FREQUENTLY ASKED QUESTIONS FOR INVESTORS
Leonhardt’s Launchpads by Cal-X Stars Business Accelerator, Inc.
Investor Relations
Q: Where do my investment funds go to invested in the innovation accelerator with 2:1 warrant options for stakes in portfolio Licensable Technology Platforms?
Q: What is the relationship between the associated entities, their ownership structure and their individual functions?
- 50.1% = Leonhardt Ventures LLC (dilution floor at 50.1% unless waived)
- 24 to 35.9% = Outside investors, advisors, board members, employees
- 9% to 20% = Cal-X Stars Business Accelerator, Inc. (dilution floor at 9% unless waived)
- 3 to 5% = Dr. Leslie Miller (sometimes with bonus awards up to 10%)
Q: What are the most valuable components of the accelerator program?
Q: What is the route and terms of our patent licenses?
Q: How does Leonhardt Ventures LLC controlling ownership % track at various stages of development of new invention/LTP?
Typical business charter guided tracking of ownership of ALL LTPs/inventions at various stages of development…
- At creation launch 100% Leonhardt Ventures LLC
- After passing through CalXelerator 108 day create to great accelerator 94% Leonhardt Ventures LLC and 6% CalXelerator or Cal-X Stars Business
- Accelerator, Inc. DBA Leonhardt’s Launchpads if they are graduating to Cal-X Stars Business Accelerator, Inc. long duration accelerator program.
- After being accepted into Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads innovation accelerator program 91% Leonhardt
- Ventures LLC and 9% Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads
- After Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads raises full $15 million in current portfolio class PPM capital Leonhardt
- Ventures LLC 50.1%, Advisors and Other Stock Option Holders 30%, Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads 19.9%.
- LTP after spinning out to a stand alone C corporation and launching their own PPM, if done, Leonhardt Ventures LLC 50.1%, Cal-X Stars 9.9%,
- Advisors 15%, angel investors new 25%.
- In other words Leonhardt Ventures LLC agrees to give up 9% ownership in its LTP/invention rights in exchange for accessing accelerator shared resources and up to 11% more equaling 20% max total to access accelerator capital.
Leonhardt Ventures LLC voting ownership at various stages of development (Leonhardt Ventures LLC maintains voting rights for all advisory options converted to shares)
- 100% @ Launch Conception – Venture Creation
- 94% @ Short Duration Accelerator CalXelerator Graduation
- 91% @ Long Duration Accelerator Cal-X Stars Acceptance
- 80% @ Cal-X Stars Graduation after First in Human Studies
- 50.1% @ Time of Exit after Additional Capital Raises
Q: What is the Leonhardt's Launchpads by Cal-X Stars Business Accelerator, Inc. Stock Option Plan?
Leonhardt’s Launchpads by Cal-X Stars Business Accelerator, Inc.
Stock Option Plan Summary
Common stock of the corporation and LTP (Licensable Technology Platform – inventions) unit share options are granted at an exercise price equal to the market value of the underlying stock on the grant date to mimimize tax liabilities for the receiver, become exercisable most often on the first anniversary “vesting period”. Some stock option agreements have vesting periods of up to 4 years with 1/4 vesting each year on the anniversary date of the agreement. Stock option grants have a maximum term of 15 years to be exercised for active formally engaged by mutual consent employees, advisors, suppliers, contractors and board directors. All stock grants are presumed non-qualified stock options per our approved stock plan unless denoted differently in writing separately. Only Vice President and above payroll employees are eligible to request Incentive Stock Options in writing with approval subject to board compensation committee approval. If mutually agreed upon engagement should end without cause the exercise time period of the last action true working engagement day is 90 days, unless extended in writing. Our shareholders via our approved stock plan have authorized lead executive management to issue up to 30% of our total authorized shares in stock options to employees, advisors, board directors, suppliers and independent contractors. All stock option holders are subject to the terms of the company’s Master Stock Option Agreement and Stock Plan approved by a majority of shareholders. When they become shareholders after exercising their stock options they are subject to also the terms of the appropriate Subscription Agreement and Shareholders Agreement. Underlying stock is restricted and may not be sold without written permission in advance.
Market price for common stock and LTP unit shares are set by any one or combination thereof of these methods…
- Last market price paid by an investor via our PPM.
- Asking price set by Leonhardt Ventures LLC board.
- Staying in reasonable range of Wilson Sonsini published quarterly Entrepreneur Report private company financing trends https://www.wsgr.com/en/insights/the-entrepreneurs-report-full-year-2019.html.
- Asking price that may be set by Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads board (in agreement with Leonhardt Ventures LLC).
- Asking price set by controlling majority ownership of company or LTP, which is usually Leonhardt Ventures LLC.
- A professional Fair Market Analysis conducted by an industry expert (does not have to be external can be experienced internal team member conducted).
- A valuation software program such as the Cayenne Consulting Model – https://www.caycon.com/valuation
- Industry comparables published in financing and acquisition press releases, Crunchbase, Pitchbook, NASDAQ and other sources.
Q: What is the Master Patent License Agreement with Leonhardt Ventures LLC?
Summary: Leonhardt Ventures LLC agrees to give up 9% ownership rights in its inventions for received innovation accelerator mentorship support and the pre-emptive right for the accelerator to purchase up to 20% equity at prevailing market prices right up to the time the invention exits the accelerator. They further agree to give up up to 49.9% ownership to all other investors and supporters over time if needed to best position the invention for exit. If the LV LLC 50.1% controlling ownership covenant is broken for any reason, including voluntary, then LV LLC must be compensated at market rates for any IP provided.
Q: Can I earmark target where and what my funds go to supporting when investing in Cal-X Star Business Accelerator, Inc. DBA Leonhardt's Launchpads?
All invested funds go into the Cal-X Stars Business Accelerator, Inc. general checking (1) account to be used to accelerate all of our innovations and startup launches through to outreach efforts with potential exit acquirers or partners.
(1) Note – Nearly all of the Licensable Technology Platforms (LTPs) and startups within our accelerator(s) use the same core IP and same core R&D labs and staffs, accounting staff, financial team, web site development and maintenance team, slide deck development team, executive summary development team, marketing and branding team, legal counsel, patent counsel, software subscription, liability insurance, D&O insurance, clinical trial insurance, quality systems advisors and software, stimulator manufacturers, electrode manufacturers, catheter manufacturers, stent manufacturers, company vehicles, shipping and warehouse, secretarial support, scheduling support, travel, clinical trial sites, animal study sites, regulatory advisors, scientific advisory board and more. Which are all compensated primarily, mostly exclusively, from the accelerator general checking account.
In special circumstances a prospective accredited sophisticated investor planning to invest greater than $25K via our standard 2:1 investment program of Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads MAY incorporate as a special request into their Investment Term Sheet and Subscription Agreement instructions with a request to use proceeds of their investment for a specific targeted invention (Licensable Technology Platform), startup or purpose. If pre-approved in writing by both parties with signatures and initials next to this specific the accelerator management will strive to use reasonable efforts to honor this request, without any guarantees implied. The company management in cases where the funds are not utilized for a targeted specific purpose as requested in a mutually approved in advance subscription agreement should demonstrate any of the following criteria; (a) The company needed the funds to cover essential due overhead obligations, (b) there was a compelling clear need for another purpose with clear potential greater or faster benefit to stakeholders of the accelerator. At all times company management reserves the full right to use any and all incoming funds for the purposes deemed best for the overall organization and stakeholders towards our overall goals. The maximum that can allocated to any specific purpose, LTP or startup is 73% of proceeds leaving always a minimum of 27% to cover accelerator overhead. Furthermore it should be crystal clear that the requested disbursement will only be allocated to a requested targeted specific invention (LTP), purpose or startup IF the accelerator already has sufficient funds that quarter to meet essential (2) overhead operating obligations.
(2) Note – General overhead obligations include -> office and lab lease rent, telephone, electricity, internet, dues and subscriptions, travel, R&D staff meals, office suppliers, R&D supplies, stimulator manufacturers, catheter manufacturers, electrode manufacturers, pre-clinical vendors, clinical trial site obligations, insurance (D&O, clinical, general liability), payroll, loan payments due, supplier bills, regulatory and quality systems consultation, general legal consultation, securities legal counsel, M&A legal counsel, patent counsel, accounting and human resources and other obligations
In very special circumstances a prospective accredited sophisticated investor planning to invest greater than $250K via our standard 2:1 investment program of Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads MAY incorporate as a special request into their Investment Term Sheet and Subscription Agreement instructions with a request to use proceeds of their investment for a specific targeted invention. This request with an investment of this size may include a request to convert an Licensable Technology Platform (LTP) to a C corporation and thus activate all LTP Pre-Incorporation Rights which guarantee whatever % stake a stakeholder had in the LTP unit shares they now have the exact same % ownership in the founding cap table of the C corporation common stock shares (will actually just be the same LTP cap table just re-labelled now a corporation cap table). In this request they may compel up to 73% of the proceeds invested be transferred over to the new spin out corporation account. 27% will remain in the accelerator account. All above must be agreed upon IN ADVANCE in writing with agreement signatures and signed initials by the specific instructions and must be honored by company management exactly when possible. All of the above has to be approved by the board of directors of both involved corporations each time case by case – no blanket approval implied.
Q: What cultural principles does the Leonhardt's Launchpads organization apply to be innovators?
Link to our central teaching piece A Bias for Action Manifesto by Tom Peters- Innovation Culture Building Tool #1 > Click Here
Tom Peters short video on Too Much Talk Too Little Do > – Click Here
1. “The greatest leaders don’t stop at introducing original ideas into the world. They create cultures that promote originality in others.” Adam Grant
Leonhardt Ventures Core Management Principles as Published in our Annual Reports since 1982
We are committed to World Class consistent quality in our products and services.
LUCK FAVORS THE PERSISTENT. This simple truth is a fundamental cornerstone of successful company building.
Monday through Friday is one quick blurred together workday. Saturday and Sunday are two long rest days. Saturday is for reading. We never work Sundays.
Our success depends on our ability to quickly bring to bear the talents of people and bits of organizations dispersed around the globe. Positive spirit and communication are the keys.
Speed and agility are two of our most important strategic assets. We cannot be weighed down with large overhead and bureaucracy. We have flexibility to adjust quickly to changing market needs and to shift resources and focus to what really needs to get done at any particular time.
We believe in continuous improvement. Never is something perfect right from the beginning. We improve our products and our organization a little bit everyday. We use feedback from the “real world” market to drive improvement. We WORK at improvement.
We operate lean with a small flexible staff focused on customers and products. WE DO MORE WITH LESS! We reduce wasted time. We are bootstrappers stretching every dollar out.
We believe in gaining widespread feedback on new designs early in the development process. Lots of prototypes, lots of tries, evaluated comprehensively. Innovation is work!
No internal functional barriers. We want everyone involved in doing what needs to get done when it needs to get done.
Work simplification. Do not over complicate tasks. Get to the heart of the matter and get it done NOW. Keep things simple.
We are committed to developing export sales to the 96% of the world’s population that lives outside of the U.S.A. Profits from export sales fuel R&D and U.S. clinical trials.
We believe superior customer service and responsiveness are critical to sustaining our success. Employees that exhibit the attitude “This would be a great business if it weren’t for the damn customers and their irritating demands,” must be corrected to the awareness that our customers pay our bills. The only people called “boss” in our organization are the customers.
We believe continuous organizational learning is a key asset of our company. We read everything we can get our hands on! We uncover every stone. We hunger for knowledge. We take in information at rapid rates like drinking water from a fire hose. We all learn to speed read.
Networking with others allows us to develop and get our products to market more quickly.
We are passionate and compassionate about what we are doing.We care! We believe in what we are doing!
Every member is a co-stakeholder in the business.
Work should be made fun at times to relieve tension. You must have fun, that’s an order. 🙂
Weekly responsibilities and goals are clearly defined in our Monday Morning Meetings.
We have a bias for speed and action. Analysis and reflection are all well and good, but we are nowhere without implementation – and it had better be fast and right.
Our work environment is one of honesty, integrity and mutual respect.
We focus on developing best in class breakthrough technologies in organ regeneration and recovery.
Our regenerative economy portfolio companies are designed to feed funds to our organ regeneration and recovery research efforts.
We believe “if you want to be original the most important thing you can possibly do is DO A LOT OF WORK, create a large volume of work.” – Ira Glass. Breakthrough innovations are the by-product of volume of work. In innovation, lots of shots on goal equals more goals.
Our Leonhardt Ventures Theme Song – Do Something by Mathew West > Click here
From High Volume to High Value – How modern organizations have to structure to compete in the fast moving world marketplace.
Speed and agility are so important to the high value enterprise that it cannot be weighed down with large overhead costs like office buildings, fattened up executive salaries before rewards, plant, equipment and large fixed payrolls. It must be able to switch direction and focus quickly, pursue options when they arise and when the opportunity is most ripe, discover new linkages between problems and solutions wherever they may lie.
With risks and rewards broadly shared, and overhead kept to a minimum, the enterprise web can experiment. Experimentation, rapid innovation and rapid informal learning are the life blood of high value enterprises. Experimentation was dangerous in old style organizations with high fixed overhead because failure meant the entire organization had to change direction, retools, retrain, redirect at huge slow turning ship pace (Ford failing with Edsel car as example). But experimentation is essential to the high value enterprise, because customization and innovation requires continuous trial and error and rapid feedback loops between customers and product development team members.
Sharing risks and returns has and added advantage. It is a powerful creative stimulus. If they are to spot new opportunities in technologies and markets rapidly at low cost, problem solvers, identifiers, and brokers must be highly motivated, acting as entrepreneurs themselves, at every level of the web enterprise. Few incentives are more powerful than membership in a small group engaged in a common goal, especially a grand goals such as saving and improving the lives of millions with breakthrough new innovations of merit, with shared opportunity for a great rewards IF the group succeeds. Sharing risks of defeat and and the potential rewards of victory focus people to get things done with very high motivation. A small group can more effectively share an undistorted vision than a large group as well, they want to make their mark on the world and within a small group they clearly have the opportunity to be a fully participating recognized major contributor.
An array of decentralized groups and subgroups continuously contracting with similar diffuse working units all over the world.
By trial and error, by fits and starts, often under great stress, the succeeding companies are moving from high volume “same brick building organizations with rigid hierarchy and large fixed overheads” to high value “web network of small independent groups around the world working on a just in time basis with low fixed overheads” with a focus on rapid innovation at low cost.
High value enterprises have three skill sets that help them succeed…
1. Problem solvers – these people are involved in a continuing search for new applications combinations, refinements of the organizations core technologies capable of solving all sort of emerging problems.
2. Customer specialists/New opportunities identifiers – help customer understand their needs and how those needs can best be met by customized products. They key is total understanding of the customer experience and identifying new problems and possibilities to which the customized innovation might be applicable. The art of persuasion in traditional sales work is replaced by identification of opportunities.
3. Strategic brokers – people in such roles link innovations with customers, raise whatever money is necessary to launch the product and assemble the right problem solvers and opportunity identifiers to carry it out. Continuously engaged in managing ideas and innovations and applying them to solving customers problems rapidly.
The strategic broker is a facilitator and a coach – finding people anywhere they can who can learn from each other and rapidly innovate at low cost to solve problems with solutions. They find the resources somehow someway to advance projects forward. The good ones recruit great people, self starting and managing producers, and let them go at it long enough to discover new complements between technologies and customer needs, but also provide them with enough high level guidance as well so that they do not lose sight of the the larger goals ie; getting pioneering patents, completing first-in-man studies,, gaining opinion leader endorsements, positive press and trade show buzz and most important of all in our case = > securing a strategic buyer/partner in a milestone deal.
In the high value enterprise profits do not derive from scale and volume but from continuous discovery of the new linkages between salutations and needs.
The high value enterprise has no need to control vast resources or discipline armies of production workers. In fact, the high value enterprise cannot be organized in this way. The three groups that give the new enterprise most of its value – problem solvers, opportunity identifiers and strategic brokers – need to be in direct communication with one another to continuously discover new opportunities and product/service improvements.
Because problems and solutions cannot be defined in advance, formal old style meetings and agendas won’t reveal them. The innovations needed emerge instead in the COURSE OF ACTION. By building and testing prototypes. Getting in front of actual customers and getting widespread, not from one doctor but from many dozens, feedback rapidly that is translated in turn rapidly to a continuous stream of attempts, tries, shots on goal at improvement. All studies on innovation conclude the same = more shots on goal increases the chance of scoring a great innovation. If you want to be a great innovator create a large body of work is your most sure fire formula.
Learning comes from doing. Learning builds on itself. Rapid informal communication amongst participants is the key to rapid organizational learning which is the key to developing an innovation culture that produces a steady stream of useful innovations.
Innovations needed to succeed do not come out of formal meetings, pyramid like structures and rigid agendas. They emerge instead out of frequent and informal communications among team members all exploring, learning, searching for solutions and keys to puzzle at a rapid pace. Mutual informal rapid learning occurs in the course of action with a small team best with insights, experiences, potential puzzle solutions, and proposed solutions shared rapidly, frequently and randomly as they are un=covered, found and thought up by their originators. In this format of rapid informal learning one solution may be found applicable to a completely different problem; someone else’s failure turns into a winning strategy for accomplishing something entirely unrelated.
“We all learned together quick like like drinking water from a fire hose”. Steve Jobs Apple, Inc. Co-Founder
Small groups are best at innovation because the ability to rapidly informally learn together is reduced as a group gets unyieldingly large. In small groups individual skills can be combined efficiently so that the group’s ability to innovate is something more than the simple sum of its parts. Over time, group members work through various problems and approaches together, they learn about one another’s strengths and best abilities and apply them accordingly which makes the team stronger. They learn how they can help one another to perform better, who can contribute what to a particular project, how they can best gain more experience together. Each participant is on the lookout for ideas that can proper the group forward. Such cumulative experience, energy and understanding cannot be translated into standard rigid old style operating procedures and hierarchies. Each contributor individual and small group within the “enterprise web” represents a unique combination of skills.
Credit above: Adapted from Robert Reich’s Work of Nations
Q: Where is Leonhardt’s Launchpads headquarters?
A: 1 Kent Court, Mission Viejo, CA 92694
Main R&D Lab 5270 California Ave, Irvine, California 92617
Addresses for all locations may be found here > Click Here
Q: When was Leonhardt’s Launchpads formed?
A: Accelerator/incubator operations for organ regeneration and recovery focused startups began in Northern California in 2008, in Southern California (Santa Monica-Los Angeles) in 2012, Minneapolis 2013, Utah in late 2015, and branches were added in Pittsburgh, Brazil and Australia in 2019. Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads was incorporated in California in 2013, Leonhardt’s Launchpads Utah, Inc. was incorporated in early 2016 in Utah. Leonhardt Ventures LLC began in 1982 in Minneapolis, Minnesota as HJ Leonhardt & Co. a sole proprietorship and was converted to Leonhardt Vineyards LLC in 2005 and DBA Leonhardt Ventures in Los Angeles in 2013 and Leonhardt Ventures LLC in 2020. Locations over the years – Leonhardt Ventures LLC the parent of Leonhardt’s Launchpads was founded in Minneapolis, Minnesota in 1982 originally as H.J. Leonhardt & Co., moved to Savannah, Georgia in 1983, to Miami/Ft. Lauderdale in 1985, to Geyserville/Santa Rosa, California in 2000 (dual office with Miami-Fort Lauderdale and Geyserville/Santa Rosa, CA 2000 to 2009) and to Santa Monica/Los Angeles, CA in 2008 (dual office with Geyserville/Healdsburg and Santa Monica 2000 to 2013) with a branch offices opened in Minneapolis in 2013, Salt Lake City, Utah in November 2015. Leonhardt Ventures LLC headquarters today is 613 Iris Avenue, Corona Del Mar, CA 92625 and Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads is headquartered at 18575 Jamboree Rd #6, Irvine, CA 92612 both about 45 miles south of Los Angeles and about 50 miles north of San Diego County.
Q: What are our 2020 annual goals?
Our 2020 goals are published on our web site here > https://leonhardtventures.com/2020-goals/
Q: Where does Leonhardt’s Launchpads primarily operate?
A:
Addresses for all locations may be found here > https://leonhardtventures.com/contact/
California
Headquarters in Orange County Irvine, California at WeWork
R&D Office at The Cove at UCI Irvine, California
ScaleLA office in West LA
R&D Lab access at Pacific Neurosciences Institute Santa Monica, CA
R&D Lab access at John Wayne Cancer Institute, Santa Monica, CA
Research collaboration at USC Keck Medical Center Los Angeles, CA
Research collaborations at UCLA Westwood Los Angeles, CA
Research and patent licensing California Institute of Technology (CalTech) Pasadena, CA
Research and supplier collaboration Fluid Synchrony LLC Pasadena, CA
Bioelectric stimulator manufacturing OEM Anaheim, CA – Mettler Electronics
Bioelectric implantable stimulator development Santa Clarita, CA – QIG Greatbatch
Research collaboration Alfred Mann Foundation Santa Clarita, CA – wireless power and more
R&D Lab access at UNC Foundation Petaluma, CA
Research collaboration UC Irvine, California
Prototype building and testing DeviceLab Tustin, California
Prototype building and testing Rev1 Engineering Murrieta, CA
Research collaboration California Medical Innovation Institute San Diego, CA
Utah
Headquarters @ BioInnovations Gateway, South Salt Lake City, Utah
WeWork Lehi and Salt Lake City, Utah
Center for Medical Innovation Research Park, Salt Lake City, Utah
Research collaborations at University of Utah
Biomerics OEM manufacturing Salt Lake City, Utah
Sorenson Nanofab Salt Lake City, Utah
Nelson Labs Testing Salt Lake City, Utah
Brazil
Headquarters in Porto Allegre, Brazil
Research collaborations in Sao Paulo, Brazil
Research collaborations in Rio De Janeiro, Brazil
Research collaborations in Brasilia, Brazil
Minneapolis
Headquarters in Ham Lake, Minnesota
OEM manufacturing at Biomerics Brooklyn Park, Minnesota
Pre-clinical studies at American Preclinical Sciences Coon Rapids, Minnesota
Research collaborations at University of Minnesota, Minneapolis, Minnesota
EyeCell R&D Coon Rapids, Minnesota with Dr. Patrick Johnson
Business Development Office WeWork, Minneapolis, Minnesota
Cirtec OEM manufacturing stimulators, pumps and leads Minneapolis, Minnesota
Australia
Headquarters in Brisbane, Queensland, Australia
Branch office at WeWork, Sydney, Australia
Research collaboration Queensland University of Technology Brisbane, Australia
Research collaboration with Hydrix Melbourne, Australia
Research collaboration with St. Vincents Hospital, Sydney, Australia
Pittsburgh
Headquarters in Pittsburgh, CA
Research collaboration with Allegheny Health Network.
Research collaboration Carnegie Mellon University
Research collaboration and patent licensing with Vascor Pittsburgh.
Q: Where do Leonhardt’s Launchpads startups conduct their research?
In addition to the below we have active soon to be active clinical research studies in these locations…
1. Multiple locations in Brazil.
2. Multiple locations in South Africa.
3. Multiple locations in Mexico.
4. Multiple locations in Eastern Europe including Georgia, Ukraine, Poland and Czech Republic.
5. Multiple locations in the USA including Florida, California, Alabama, Hawaii and Utah.
6. Multiple locations in Australia.
Addresses for all locations may be found here > https://leonhardtventures.com/contact/
California
Headquarters in Orange County Irvine, California at WeWork
R&D Office at The Cove at UCI Irvine, California
ScaleLA office in West LA
R&D Lab access at Pacific Neurosciences Institute Santa Monica, CA
R&D Lab access at John Wayne Cancer Institute, Santa Monica, CA
Research collaboration at USC Keck Medical Center Los Angeles, CA
Research collaborations at UCLA Westwood Los Angeles, CA
Research and patent licensing California Institute of Technology (CalTech) Pasadena, CA
Research and supplier collaboration Fluid Synchrony LLC Pasadena, CA
Bioelectric stimulator manufacturing OEM Anaheim, CA – Mettler Electronics
Bioelectric implantable stimulator development Santa Clarita, CA – QIG Greatbatch
Research collaboration Alfred Mann Foundation Santa Clarita, CA – wireless power and more
R&D Lab access at UNC Foundation Petaluma, CA
Research collaboration UC Irvine, California
Prototype building and testing DeviceLab Tustin, California
Prototype building and testing Rev1 Engineering Murrieta, CA
Research collaboration California Medical Innovation Institute San Diego, CA
Utah
Headquarters @ BioInnovations Gateway, South Salt Lake City, Utah
WeWork Lehi and Salt Lake City, Utah
Center for Medical Innovation Research Park, Salt Lake City, Utah
Research collaborations at University of Utah
Biomerics OEM manufacturing Salt Lake City, Utah
Sorenson Nanofab Salt Lake City, Utah
Nelson Labs Testing Salt Lake City, Utah
Brazil
Headquarters in Porto Allegre, Brazil
Research collaborations in Sao Paulo, Brazil
Research collaborations in Rio De Janeiro, Brazil
Research collaborations in Brasilia, Brazil
Minneapolis
Headquarters in Ham Lake, Minnesota
OEM manufacturing at Biomerics Brooklyn Park, Minnesota
Pre-clinical studies at American Preclinical Sciences Coon Rapids, Minnesota
Research collaborations at University of Minnesota, Minneapolis, Minnesota
EyeCell R&D Coon Rapids, Minnesota with Dr. Patrick Johnson
Business Development Office WeWork, Minneapolis, Minnesota
Cirtec OEM manufacturing stimulators, pumps and leads Minneapolis, Minnesota
Australia
Headquarters in Brisbane, Queensland, Australia
Branch office at WeWork, Sydney, Australia
Research collaboration Queensland University of Technology Brisbane, Australia
Research collaboration with Hydrix Melbourne, Australia
Research collaboration with St. Vincents Hospital, Sydney, Australia
Pittsburgh
Headquarters in Pittsburgh, CA
Research collaboration with Allegheny Health Network.
Research collaboration Carnegie Mellon University
Research collaboration and patent licensing with Vascor Pittsburgh.
Q: Who currently owns Leonhardt’s Launchpads by Cal-X Stars Business Accelerator, Inc.?
Q: What is the Leonhardt’s Launchpads business model?
A: We focus almost exclusively only on organ regeneration and recovery innovations and startups based on the convergence of bioelectrics and biologics. We accelerate approximately 30 to 40 innovations https://leonhardtventures.com/development-pipeline/ and/or their corresponding startups in any given portfolio class year. When one innovation asset in the portfolio is exit ripe it is replaced by another in earlier stage of development. Most of the startups are based on the same Leonhardt patented and patent pending technology platform of bioelectric stimulation + micro infusion pump + mixed stem cell based regeneration composition just directed towards different organs. The business model is to accelerate each innovation through first-in-human clinical study results and then begin to seek out a strategic partner/buyer to carry the development the rest of the way to market commercialization. The accelerator strives to arrange a milestone based acquisition and a 3 to 8% royalty on net sales for all products forward if and when possible. We had from 2012 through 2018 a small portfolio of three regenerative economy startups that were designed to generate short term revenues and profits which were intended to be re-invested in organ regeneration and recovery research non-dilutive to shareholders and these were divested into Cal-Impact Social Good Impact Accelerator in 2019 www.cal-impact.com as the Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads board and shareholders voted to FOCUS exclusively on organ regeneration and recovery technologies only. Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads still holds a small percentage of ownership, subject now to dilution, in each in exchange for the resources provided to help these startups and innovations get off the ground .
Q: What is the 2:1 accelerator investment deal for early stage investors?
Q: How is our private placement filed?
Q: Where can I find current shares prices and valuations for each startup to know the number of shares I would receive when I convert my held 2:1 warrant into shares?
A: Current share prices and valuations for all Licensable Technology Platforms (LTPs) and startups may be found at https://leonhardtventures.com/valuations/. Email us at howard@leonhardtventures.com to receive an access password.
Q10 through Q14 remain unchanged for now.
Q: What are the rules and conditions for innovations and startups entering Leonhardt's Launchpads accelerator?
- 9% founding equity stake with an anti-dilution floor @ 9% will be granted to Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads
- Leonhardts’ Launchpads will have the pre-emptive right to purchase up to 20% equity stake in any startup or LTP in the accelerator at prevailing market prices right up to exit.
- Original founders of the startup will maintain a non-dilutive 50.1% majority control stake in startup unless this is waived.
- In the case of Leonhardt Ventures LLC founded startups they will maintain at all times a majority 50.1% majority control stake in all startups unless this is waived.
- Accelerator subsidiaries or branches such as Leonhardt’s Launchpads Utah, Inc. may earn equity in startups by this formula = up to 3% for providing meaningful pioneering IP that originated at their site, up to 3% for providing meaningful positive supporting data usually capped at 1% for pre-clinical data and 2% for clinical data that entirely originated and was completed at this location, up to 3% for providing meaningful capital via investment, research grants, license payments, royalties, subsidies > $1 million. Leonhardt Ventures LLC or Howard Leonhardt hold sole discretion on whether these thresholds for bonus share or share option awards have been met and at what level.
- Howard Leonhardt and Leonhardt Ventures LLC agrees to sign over ownership rights for any past, present or future (up to accelerator exit) patents to the accelerator and onto the organ specific startups in exchange for Leonhardt Ventures LLC 50.1% anti-dilution ownership rights.
- If 50.1% ownership rights in any startup or LTP should be waived by Leonhardt Ventures LLC or Howard Leonhardt and he loses absolute majority control then any Leonhardt patents must be licensed at normal average prevailing market rates and terms. The no additional fee provision may remain in place if Leonhardt agrees to accept special voting rights instead of a patent license fee which then re-establish his non-majority shareholding voting position to resume back to be majority voting control such as 5 for 1 voting rights by example.
- If any organ specific startup or LTP in the accelerator should invent anything that can be use for another organ or purpose the other portfolio startups or LTPs automatically get full ownership rights to their specific organ with no additional fees or royalties. This is in place the entire time the startup or LTP asset is within the accelerator but does not apply once they exit the accelerator.
- Exiting by our agreement is defined as (1) being acquired, (2) securing a major license agreement with a highly substantial payment received prior, (3) going public or (4) the accelerator board or shareholders decides the startup should leave the accelerator for any reason. Converting to a C corporation alone is not considered an exit.
- All proceeds from any asset sale or major license payment are distributed to both LTP/startup stakeholders and accelerator stakeholders upon receipt.
- Sub accelerators within the portfolio of the parent Leonhardt’s Launchpads accelerator may be formed if an organ or purpose specific startup seems to have a lot of spin out technologies forming which would be ideal to form into new sub similar focused startups. In these cases Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads should always have their 9% floor on dilution equity stake and their pre-emptive right to purchase up to 20% equity ownership at prevailing market prices right up to exit.
- 50.1% Leonhardt Ventures (Leonhardt Vineyards LLC DBA Leonhardt Ventures) or Howard J. Leonhardt – anti-dilution clause
- 9% Leonhardt’s Launchpads – anti-dilution floor at 9%, pre-emptive right to purchase up to 20%.
- 39.9% Reserved for new shareholders, management, board, advisors, mentors, suppliers, research collaborators, vendors
- Up to 3% for contributing meaningful IP.
- Up to 3% for contributing meaningful funding = > $1 million.
- Up to 3% for providing meaningful positive data (generally 1% for pre-clinical and 2% for clinical).
- Leonhardt’s Launchpads NorCal 100%
- Leonhardt’s Launchpads Utah, Inc. 50.1%
- CalXelerator 20%
Q: What is the advantage of applying my 2:1 warrant into startup shares immediately instead of waiting until Dec. 31st of the year I invest?
Q: What is the advantage of waiting to apply my 2:1 warrant into startup shares until the last possible day December 31st of the year I invested?
Q: How exactly do I get a return on my investment?
Q: What percentage ownership does Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads have in each startup?
Q: Can you show an example of what I would get if you reach your goal to sell 12 startups two year with a 3% royalty forward on sales?
You would receive…
$120,000 shares of Cal-X Stars Business Accelerator, Inc. at $0.36585 a share = 328,004 shares
You would receive 2:1 $120,000 worth of startup shares as follows….
Top 6 startups in our accelerator ripe for finding a strategic buyer in 2018…
1. OrthodontiCell > $10,000 at $2 per share = 5,000 shares
2. VascuStim > $10,000 at $4.34 per share = 2,305 shares
3. Second Heart Assist, Inc. > $10,000 at $2 per share = 5,000 shares.
4. Stem Cell Bra > $10,000 at $1 per share = 5,000 shares
5. HairCell > $10,000 at $1 per share = 10,000 shares
6. BioLeonhardt > $10,000 at $3 per share = 3,334 shares
Top 6 startups in our accelerator ripe for finding a strategic partner/buyer in 2019..
1. CancerCell > $10,000 at $1 per share = 10,000 shares.
2. CerebraCell > $10,000 at $4.35 per share = 2,299 shares
3. MyoStim ED > $10,000 at $1 per share = 10,000 shares
4. SkinStim > $10,000 at $1 per share = 10,000 shares
5. PancreaCell > $10,000 at $1 per share = 10,000 shares
6. PressureStim > $10,000 at $1 per share = 10,000 shares
Let’s say in our hypothetical example that each startup sells for $78 a share coming close to the goal of 63X ROI for the entire group on average.
You would receive…
For your Cal-X Stars Business Accelerator, Inc. 328,004 shares assuming Cal-X Stars owned 20% of each of the 12 startups at time of exit would be $940,000
Top 6 startups in our accelerator ripe for finding a strategic buyer in 2018…
1. OrthodontiCell > $10,000 at $2 per share = 5,000 shares x $78 = $390,000
2. VascuStim > $10,000 at $4.34 per share = 2,305 shares x $78 = $179,790
3. Second Heart Assist, Inc. > $10,000 at $2 per share = 5,000 shares x $78 = $390,000
4. Stem Cell Bra > $10,000 at $1 per share = 5,000 shares x $78 = $390,000
5. HairCell > $10,000 at $1 per share = 10,000 shares x $78 = $780,000
6. BioLeonhardt > $10,000 at $3 per share = 3,334 shares x $78 = $260,052
Top 6 startups in our accelerator ripe for finding a strategic partner/buyer in 2019..
1. CancerCell > $10,000 at $1 per share = 10,000 shares x $78 = $780,000
2. CerebraCell > $10,000 at $4.35 per share = 2,299 shares x $78 = $179,322
3. MyoStim ED > $10,000 at $1 per share = 10,000 shares x $78 = $780,000
4. SkinStim > $10,000 at $1 per share = 10,000 shares x $78 = $780,000
5. PancreaCell > $10,000 at $1 per share = 10,000 shares x $78 = $780,000
6. PressureStim > $10,000 at $1 per share = 10,000 shares x $78 = $780,000
Assuming all these 12 startups together are achieving $1 billion in annual sales the 3% royalty to Cal-X Stars Annually would be $30 million. With $15 million of that going to 164 shareholders about evenly divided = $91,464 in annual royalties per shareholder.
So your total 24 month return on a $120,000 investment in this hypothetical example would be…
$7,592,092 and you would still have exit opportunity forward on at least 18 more startups.
Q: How much is the company raising, what does that give the investors and where does that capital take us?
Q: What is the basic development plan for the startups over the 5 year course of acceleration with the accelerator.
Year 2 = File patents, build advisory board, get lab data, raise capital, create animations video, upgrade web site, seek out research partners, secure vendors.
Year 3 = Finalize design, completed animal studies, publish and present data, build opinion leader support, get positive press, start presenting at trade meetings.
Year 4 = Prepare final safety data and regulatory filings to enter clinical studies.
Year 5 = Complete first-in-man pilot studies OUS first 5 patients followed by U.S.A. 5 to 25 patients and then seek strategic buyer.
Q. What are the basic budget costs for each stage of development of the startups in the bootstrapping mode?
> Patents, lab data, animation, trade shows, capital raising = $500,000
> Animal studies = $200,000 to $500,000
>.Prep for first clinical studies = $100,000 to $2,000,000 depending on product.
> First-In-Man Clinical Studies = $100,000 to $1,500,000
Note – Vascustim has completed 70 pilot clinical cases OUS at under $50,000 cost due to collaborations and support from others and is now moving to clinical studies in the USA for diabetic foot ulcer treatment. Vascustim published their first pre-clinical animal study in CIRCULATION for a cost of only $20,000. Patent costs have been about $3000. We also have costs shared across all 30 startups so the cost per startup is substantially lower as a result especially for common overhead items and common technology base development ie; stimulators. So the above is over estimated for some and under estimated for others and averages out to about the above. Warning: Most traditional biotech and biomedical firms spend substantially more to get to these milestones and we indeed may have to spend more as well.
Q: What happens for Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads shareholders when exits occur?
Q: What are management’s ROI goals for the accelerator and the startups?
23X for accelerator shares.
63X for individual startup shares.
The above ROI goals factor in the intention for a 3% royalty on net sales for products over time that we will strive to always secure if possible.
Q: What are the biggest risks?
1. Not enough capital to bring products through first-in-man studies.
2. There may be unforeseen side effects to products.
3. Lack of focus with so many startups under one umbrella.
4. Patents issued may not defend against competitors. Patents pending may not be issued.
5. Company may not be able to meet all financial and other obligations to keep patent licenses or other contracts active.
6. Competition with greater resources may pass the companies up in progress.
7. Our startups depend on outside vendors for manufacturing and nearly all services and these relationships may not deliver the results intended or may breakdown for a variety of reasons.
Q: What exactly does the core bioelectric technology patents do and why is it important?
1. SDF-1 = stem cell homing.
2. VEGF, SDF1, PDGF, HIF1a, HGF, Tropoelastin and PDGF = growing a new network of mature large inner diameter blood vessels for improving circulation.
3. Follistatin = growing new contractile muscle in previous scar tissue.
4. Tropoelastin = improving elasticity of arteries, skin, heart, ligaments, tendons, aorta and more.
5. IGF-1 = DNA repair.
6. CXCL5 = plaque prevention in arteries and on heart valves and cancer prevention.
Q: How are patent licenses handled amongst accelerator startup portfolio companies?
Q: Does Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads have any debt?
Q: How can I get a copy of the company financials for the most recent closed year?
Q: How much capital did the company raise for its startups to date as of November 1, 2020?
A: $9.7 million total including raises for all startups/LTPs the lions share to Second Heart Assist, Inc.
Q: What is the cap table ownership structure for startups/LTPs in the accelerator?
Typically..
50.1% Leonhardt Ventures LLC (non-dilutable)
35.9% Reserved for new investors and stock options
9% Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads (non-dilutable below 9% floor unless waived)
5% Dr. Leslie Miller, Chief Medical Officer
Only exceptions to the above are OrthodontiCell, Inc., Second Heart Assist, Inc., ImplantStim, ArchStim, BreatheStim and other DentaCell Accelerator spin outs where both Leonhardt Ventures LLC and Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads ownership positions have been cut in about half or more compared to the above.
Q: Approximately how much did our micro bioelectric stimulator partner invest in the development of the implantable device?
Q: Approximately how much in National Science Foundation Small Business Innovation Research Grant support did our micro infusion pump technology partner Fluid Synchrony LLC receive to help develop the pump for our combination device?
Q: How do innovations or startups come into Leonhardt's Launchpads accelerator?
- Launch = $100,000
- Lab tests = $100,000
- Small animal tests = $150,000
- Large animal tests = $250,000
- First in Human studies = $200,000 to $500,000
Q: What is the loan agreement with Leonhardt? How does it relate to IP rights?
Howard Leonhardt forgave what he understood to be $4.7 million in debt owed to him and his family from Bioheart to obtain rights to his IP and IP of Dr. Kanno related to stem cell homing, stem cell proliferation, stem cell differentiation control, myogenesis, angiogenesis, combination bioelectric and cell therapies, support factors therapies, biological pacing, myocardial and other organ delivery catheter technology and bioelectric enhanced cell culturing and cell transplantation for organ repair and recovery for the innovation accelerator(s) Leonhardt’s Launchpads, Cal-X Stars Business Accelerator, Inc. and Leonhardt Ventures LLC and all of its portfolio startups. Leonhardt personally invested or loaned up to $8 million of his own money over time in developing the bioelectric and biologics technology platform utilized by nearly all the innovation accelerator portfolio companies and other venture creations in the portfolio including the original Cal-Impact related social good impact ventures. The lions share of other monies to develop these products and ventures came from friends and family brought to participate in funding these developments by him. Integral to this agreement Leonhardt agreed to give all Bioheart shareholders the right to have the same amount of shares they had in Bioheart up through March of 2007 when he resigned as full time CEO at Bioheart as long as they subscribed to purchase over time at least $10,000 worth of shares of Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads (he gave them option to fund this subscription by deducting from their first proceeds check if desired). He also agreed that BioLeonhardt LTP would pay a 3% royalty on profits to Bioheart (now U.S. Stem Cell Inc.) for any sales and profits made in territories of products that precisely read on the claims of the previous Bioheart patents where those patent claims were fully valid and enforceable. Furthermore he granted share option grants to NorthStar LLC of Minnesota that had a loan lien on Bioheart’s IP to free up the IP rights from that lien. From 2008 through 2015 Howard Leonhardt personally supported a majority of the expenses of Leonhardt’s Launchpads, Leonhardt Ventures and Cal-X Stars Business Accelerator, Inc. from his own savings. In 2015 and in 2016 the Board of Directors of Cal-X Stars Business Accelerator, Inc. DBA Leonhardt’s Launchpads (Over 50.1% controlled by Leonhardt Vineyards LLC DBA Leonhardt Ventures ) decided to take $2 million of the greater than $8 million debt owed to Howard Leonhardt from helping the accelerator and its portfolio of startups from 1982 forward and record just $2 million as debt owed to him at an 8% + 5% = 13% interest rate (same rate Bioheart had with their lenders for a similar loan with similar risk). The other $6 million was considered Leonhardt’s cash equity contribution for his founders shares and the agreement that the accelerator and accelerator startups would always have Leonhardt Ventures at 50.1% majority controlling ownership. The loan agreement permits Leonhardt to take up to a maximum of 18% of incoming cash any given month from the accelerator to pay back the loan principal amount and interest. Thus ensuring the accelerator has at least 82% of all incoming funds for its own operations. This loan takes priority over any other loans or financial obligations the accelerator may have. In practice through 2018 Leonhardt has averaged only about $18,000 in loan and interest repayments annually over time. There is no other collateral for the loan (IP was not pledged) which is one of the reasons for a higher interest rate.
Q: FAQ - How do we determine valuations of startups/LTPs?
Q: Who currently owns and controls Cal-X Stars Business Accelerator, Inc.?
Any financial projections given are illustrative only and none of the projections or assumptions should be taken as promises on the part of the Company nor should they be taken as implying any indication, assurance or guarantee that those assumptions are correct or exhaustive.
These pitches contain forward-looking statements. These statements relate to, amongst other things, the Company’s future prospects, developments and business strategies. Forward-looking statements are identified by their use of terms and phrases such as “believe”, “could”, “envisage”, “estimate”, “intend”, “may”, “plan”, “will” or the negative of those, variations or comparable expressions, including references to assumptions.
The forward-looking statements in this Pitch are based on current expectations and are subject to risks and uncertainties that could cause actual results to differ materially from those expressed or implied by those statements. If one or more of these risks or uncertainties materialises , or if underlying assumptions prove incorrect, the Company’s actual results may vary materially from those expected, estimated or projected. Given these risks and uncertainties, potential investors should not place any reliance on forward looking statements. These forward-looking statements are made only as at the date of the Pitch.
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The individual startups accept highlighted in this listing of elevator pitches accept responsibility for the information contained in each Pitch. The Pitches are meant to only reflect the most positive and optimistic personal opinion of the company founders and nothing more or less. To the best of the knowledge and belief of the Company (who has taken all reasonable care to ensure that such is the case) the information contained in this Pitch is in accordance with the facts and there are by the extreme brief nature of the few line elevator pitches there are indeed facts the omission of which would affect the validity of such information. This information may be obtained elsewhere such as our private placement memorandum, our annual report or the risk and warnings disclaimers proceeding and following the elevator pitches on this page or on the individual startup web sites . These risks include in brief – patents cited may not protect us, patent license agreements may not hold up, patents pending may not be issued, company lacks resources to complete research, early data is not enough to determine definitively if technology works, all agreements are subject to conditions being met and due to lack of financial resources the likelihood and risk of not meeting such conditions is high, many agreements may not be properly ratified or signed, company is underfunded and understaffed and personnel aboard have diverted attention with other jobs and many projects.
The information contained in the Updates section and the Q&A section and any downloaded documents do not form part of the Pitch and have not been reviewed or approved by Leonhardt’s Launchpads Board of Directors or Legal Counsel. Similarly, any information published outside of the Leonhardt’s Launchpads web sites , including on social media platforms (e.g. Facebook, Twitter) or the Company’s news blog, does not form part of the Pitches. Leonhardt’s Launchpads, Leonhardt Ventures and Cal-X Stars Business Accelerator, Inc., Second Heart Assist, Inc., assumes no responsibility for information contained in the Q&A or Updates section, downloads or in any form of media outside the Leonhardt’s Launchpads accelerator and such information should not be deemed an offer or invitation to invest or be relied on to invest.