OWN THE HOUSE

Everyone knows the House always wins. That is why we are inviting you to own the House.  

Upside is the world’s first fantasy sports & betting platform owned by the people and operated for social good. Our first-of-its-kind player-ownership model enables users (the “players”) to become shareholders through gameplay, referrals, & advisory.  

30% of Upside’s equity is reserved exclusively for our player community, while 10% of both equity and revenue are set aside to benefit mental health & addiction. On Upside, even when you lose a bet, you win! Simply by playing, you are increasing your shareholder value while also contributing to positive social impact.

Upside is being created in partnership with its player-owners. Together, we are building the industry’s safest and most social fantasy sports & betting platform. Upside is not just a company, it’s a movement. Our community is on a mission to win sports betting and convert a predatory industry into a positive force for good.

With the power of the players behind us, Upside has the potential to become the industry’s #1 fantasy sports & betting brand. Achieving this goal, would enable Upside to distribute billions of dollars back to its player community, provide $1.5 Billion+ in funding for mental health & addiction, and generate triple digit returns for you, our investors.

*The Issuer has not independently verified any of the information contained herein and no representation or warranty is made by the Issuer as to the accuracy, reliability, or completeness of any of the information herein or any conclusions derived in any way from any of the information herein.

PLAY ALL YOUR GAMES 
IN ONE PLACE

Upside is building a full-service social sports betting platform featuring daily fantasy sports, bracketology, and sportsbook, all made available through our best-in-class mobile app.

Our platform is anchored by proven, proprietary, and patented games that have been successfully operated with major partners including SB Nation, 247Sports / CBS, Entercom, & more. 

Real-Time Brackets. The Future of Bracketology.

Tournament brackets haven’t evolved since pen & paper. We’ve patented the future of bracketology. Real-Time Brackets is the only bracket game that lets you change your picks in real-time during live NCAA Tournament games.

Daily Number. Real-Money Daily Fantasy Sports.


Upside’s app features daily, year-round real-money fantasy sports gameplay for all your favorite sports built on top of our Daily Number platform.

Fun, Social & Safe Platform
We are developing our platform at the direction of our player-owners, who have a say in every game and feature that we build. Together, we are creating the industry’s safest and most social fantasy sports & betting app.

Social Gameplay
All games are highly social featuring unique ways to play with and against your friends. Compete in squads, tail or fade friends’ picks, and of course chirp everyone always!

Play Safe Budget 
All players on Upside’s platform are required to establish a play budget that caps monthly deposits based on income to keep gameplay fun & safe.

Build YOUR Own Sportsbook!
As a founding investor, you will have the opportunity to collaborate directly with our team to build your very own sportsbook from the ground floor.

OWN AND GO FROM
PLAYER TO PARTNER

While players are entirely responsible for driving industry economics, they have been excluded from participating in the distribution of value they create. The industry’s financial upside has been reserved exclusively for private equity firms, large corporations, and ultra high net worth individuals. That is, until now.

Upside is the world's first player-owned fantasy sports & betting company. 30% of our equity is reserved exclusively for our player community, who get first access to funding rounds as well as ongoing opportunities to earn shares for:

• Gameplay

• New player referrals

• Advising the company 

• Social media promotion

• Completion of wellness challenges

Player-owners have a unique ability to drive their own shareholder value through gameplay and referral. Collectively, our players hold the power to make Upside the #1 fantasy sports & betting brand in the U.S. and thus directly influence the outcome of their equity stake.

CREATE THE FUTURE
WITH US

Upside is truly being created for and by the players. Our player-owners are our business partners. They have a say in every single thing that we build and do. Our earliest founding player-owners chose the name “Upside” (shout out to Andy Creal!). They’ve provided gameplay ideas that have resulted in new features on our platform. They’ve even helped us close investors by joining pitch calls. And, we’re only just getting started. Join us and together let’s build an organization that reshapes the fantasy sports & betting industry forever.

Our competitors love to use celebrities to entice you to bet. But what benefit is it to you to see the Manning brothers in a Caesar’s commercial or Jamie Foxx promoting BetMGM? When you’re an owner of Upside, our celebrity partners and investors are your business partners and you’ll have access to them.

MASSIVE INDUSTRY
RIPE FOR DISRUPTION

Americans bet $119.84 Billion on sports in 2023, up 27.5% from 2022.  

40% of the U.S. population still does not have access to legal online sports betting.  The industry is in its infancy, but the products, business models, and general ways of thinking that underpin it are both archaic and unethical.  

Business Problem
The current market is a race to the bottom. Customer acquisition costs (“CAC”) are extremely high as look-a-like brands with identical products compete aggressively on marketing. There's no differentiation and thus no brand loyalty. The result is upside-down business models. DraftKings reported over $3 Billion in losses between 2021 - 2023.

Social Problem
The widespread rollout of mobile sports betting is causing a rapid increase in gambling addiction, particularly amongst younger generations, as long standing predatory practices of the retail gambling industry are brought online. To offset massive customer acquisition costs, leading operators exploit vulnerable customers and encourage play without effective guardrails to prevent devastating financial losses. Without new leadership, the industry is on a crash course to cause our country’s next epidemic of addiction.

DRIVE IMPACT THAT
SAVES LIVES

Upside is on a mission to win sports betting and convert a predatory industry into a positive force for good by:

1. Building the industry’s safest platform to prevent further spread of gambling addiction

Upside’s technology team is led by a PhD of AI & Machine Learning.  In addition to our Play Safe budget, we will leverage our expertise in AI to identify unhealthy playing behavior in order to intercept potentially harmful patterns at the earliest stages. Upside is using the same AI driven insights its competitors deploy, but rather than to drive increased betting volume, we leverage these tools to continually improve the safety of our gaming ecosystem.

2. Investing in player-owner holistic wellness

Player wellness is not just about safe gameplay. Our player-owners are our business partners and we are committed to their holistic wellbeing. To protect this commitment, Upside was formed as a Public Benefit Corporation. This legal structure enables the company’s leadership to make decisions that prioritize player and stakeholder wellness, not just shareholder value.

As a player-owner, you are invited into a culture of wellness and high performance that is foundational to Upside’s existence as an organization. We provide our player-owners with access to tools and resources like the 1% Plan that are designed to help them achieve personal wellbeing and ultimately unlock the best versions of themselves.

3. Funding mental health & addiction 

10% of both Upside’s revenue and equity are set aside to benefit our non-profit foundation which will be tasked with stewarding these resources to drive measurable impact on the mental illness & addiction crisis impacting our country.

When Upside’s valuation reaches ⅓ of Fanduel’s parent company Flutter, the equity reserved for our non-profit foundation will be worth $1 Billion.

4. Data sharing and establishing research partnerships

Leading operators refuse to share player data that could be used to improve consumer safety industry wide.  Upside is opening up its data for research and has partnered with The Better Institute in order to gain access to experts in the fields of behavioral science, responsible gaming, and addiction prevention & recovery in an effort to continually improve the safety of its own platform as well as to educate and influence regulators and lawmakers to impose stricter requirements on operators leading to the adoption of stronger consumer guardrails and improved responsible gaming protocols across the industry.

Upside's player-ownership model increases loyalty, reduces customer acquisition costs and creates Network Effect resulting in player-driven growth.

Several factors incentivize player-owners to refer friends:

1. New player sign-ups increase value of existing equity

2. Additional equity is issued for new player referrals

3. Friends enhance overall social experience 

4. Sense of ownership

Referrals drive down the overall cost of customer acquisition. Additionally, Upside's model replaces cash expenses with equity and creates a mechanism for players to fund their own sign up bonuses through investment. The result is a substantially more capital efficient customer acquisition model.

Group Games Drive Acquisition in Volume
Group-based games like Real-Time Brackets drive player acquisition in volume. A single group administrator can bring hundreds of players to Upside’s platform by hosting their NCAA Tournament pool on Real-Time Brackets.

Network Effect
Network Effect is defined as “mechanisms in a product and business where every new user makes the product / service / experience more valuable to every other user.”  

“The most successful companies and products of the internet era have all been predicated on the concept of Network Effect.”
- Andreesen Horrowitz 

Facebook, Uber, WhatsApp, Instagram, and AirBnB all achieved scale through Network Effect, not as a result of massive marketing budgets.  

The current sports betting industry offers a 1:1 (player to sportsbook) transactional  experience, and thus cannot create Network Effect and must rely on marketing spend to drive growth.  

Upside’s ownership model drives Network Effect as each new player that joins the platform increases the shareholder value for every existing player-owner.  New players add further value to existing players by enhancing the social gameplay and overall community experience of Upside.

*The Issuer has not independently verified any of the information contained herein and no representation or warranty is made by the Issuer as to the accuracy, reliability, or completeness of any of the information herein or any conclusions derived in any way from any of the information herein.

Upside has thrown out the old playbook and is building a company and platform unlike anything the industry has ever seen. Upside’s player-ownership model cannot be replicated by market leaders due to the established nature of their ownership structures and brands.

Upside's primary target audience is Gen Z (21 - 28) & Millennial (29 -35) males, whose key interests are fantasy sports & betting, entrepreneurship, & social impact. We are enabling a demographic of people, who love sports and want to be entrepreneurs, to become part owners of their very own sportsbook.

Upside has raised $1.4 million in seed capital and launched its platform in private Beta for testing by its founding player-owners.

The company is acquiring the assets of Real-Time Brackets & Daily Number ("DN"). $3MM+ was raised through prior ventures to develop these products, both of which gained significant commercial traction.

Real-Time Brackets Traction

• Secured 3 issued patents protecting proprietary gameplay

• Media partners included SB Nation, 247 Sports / CBS, Entercom, Sports Illustrated, & Sporting News

• Sponsorships included Reese’s, 5-Hour Energy, & Papa John’s

• 40,000+ players participated

• Average active user spent 4.5 hours on app during March

Daily Number Traction

• Successfully launched 27 state real-money beta

• Richard Sherman first active NFL player to co-found a daily fantasy sports company

• Endorsement partnerships w/ Floyd Mayweather & Paul Pierce

• Generated $550,000 in licensing revenue from leading sportsbook operator

Legal and regulatory analysis is overseen by Upside's outside counsel at Perkins & Coie LLP. 

Our products fall into two primary categories: 1) Skill-Gaming and 2) Sports Betting.  

The regulatory category determines the licensing requirements and legality of each product on a state by state basis. Upside makes individual products available (or unavailable) based on geolocation.  

In comparison to Sports Betting, Skill-Gaming products like Daily Number & Real-Time Brackets are legal in more states, require fewer licenses, and are less expensive to operate.  

In total, Upside can target as many as 46 states with its Skill-Gaming products. There are 19 states, including California & Texas, where Upside can operate its Skill-Gaming products without the requirement of any licensing. 27 states have licensing or registration requirements specifically for daily fantasy sports.  

Upside's future sportsbook product will be considered Online Sports Betting, which is currently legal in 30 states and requires a license to operate in all cases.

Upside’s app will go live following the close of this funding round, which will finance the company’s operations.  

We will begin by launching Daily Number in states where licensing is not required. Upside will then expand market coverage for Daily Number by obtaining daily fantasy sports operator licenses in select states. Real-Time Brackets will be the 2nd product to launch on Upside’s platform for the 2026 NCAA Tournament. The company will continue building out its sportsbook in collaboration with player-owners over the next 24 months prior to launching this product.    

A key strategic advantage of Upside’s product rollout strategy is the company’s ability to immediately enter and begin acquiring players in states, representing nearly 40% of the U.S. population, where Skill-Games like Daily Number & Real-Time Brackets are permitted but Sports Betting is not yet legal. Two key markets of focus will be California & Texas, which account for 20% of the entire U.S. population and are expected to still be at least 2 years away from legalizing Sports Betting.

Revenue
Upside can build a multi-billion dollar gaming business while still ensuring safe and responsible gameplay by all.

Transaction fees will account for apprx. 95% of Upside's revenue. Upside forecasts $160 in Net Gaming Revenue (“NGR”) per player for Skill-Gaming & $400 in annual NGR for Sports Betting.  

NGR forecasts are at the lowest end of market due to Upside’s strict guardrails on player deposits and the casual & social gameplay environment the company fosters.

5-Year Pro Forma Financial Projections
DraftKings was valued at $28.63BN in March 2021. DK ended that same year with 1.9MM active players and -$1.44BN in EBITDA. By YE-2029, Upside is forecasting to have 3MM active players generating $600MM in revenue ($198MM in EBITDA) and $60MM in annual funding for mental health & addiction. 

*Upside forecasts to outperform the industry on player referrals. All other key assumptions (i.e. player revenue, cost per paid acquisition, churn, etc) are based on industry averages.

**The Issuer has not independently verified any of the information contained herein and no representation or warranty is made by the Issuer as to the accuracy, reliability, or completeness of any of the information herein or any conclusions derived in any way from any of the information herein.

Upside is playing to win. We believe that we have what it takes to build the industry’s leading fantasy sports & betting brand. If we achieve our goal, you win BIG.  

If Upside is only able to establish itself as a 2nd tier operator comparable to BETR, Sleeper, or Underdog, a 7 - 10X return on your investment would be expected.

Even if Upside fails to secure future funding and is forced to sell, investors in this round will receive a 3X preferred payout on liquidation secured against the company assets.

That’s right, we'll give you 3 times your money back before issuing payouts to other shareholders, if we fail to execute. That is how confident we are in our ability to win.

*The Issuer has not independently verified any of the information contained herein and no representation or warranty is made by the Issuer as to the accuracy, reliability, or completeness of any of the information herein or any conclusions derived in any way from any of the information herein.

Upside was founded on a mission to effect large-scale positive social impact around mental health & addiction as a direct result of our founders’ lived experiences.

Extreme adversity, hardship, and darkness – from severe addiction to mental illness and even temporary paralysis – put our founders on individual paths toward service. 

Ultimately, we believe that the vision for Upside was divinely inspired and that all of our individual experiences have unfolded in such a way to bring us together at the exact right time and with the exact expertise needed to execute Upside’s mission. Each of our founder’s unique life purpose is tied up in the realization of this collective mission that now bonds us together.

Upside has been built from the ground up, starting with the selection of our company name, in direct partnership with our founding Player-Advisors. This passionate and dedicated group of next-gen fantasy sports & betting consumers provides the company with a continual feedback loop to ensure products, brand, and marketing are all delivered based on the demands of Upside's target audience.