allows all players to exist in one reality – no more segregating friends arbitrarily into separate servers (aka “Shards”).

Media Mentions

Team Story

Portalarium is the third instantiation of one of the most successful PC gaming development teams in history. The leadership  team of Portalarium participated in the founding, growth, and monetization of two previous efforts. The first was Origin Systems Inc, which published numerous top selling and award winning PC games through the 1980’s and 1990’s, including Ultima, Wing Commander, Crusader, and others. The team also includes producers, directors, and staff from the team that pioneered the MMO genre with Ultima Online in 1997 after it was acquired by Electronic Arts.

The core of Portalarium team then created Destination Games in 2000 and was acquired that same year by Korean MMO giant, NCSoft. The Portalarium founders were essential in rapidly growing the U.S. business of NCSoft from its nascent beginnings to hundreds of millions in revenue each year with products like Guild Wars, City of Heroes & Villains, and Tabula Rasa.

The current Portalarium team is a winning combination of the leading minds from the aforementioned history, top experienced talent brought in from other studios, and young talent that we’ll grow into the next generation of industry leaders.

We believe this team is uniquely qualified and can demonstrate the ability to yet again redefine online gaming for the ever-growing population of players seeking compelling virtual realities in which to live, work, and play.

Founders and Officers

Richard Garriott de Cayeux

CEO and Creative Director

Richard Garriott aka Lord British is one of the most influential game developers in both the online and offline video game world. He has been publishing games since 1979 (Akalabeth) and created both the Ultima Series and Ultima Online, the one of the first large scale massively multiplayer online games (MMO). He is credited with coining the now ubiquitous term “avatar” for one’s virtual self and the category of massively multiplayer online role playing games (MMORPGs). Richard has been inducted into the Computer Gaming Hall of Fame, received the  International Game Developers Association Lifetime Achievement Award, and built two leading gaming companies: Origin Systems (sold to Electronic Arts) and Destination Games (sold to NCSoft). After his spaceflight, he founded Portalarium where he is building Shroud of the Avatar, the spiritual successor to his previous works. 

Richard Garriott de Cayeux

CEO and Creative Director

Richard Garriott aka Lord British is one of the most influential game developers in both the online and offline video game world. He has been publishing games since 1979 (Akalabeth) and created both the Ultima Series and Ultima Online, the one of the first large scale massively multiplayer online games (MMO). He is credited with coining the now ubiquitous term “avatar” for one’s virtual self and the category of massively multiplayer online role playing games (MMORPGs). Richard has been inducted into the Computer Gaming Hall of Fame, received the  International Game Developers Association Lifetime Achievement Award, and built two leading gaming companies: Origin Systems (sold to Electronic Arts) and Destination Games (sold to NCSoft). After his spaceflight, he founded Portalarium where he is building Shroud of the Avatar, the spiritual successor to his previous works. 

Key Team Members

Chris Spears

Technical Director

Andrea Vinyard

Localization

Starr Long

Executive Producer

Dallas Snell

COO

Michael Hutchison

Art Lead

Rhys Romero

QA Lead / Localization Support Manager

Mathew Anderson

Senior Community Manager

Rick Holtrop

Associate Producer

Brandon Cotton

Senior Designer

Justin Gilbert

Senior Programmer

Scott Jennings

Senior Designer / Programmer

Kevin Wells

Lead Character Artist

Scott Jones

Senior Environment Artist

Joaquin Del Canto

Programmer

Erik Touve

Senior Programmer

Kenneth Pfile

Programmer

Damon Waldrip

Senior Technical Artist / VFX Artist

Keith Quinn

World Builder / Level Designer

Jason Yenawine

Senior Server Program

Esteben Zaldivar

Junior World Builder / Level Designer

Reid Rollo

Environment Artist

Matt Schmitz

Lead Animator

Dan Brennan

World Builder / Level Designer

Sarah Dworken

QA / Customer Service

Travis Koleski

World Builder

Chris Wolf

World Builder

Damien Foletto

Senior Quest Writer / Designer

Robert Thompson

Programmer

Notable Advisors & Investors

M8 Capital Fund

Investor, London-based venture capital firm that funds mobile technology companies

Scout Ventures

Investor, Seed stage VC firm in NYC that partners with experienced entrepreneurs

Founders Fund

Investor, San Francisco VC firm investing in companies building revolutionary technologies

Q&A with the Founder

  • Can you provide a brief background of Shroud of the Avatar?
    Portalarium is our third gaming company together (Starr Long and Richard Garriott). We developed Ultima Online in the 80's, which achieved millions of players from the 80's into the 90's and sustained into the 2000s. Portalarium had originally considered some smaller mobile / social games, but that crowded market caused us to pivot to a larger MMO style game closer to our roots. To support this new larger vision for Shroud of the Avatar, we ran a highly successful Kickstarter campaign followed by ongoing crowdfunding. SoTA has been the second most crowdfunded game with $11M funding from the player base. About $2M was from Kickstarter which was a finite 30-day campaign and then we transitioned the crowdfunding to our own site. We have been allowing the public to play the game over time and are now at the 39th iteration of the game (we have been releasing every month for 39 months). While the game is already operating and we have 5K-15K monthly players, we will officially release the game second half of 2017 and we are raising to fund marketing and monthly dev updates around launch.
  • What is the difference between Episode 1 and 2 of the game?
    All our work to date is for Shroud of the Avatar: Forsaken Virtues, which we often refer to as Episode 1. We have monthly releases the last Thursday of the month to release the next iteration of the game (bug fixes & new capabilities/features). In the future, we plan releases of a new story / episode with additional territory as additional new episodes. Players will likely be charged $45 for each new episode. We will start developing Episode 2 after we have launched Episode 1 and expect to launch additional episodes every 18 months or so.
  • Can you talk more about revenue streams?
    We have one such contract with a Russian company that has already paid us a license fee as an advance against additional future royalties. We may sign additional territorial agreements.
  • Why is monthly influx of cash in your cash flow so high in July and August 2016?
    Prior to July & August 2016, we erased players in our database approximately every quarter as the game data structures changed. In July 2016, we did our final player data wipe, which allowed played to claim goods and real estate permanently. While players still retained deeds they paid for previous to the final wipe, the specific property claims were all erased and everyone had to find new lots. This really motivated beta players to go online and claim properties that became newly available to the public. We will have a similar purge of storyline game state in Summer 2017 at the start of SoTA official story release launch to incentivize new players from our 200K registrations and others in the network, such as Ultima players, into SoTA.
  • What is the current cash position?
    As of May 17th our current cash position is $528k, and we have one of our periodic telethons coming up which commonly net us in excess of $100k additional funds.
  • The Q&A with the Founder is based on due diligence activities conducted by SI Securities, LLC. The verbal and/or written responses transcribed above may have been modified to address grammatical, typographical, or factual errors, or by special request of the company to protect confidential information.

    Investor Perks

    Investors who invest at the levels below or more will have the option to receive in-game benefits that they can use themselves in game.

    $500: Golden Armor and Golden Cloak

    • Game Access
    • Exclusive Golden Cloak (See Gallery)

    • Exclusive Suit of Golden Clockwork Armor (See Gallery)

    • Exclusive Golden Lord British Helmet

    • Exclusive Golden Lord British Throne

    • Exclusive Golden Trimmed Tuxedo

    • Exclusive Golden Lord British Moondial

    • Exclusive Replenishing Box of Assorted Golden Fireworks

    •  /goldenflowerwandtrick: Exclusive Magic Trick Animation

    • /goldenbirdtrick: Exclusive Magic Trick Animation

    • /goldenendlessclothtrick: Exclusive Magic Trick Animation

    $1000: Golden Row Home

    • All of the above
    • Exclusive Golden Lord British Shield (See Gallery)
    • Tax Free Player Owned Town Row Lot Deed
    • Exclusive Golden Ornate Greenhouse 4-Story Row House (See Gallery)
    • Exclusive Golden Clockwork Raven Pet (See Gallery)

    $2500: Golden Village Home

    • All of the above
    • Tax Free Village POT Lot Deed
    • Exclusive Golden Viking Village Home
    • Exclusive Golden Clockwork Cat Pet
    • Exclusive Ornate Gold Plated Iron Fence

    $5000: Golden Town Home

    • All of the Above
    • Tax Free Town POT Lot Deed
    • Exclusive Golden Pristine Gothic Mansion
    • Exclusive Golden Clockwork Dog Pet
    • Exclusive Golden Streetlamps (6 Pack)

    $10,000: Golden City Home

    • All of the above
    • Tax Free Player Owned Town City Lot Deed
    • Exclusive Golden Kobold 4-Story Great Hall (See Gallery)
    • Exclusive Golden Sword (See Gallery)
    • Tour of Portalarium Studios in Austin, TX (travel expenses not included)

    $20,000: Golden Keep

    • All of the above
    • Tax Free Keep POT Lot Deed
    • Exclusive Golden Osidian 4-Tower Keep City Home
    • Exclusive Golden Remote Bank Access Device
    • Exclusive Golden Automaton Pet
    • Exclusive Golden Viking Palisade Walls

    $30,000: Golden Castle

    • All of the above
    • Tax Free Player Owned Town Castle Lot Deed
    • Exclusive Golden Airship (See Gallery)
    • Exclusive Golden Castle Walls (See Gallery)
    • Exclusive Golden Clockwork Pet Dragon (See Gallery)
    • Dinner with Lord and Lady British and other Golden Castle owners at their home Britannia Manor in New York City (travel expenses not included)

    It is advised that you consult a tax professional to fully understand any potential tax implications of receiving investor perks before making an investment.

    Frequently Asked Questions

    About Side by Side Offerings
    What is Side by Side?

    A Side by Side offering refers to a deal that is raising capital under two offering types. This Side by Side offering is raising under Regulation CF and Rule 506(c) of Regulation D.


    What is a Form C?

    The Form C is a document the company must file with the Securities and Exchange Commission (“SEC”) which includes basic information about the company and its offering and is a condition to making a Reg CF offering available to investors. It is important to note that the SEC does not review the Form C, and therefore is not recommending and/or approving any of the securities being offered.

    Before making any investment decision, it is highly recommended that prospective investors review the Form C filed with the SEC (included in the company's profile) before making any investment decision.


    What is Rule 506(c) under Regulation D?

    Rule 506(c) under Regulation D is a type of offering with no limits on how much a company may raise. The company may generally solicit their offering, but the company must verify each investor’s status as an accredited investor prior to closing and accepting funds. To learn more about Rule 506(c) under Regulation D and other offering types check out our blog and academy.


    What is Reg CF?

    Title III of the JOBS Act outlines Reg CF, a type of offering allowing private companies to raise up to $1 million from all Americans. Prior capital raising options limited private companies to raising money only from accredited investors, historically the wealthiest ~2% of Americans. Like a Kickstarter campaign, Reg CF allows companies to raise funds online from their early adopters and the crowd. However, instead of providing investors a reward such as a t-shirt or a card, investors receive shares, typically equity, in the startups they back. To learn more about Reg CF and other offering types check out our blog and academy.


    Making an Investment in Portalarium
    How does investing work?

    When you complete your investment on SeedInvest, your money will be transferred to an escrow account where an independent escrow agent will watch over your investment until it is accepted by Portalarium. Once Portalarium accepts your investment, and certain regulatory procedures are completed, your money will be transferred from the escrow account to Portalarium in exchange for your shares. At that point, you will be a proud owner in Portalarium.


    What will I need to complete my investment?

    To make an investment, you will need the following information readily available:

    1. Personal information such as your current address and phone number
    2. Employment and employer information
    3. Net worth and income information
    4. Social Security Number or government-issued identification
    5. ABA bank routing number and checking account number (typically found on a personal check or bank statement)

    If you are investing under Rule 506(c) of Regulation D, your status as an Accredited Investor will also need to be verified and you will be asked to provide documentation supporting your income, net worth, revenue, or net assets or a letter from a qualified advisor such as a Registered Investment Advisor, Registered Broker Dealer, Lawyer, or CPA.


    How much can I invest?

    An investor is limited in the amount that he or she may invest in a Reg CF offering during any 12-month period:

    • If either the annual income or the net worth of the investor is less than $100,000, the investor is limited to the greater of $2,000 or 5% of the lesser of his or her annual income or net worth.
    • If the annual income and net worth of the investor are both greater than $100,000, the investor is limited to 10% of the lesser of his or her annual income or net worth, to a maximum of $100,000.

    Separately, Portalarium has set a minimum investment amount of US $0.

    Accredited investors investing $20,000 or over do not have investment limits.


    After My Investment
    What is my ongoing relationship with the Issuer?

    You are a partial owner of the company, you do own shares after all! But more importantly, companies which have raised money via Regulation CF must file information with the SEC and post it on their websites on an annual basis. Receiving regular company updates is important to keep shareholders educated and informed about the progress of the company and their investment. This annual report includes information similar to a company’s initial Reg CF filing and key information that a company will want to share with its investors to foster a dynamic and healthy relationship.

    In certain circumstances a company may terminate its ongoing reporting requirement if:

    1. The company becomes a fully-reporting registrant with the SEC
    2. The company has filed at least one annual report, but has no more than 300 shareholders of record
    3. The company has filed at least three annual reports, and has no more than $10 million in assets
    4. The company or another party purchases or repurchases all the securities sold in reliance on Section 4(a)(6)
    5. The company ceases to do business

    However, regardless of whether a company has terminated its ongoing reporting requirement per SEC rules, SeedInvest works with all companies on its platform to ensure that investors are provided quarterly updates. These quarterly reports will include information such as: (i) quarterly net sales, (ii) quarterly change in cash and cash on hand, (iii) material updates on the business, (iv) fundraising updates (any plans for next round, current round status, etc.), and (v) any notable press and news.


    How can I sell my shares in the future?

    Currently there is no market or liquidity for these shares. Right now Portalarium does not plan to list these shares on a national exchange or another secondary market. At some point Portalarium may choose to do so, but until then you should plan to hold your investment for a significant period of time before a “liquidation event” occurs. A “liquidation event” is when Portalarium either lists their shares on an exchange, is acquired, or goes bankrupt.


    How do I keep track of this investment?

    You can return to SeedInvest at any time to view your portfolio of investments and obtain a summary statement. If invested under Regulation CF you may also receive periodic updates from the company about their business, in addition to monthly account statements.


    Other General Questions
    What is this page about?

    This is Portalarium's fundraising profile page, where you can find information that may be helpful for you to make an investment decision in their company. The information on this page includes the company overview, team bios, and the risks and disclosures related to this investment opportunity. If the company runs a side by side offering that includes an offering under Regulation CF, you may also find a copy of the Portalarium's Form C. The Form C includes important details about Portalarium's fundraise that you should review before investing.


    How can I (or the company) cancel my investment under Regulation CF?

    For offerings made under Regulation CF, you may cancel your investment at any time up to 48 hours before a closing occurs or an earlier date set by the company. You will be sent a reminder notification approximately five days before the closing or set date giving you an opportunity to cancel your investment if you had not already done so. Once a closing occurs, and if you have not canceled your investment, you will receive an email notifying you that your shares have been issued. If you have already funded your investment, your funds will be promptly refunded to you upon cancellation. To cancel your investment, you may go to your portfolio page


    What if I change my mind about investing?

    If you invest under any other offering type, you may cancel your investment at any time, for any reason until a closing occurs. You will receive an email when the closing occurs and your shares have been issued. If you have already funded your investment and your funds are in escrow, your funds will be promptly refunded to you upon cancellation. To cancel your investment, please go to your portfolio page.