Wainwright avatar-2013-draft

Business Plan 2011-2015
Dr. Philip H. Wainwright
Founder & CEO
10940 Wilshire Blvd.
Suite #1600
Los Angeles, CA 90024
(919) 682-9484
philipw999@gmail.com

SpartaMatrix Avatar Business Plan – CONFIDENTIAL – Do Not Distribute Without Permission
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The information in this business plan has been prepared by SpartaMatrix, Inc. and Avatar for the sole
purpose of describing the company’s operations and market opportunities so that select readers can better
understand the business and its potential returns.
All documentation contained herein has been prepared to assist parties in making their own evaluation of
the company and does not contain all the necessary information that a prospective investor may desire.
The information is being made available for preliminary evaluation purposes only, and any future
discussions should be directed to the company executives or their appointed delegates. By accepting this
information, you are agreeing to keep it confidential and not to disclose the content to any person other
than legal, tax, investment, technical, and/or financial advisors engaged by you with respect to an
investment in Avatar or its partners or subsidiaries.
This document – and any attachments or ancillary materials furnished to you in concert with the business
plan – includes certain statements, estimates, and projections provided by the company with respect to the
future performance of the Avatar unit. As such, the information is not necessarily indicative of present
values and/or results of the performance of the company.
Avatar reserves the right to negotiate with one or more prospective investors at any given time, and to
enter into definitive agreements without prior notice to the recipient or other prospective investors or
stakeholders.
Any other use of this information without written approval from the company is strictly prohibited and
subject to legal ramifications.
Please direct all inquiries to:
Dr. Philip H. Wainwright, Founder & CEO
SpartaMatrix, Inc. & Avatar
10940 Wilshire Blvd.
Suite 1600
Los Angeles, California 90024
Phone: (310) 443-4151

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Introducing Avatar
In an age when our security is tested at every turn and protecting
our people, property, and resources is of paramount
importance, the security solutions of old will no longer suffice.
At SpartaMatrix, our Avatar SystemSM
is an advanced,
integrated approach to ensuring that our citizens, students, and
workers are protected in the face of every danger. The
multi-modal, non-intrusive, and highly-responsive Avatar
system is the future of security – at home and abroad.

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1.1 Company Ownership......................................................................................... 8
1.2 Headquarters .................................................................................................... 8
1.3 Avatar’s Mission................................................................................................ 8
1.4 Financial Objectives.......................................................................................... 9
1.5 Use of Funds................................................................................................... 10
22..00 AAvvaattaarr .........................................................................................................11
2.1 System Features............................................................................................. 12
2.2 Infrastructure Security Applications ................................................................ 15
2.3 Consulting ....................................................................................................... 16
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3.1 Market Segmentation...................................................................................... 20
3.2 Market Need.................................................................................................... 21
3.3 Competitive Landscape................................................................................... 21
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4.1 Competitive Edge............................................................................................ 23
4.2 Marketing Plan ................................................................................................ 24
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5.1 Organizational Chart ....................................................................................... 27
5.2 Partners........................................................................................................... 28
5.3 Personnel Plan................................................................................................ 29
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6.1 Revenue Forecast........................................................................................... 30
6.2 Pro Forma Profit & Loss.................................................................................. 32
6.3 Break-Even Point ............................................................................................ 33
6.4 Projected Cash Flow....................................................................................... 34
6.5 Projected Balance Sheet................................................................................. 35
6.6 Sensitivity Analysis.......................................................................................... 36
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AAppppeennddiicceess ......................................................................................................38
Appendix I: Recent School Shootings................................................................... 39
Appendix II: Year One Financials ......................................................................... 40

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The World We Live In
We live in an era of constant threats to our security. As
technology evolves and we find innovative ways to make our
citizens safer, so too do the threats we face morph and amplify.
It’s a constant fight to stay ahead of the development curve.
Every day, students, employees, and shoppers go about their
routines, heading to class or work or the mall without pausing to
think about the pressing dangers they face, both latent and overt.
In just seconds, an act of terrorism, a shooting rampage, and even
a natural disaster can turn an idyllic college campus or orderly
business center into a scene of bloodshed and chaos. From high
school shootings to the deadly assault on Congresswoman Gabrielle Giffords to tsunamis and other
acts of god, there is constant terror in our midst – and our lack of preparedness, pre-emptive
assessment, and incident response is unacceptable. The threat of violence is a global concern, and our
need for security is universal.
Avatar
Many agencies are working to mitigate the
threats we face, and companies all across the
world are working to develop better security
systems and more efficient incident response
protocols. But one company in particular has
in its possession a new standard in security – a
holistic surveillance, deterrence, and response
system that has the innate potential to help
security agents stop a threat in its tracks. The
AvatarSM
System (“Avatar”), the brainchild of
Los Angeles-based global security and logistics
firm SpartaMatrix, is a full-featured solution
that provides security convergence and
effective risk management like nothing that
has preceded it. Based on proprietary
technologies developed in Australia and
rigorously tested in defense of global ports,
Avatar continuously monitors and analyzes its surroundings to provide a real-time, 360-view. The
system features an advanced solutions toolkit and is integrated with existing security measures to
deliver a non-intrusive, in-depth, and instantly archived look into the target area. The Avatar system
uses digital activity mapping to track people’s movement and create an “overlay” of anticipated

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gestures, paths, and reactions. This proactive monitoring allows for quicker, more reliable
identification of threats. The Avatar system also enables efficient incident response and is invaluable
in getting people to safety. Unobtrusive, constantly vigilant, and supported by a technological
backbone with no equal, Avatar is the premier new security solution.
Immediate Applications
The Avatar system is an immediate enhancement to existing security networks at all sorts of client
locations. Bus stations, strip malls, and hospitals are all vulnerable sites and represent just a sliver of
the market where Avatar could make a critical intervention into current safety protocols. Our main
focus in the near-term is on campus security – particularly at American colleges and universities – as
well as ports, large retail sites (shopping malls), small to mid-sized casinos, and the corporate
campuses of large corporations. Recent tragedies involving campus violence – none more catastrophic
or more thoroughly dissected in the media than the Virginia Tech massacre of April 16, 2007 – have
exposed a serious weakness in our nation’s universities and secondary schools. The failure of campus
security systems to adequately anticipate a threat and warn students of danger is a woeful but
accepted status quo; an advanced surveillance
system like Avatar with a reliable notification
system built in can avert catastrophes like this in
the future.
The Market & Its Forces
It’s difficult to overestimate the market
opportunity. Thousands of colleges, malls,
casinos, hotels, and ports all across the world are
potential clients for us. In the U.S. alone, there
are 22,540 colleges and universities; 93,853
hotels and casinos; and 195,710 different retail
sites in and around shopping centers and strip
malls. Concentrated mainly in populous states
like California, New York, Texas, and Florida, these are strong entry level targets though we plan to
integrate Avatar into security systems at ports, terminals, and various corporations as well. (Section
3.1 Market Segmentation in the body of this business plan lists some of our most obvious possible
clients.) According to Dun & Bradstreet, securities services companies like ours create an industry of
$5.9 billion in the U.S. We plan to be among the most respected and profitable of these 7,500
businesses, though we operate with a collaborative spirit and are eager to make the best possible use
of all technologies available.
Our Partners
To that end, we are already privileged to work with some of the most cutting-edge technology
companies on the global market. These industry players are at the forefront of product development
and research, and our Avatar system and the related technologies that underpin it rely in part on their
guidance, products, and expertise. Oracle, Cisco, Microsoft, and SAP are just a handful of the leading
technology corporations with whom we have a positive working relationship (see 5.2 Partners).

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Marketing Avatar
A vital part of our campaign to promote Avatar revolves around high-level presentations to decision
makers at college campuses, business centers, transportation hubs, and other potential targets. While
we do aim to build a brand and make Avatar synonymous with safety, it is imperative that we have the
opportunity to pitch this system directly to the operations people whose day to day responsibilities are
a direct match for much of what Avatar automates. They will best understand what it can accomplish,
just as administrators and top executives will best comprehend what is at stake. Beyond this direct
selling approach, we will actively use the web, trade shows, and select print media to make the Avatar
name familiar to our target markets.
The Minds behind the Concept
Philip Wainwright, Founder and Chief Executive Officer of SpartaMatrix, is a
seasoned executive who has several decades of security and systems engineering
experience. His specific expertise – dating back more than 25 years – lies in
corporate finance and financial management, though he has deep experience in
security infrastructure and technology, and has to his credit a wide base of work
in the global cargo and transport industries. He also served in the U.S. Naval
Reserve. Dr. Wainwright holds a bachelor’s degree in Business Administration
from Wake Forest University, in addition to doctoral degrees from London
International Law (Juris Doctorate) and London Economics (PhD). Fluent in both French and German,
Dr. Wainwright is one of the most respected security experts today and an exceptional executive
leader for this venture. He is joined at Avatar by a select group of key employees – bios are available
under 5.0 Executive Team.
Additional Opportunities & Skills
As experts in the security industry and with a strong background in surveillance, systems engineering,
and information management, our team can offer customized security consulting to select clients –
regardless of whether they choose to purchase and install the Avatar system. Our in-house consulting
division can review existing security systems and perform a full needs assessment. The division uses
business process analysis and advanced engineering to create systems that work for every client. RFID,
logistics, and security Integration are just some of our
specialties. Depending on what the client needs, we’ll
deliver services ranging from data cryptology to
applied psychology.
Funding Requirements & Exits
We are seeking capital commitments for Avatar of $X
million (see 1.5 Use of Funds). These funds will be
used to identify and pursue opportunities for both
widespread and single-location system installation.
Capital will also be dedicated to marketing and
networking efforts designed to ensure that Avatar is positioned for maximum income opportunities
both in the U.S. and overseas. Under the model contained in this document, we expect to reach $XX

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million in Avatar revenues by Year 5. At that point we may seek an exit or merger with a major security
firm or government body (see 7.0 Exit Strategy).
Final Words
We live in a perilous age, and threats to our safety are steadily becoming more insidious and pervasive.
Staying a step ahead is essential. To this end, there is no surer step toward complete security than
adopting the Avatar system from SpartaMatrix. Avatar is a complete enhancement for existing security
systems and, used in tandem with qualified personnel, it serves as a complete solution for proactive
threat avoidance, disaster mitigation, and day-to-day security. The time for Avatar is now!
1.1 Company Ownership
Avatar is a separate division of the multinational logistics and security firm SpartaMatrix, Inc., a
corporation registered in Delaware and headquartered in Los Angeles, California. Avatar is jointly
owned by the SpartaMatrix shareholders and select outside investors.
1.2 Headquarters
Avatar is headquartered at the SpartaMatrix corporate offices in Los Angeles at 10940 Wilshire
Boulevard, Suite 1600. For more information please visit our website at www.spartamatrix.com and
review the “security solutions” tab.
1.3 Avatar’s Mission
This is the formal mission statement for Avatar:
“With the Avatar system, it is our mission to deliver a new standard in security.
Avatar continuously monitors and analyzes its surroundings and provides a
real-time, 360-view to ensure the protection of our children, our ports, our
businesses and retail operations, and our personal and private effects. As
threats to our security become more ominous and more high-tech, Avatar
answers the call for an advanced solutions toolkit that can respond with
complete assurance. Integrated, non-intrusive, and instantly archived, the
depth and nuance of Avatar’s surveillance is unlike anything the world has
seen to date. By partnering with SpartaMatrix, you won’t just feel more secure
– you will be more secure.”

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1.4 Financial Objectives
These are our financial benchmarks for the deployment of our Avatar system over the next five years:
Year 1 Year 2 Year 3 Year 4 Year 5
Revenue $5,162,990 $10,349,000 $21,390,000 $18,847,000 $26,470,000
Gross Margin $5,073,553 $9,417,590 $19,464,900 $17,150,770 $24,087,700
Operating Expenses $6,135,568 $9,843,122 $14,680,669 $13,834,667 $17,042,837
EBITDA* ($1,062,015) ($425,532) $4,784,231 $3,316,103 $7,044,863
Net Profit ($1,062,015) ($425,532) $4,784,231 $3,316,103 $7,044,863
Profitability Ratios
Gross Margin/Revenue 98% 91% 91% 91% 91%
EBITDA/Revenue -21% -4% 22% 18% 27%
Net Profit/Revenue -21% -4% 22% 18% 27%
Debt Ratios
Debt Ratio (Total Debt/Total Assets) 95.59% 224.62% 21.40% 12.51% 8.69%
Interest Coverage Ratio N/A N/A N/A N/A N/A
Debt Service Coverage Ratio N/A N/A N/A N/A N/A
Net Cash Flow ($711,124) ($117,882) $5,206,423 $3,189,638 $7,310,457
Cash Balance - Ending $368,796 $250,913 $5,457,337 $8,646,975 $15,957,432
*Earnings before interest, taxes,
depreciation & amortization
FINANCIALHIGHLIGHTS
Financial Highlights
($5,000,000)
$0
$5,000,000
$10,000,000
$15,000,000
$20,000,000
$25,000,000
$30,000,000
Revenue
Direct Costs
Operating Expenses
Net Profit

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1.5 Use of Funds
The table below outlines the sources and uses of funding for this project division:
Investor $7,000,000
Total Sources $7,000,000
Start-up Expenses
Studio Rents $440,000
Tower Rents $240,000
Electricity/Utilities $360,000
Network Comp $600,000
Corporate Facilities:
Office Rents - Building $288,000
Management Fees $550,080
Loan Interest $80,000
Personnel $42,000
Insurance $288,000
LMA Fees $120,000
FCC Fees $48,000
Legal Expenses $96,000
Digital Transition $60,000
Promotion/Marketing $144,000
Website Development $16,000
Programming $240,000
Research/Aud. Measurement $240,000
News Operations $960,000
Production Facilities $80,000
Personnel:
Gen. Mgr. $200,000
Bus. Mgr. $36,000
Engineer $48,000
Sales Mgr. $120,000
Sales (3x) $432,000
Web Master $48,000
News Director $144,000
Total Start-up $5,920,080
Working Capital $1,079,920
Total Uses $7,000,000
SOURCES&USES
SOURCES OF FUNDS
USES OF FUNDS

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The AvatarSM
Advantage
 Real-time intelligence
 Proactive monitoring
 Effective incident response
 Digital activity mapping
 Security convergence
 Data archiving & review
 Risk mitigation
 Safety marketing initiatives
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A Deterrent & Response, All in One
The SpartaMatrixTM
AvatarSM
System (“Avatar”) is a
full-featured solution that provides security convergence,
effective risk management, and a global marketing initiative
for clients. SpartaMatrix Avatar offers assurance that
employees, shoppers, students, and other visitors or staff at
a commercial site or academic campus will be informed and
prepared to deal with any manner of security threat. As a
multi-modal communications system, Avatar protects any
campus’ patrons from physical, natural, and chemical or
biological emergencies and threats. Avatar augments
existing security through a modular plug-and-play design
suitable to any campus layout. The Australian award winning technology driving Avatar has been
adapted from other successful intermodal cargo security initiatives, such as SpartaMatrix’s proprietary
SmartPort. Avatar’s innovative real-time tracking technology highlights suspicious behavior and allows
personnel to quickly focus their attention when viewing multiple monitors at a glance. By recognizing
specific behaviors, the Avatar system can quickly identify possible threats and alert personnel to take
appropriate action.
Impeccable Systems Engineering
Avatar ensures that your building complex or campus security system will remain functional,
adaptable, and reliable for years to come. The system features a 360° LED video display with broadcast
video, image/web and Internet feeds, unobtrusive surveillance methods, and a secondary revenue

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stream as an advertising medium and/or news delivery method (see 2.1 System Features below for
more details). An Avatar system is:
 SCALABLE – can handle community sizes of over 20,000+ customers, residents, members
 UPGRADABLE – with complete provisions for internal non-obsolescence
 ROBUST – intelligent real-time tracking and communications systems
Real-Time Tracking Technology
Innovative real-time tracking technology pinpoints suspicious behavior and calls it to the attention of
qualified personnel viewing site activity in real time, on multiple monitors. At each campus, business
center, or shopping mall entry point, sensors record the date and time of transit of various individuals.
Additional vicinity checkpoints record movements in the campus common areas, shopping center, or
building corridors. This smart technology facilitates real-time monitoring, digital mapping, and
intelligent and effective incident response. Organic software algorithms record and analyze the
movement patterns of each individual captured on film. Recent movement history is then instantly
overlaid on screen and shown by means of a white line. Information is analyzed and displayed in
real-time and a colored dot appears above the figure onscreen, classifying their activities and gestures
with regard to their habitual movements.
2.1 System Features
Avatar Unit – The Nuts & Bolts
Avatar units function as a communications portal to the information and security office/agents at any
institution where they are installed. Each Avatar unit is an industrialized version of the innovative 360°
LED video display, with both outdoor and indoor models available. A range of different sizes can be
produced, each of them providing complete hemispheric viewing for maximum visibility and coverage.
A ceiling mounted version is also available for larger, more densely populated sites such as
amphitheater seating classrooms, movie complexes, transit terminals, or concert halls. Discrete
camera placement mounted within the Avatar units can provide close
proximity video coverage of busy public spaces while maintaining a friendly
atmosphere – whether the installation site is a retail mall, business center, or
college campus. At any of these sites, Avatar can broadcast immediate,
time-sensitive warnings to an entire target area. Public notification regarding
physical, natural, or chemical/biological incidents can be instantly broadcast
through the early-warning system. Units can also be upgraded to include voice
activation and speech recognition to assist the handicapped in an emergency.
Assessment/Upgrade of Physical Infrastructure
Avatar utilizes proven technology aggregated from more than 40 strategic
alliance partners, providing the best technology available. Proper assessment
and upgrade of the existing information technology communication (ITC) legacy systems is necessary
to allow for complete integration with Avatar. We are flexible in terms of contracting and willing to
collaborate with all client stakeholders. Accordingly, we are committed to working with preferred

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personnel and contractors wherever possible, mitigating conflict prohibitive to successful installation
and maintenance at an academic campus site or other complex.
Holistic Security Convergence
Oftentimes, existing security systems – particularly at college campuses and “low risk” business centers
– are comprised of disparate controls, each requiring additional personnel hours to monitor and
manage. Avatar’s security convergence provides effective incident response and management utilizing
clear, standardized notification alerts for the public. Avatar combines security and information
services with existing access controls and on-site databases to provide comprehensive security
convergence. Through integration with administrative databases and lists of students, employees, etc.,
notifications can be disseminated regarding all manner of activity including an on-site risk, a meeting
cancellation, or an emergency notification. Avatar databases are open source, allowing for integration
with third-party service providers. SpartaMatrix™ will undertake a thorough analysis of current best
practices for each new client. This process includes an analysis of visitor sign-on schemes and
identification protocols for the school, business center, etc. Whenever appropriate, a third-party
security risk assessment will be conducted through appropriate security audit specialists, and
recommendations will be presented for approval and implementation.
Migration and Prevention Center
Avatar manages the integration of all existing physical
security controls through a Mitigation and Prevention
Center (MPC) technology. A secure intranet website
provides access for authorized personnel including
campus security and technology services. Avatar
provides real-time tracking of activities on campus with
accuracy and accountability. The mitigation and
prevention center is the crux of intra-campus
communication and safety. It provides access to
appropriate controls, alarm systems, closed-circuit TV
(CCTV), and public notification systems. In addition, SpartaMatrix will provision multi-channel personal
communication devices (PDAs, mobile phones, and radios) to security personnel. The MPC Dashboard
(shown in the image inset here) merges security and information services with existing access controls
and on-site databases, providing comprehensive security convergence. Through integration with other
client databases, notifications can be sent out regarding all manner of activity and updates, depending
on the client location. Our databases are open source to permit full integration with third-party service
providers. This enables accurate real-time information to be relayed to key personnel effectively,
including emergency services and other first responders.
Avatar – The Security and Information Platform
The graphic below provides an example of how the Avatar system components interrelate. The
illustration shows the basic set up that would be implemented at a university campus. The same
model would apply at most commercial sites, though some aspects of this installation (like the
prevalence of ID cards) are specific to a collegiate environment:

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Assisted Archive Review
Searchable surveillance, video analytics, digital archives; you name it
– if it’s related to better managing and reviewing your security
footage and information, Avatar makes it possible. The SpartaMatrix
Avatar platform manages all operations of your digital information.
Sophisticated video analytics differentiate between periods of
inactivity and activity, thus allowing for intuitive and pain-free
navigation through hours of surveillance footage. The Avatar
Platform includes secure digital archiving of all video footage, with
data stored securely with appropriate access controls and encryption.
It can be erased at prescheduled intervals once information is
outdated or determined to have no archive value. Appropriate policy
control allows for a detailed terminal database for any given event, yet minimizes long-term archive
and privacy concerns.
ID Cards
In certain settings, it can be beneficial – both for the comprehensiveness of the Avatar system, and for
the comfort of the employees – for the people who are most commonly in a client area to carry ID
cards. Avatar Campus ID Cards (designed for universities, but applicable at corporate campuses as
well) offer additional benefits over existing campus card schemes. Working to integrate with local
businesses and facilities, a multi-purpose card reduces the need to carry cash and offers additional
user-friendly features. Students, employees, etc. can securely deposit money onto the cards and use
them to gain access to secure buildings where they have the appropriate level of clearance. All

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personal information collected for these cards is stored securely with appropriate access controls and
secure encryption, with additional security features (including holograms) available as well.
2.2 Infrastructure Security Applications
Product Categories
The Avatar system can be implemented as an enhancement to existing security networks at a wide
variety of locations. Suburban strip malls, airport parking lots, and K12 schools might not seem like
places where threat levels are high, but in fact they’re among the most vulnerable – and they are all
sites where Avatar could make a critical intervention into current safety protocols. That said, the
following application categories – analyzed in closer detail in the market analysis that follows, in
section 3 of this plan – are our main focus in the near-term:
Campus Security Platform
Recent tragedies involving campus violence have exposed a
serious weakness in our nation’s universities and secondary
schools. The general failure of campus security systems to
adequately anticipate a threat and then warn and prepare
students for the impending danger has led to the loss of many
promising young lives. Advanced surveillance and a reliable,
tested public notification system to warn surrounding students
of the danger could have saved countless lives. The
SpartaMatrix Avatar system offers assurance that students, staff, and visitors will be informed of and
prepared to deal with any manner of security threat. In addition to protecting patrons of the campus,
the Avatar system satisfies the duty of care owed by campus administration to diligently monitor
campus safety. Furthermore, it safeguards an institution’s reputation – which, as we have seen, can be
irreparably damaged by one single tragic, embarrassing, or mismanaged event, particularly if it results
in loss of life.
Casino Security Platform
With the increased prevalence of casinos worldwide, casino security
has ramped up to a new level. However, with better security solutions
in place, more discreet theft tactics have also evolved. Big casinos have
the capability to invest large amounts of money for highly advanced, 24
hour security. However, in some smaller casinos, applying quality
security solutions is still a problem. And like any major hotel or event
center, there remains a duty of care – at most casinos in Las Vegas and
Atlantic City, for example, even non-gamblers pass through foyers and
lobbies by the thousands. The need is for a full-uptime system that is
one part loss prevention, one part safety plan. With the SpartaMatrix
Avatar system, casino operators can rest assured that their guests and visitors are safe and playing
within the boundaries of the law at all times. The Avatar system for casinos serves as a security
surveillance and public warning system while also safeguarding the casino’s assets and reputation.

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Retail Security Platform
No matter how many retail dollars get spent online, shopping
malls and large retail venues have no equal for tangible shopping
experience. The convenience of trying out a variety of brands
and actually handling merchandise will drive people into malls for
decades to come. Unfortunately, for the tens of thousands of
patrons who walk into a given shopping mall every single day,
these areas are highly prone areas for physical, natural, chemical,
and biological threats. The Avatar system makes top security into
a priority for shopping venues worldwide. The benefit of an immediate public notification system in a
crowded retail market space is immediately apparent. With complex geography and exits not always
easy to find, malls (much like casinos) can benefit from a clear warning system that directs patrons to
safe exits at the exact moment a threat arises. The system can be modeled to fit any shopping center
layout, regardless of lighting, number of levels, or complexity of buildings.
Ports Security Platform
SpartaMatrix’s intermodal cargo security initiative SmartPortTM
was the genesis for the current
iteration of the Avatar security system. The system is ideal for ports and terminals whether they have
a high volume of human foot traffic or not. Avatar is robust enough to address any manner of threat at
a port, including a terrorist biological incident or an accidental chemical leak. Natural disasters and
other emergencies are also trackable and can be the basis of a real-time notification to dock workers
and other officials. Based on an award-winning Australian technology, the ports edition of the Avatar
system has the complete protection of intermodal cargo security projects in mind.
2.3 Consulting
Security Consulting
Not every client will be best served by an Avatar installation, but our team of experts can still come to
the rescue. As the need arises for upgrading a client’s level of protection, SpartaMatrix experts are
there to deliver solutions. Our in-house consulting division can review a client’s existing security
systems to make a full needs assessment and recommendation of how to patch any holes. This

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division utilizes comprehensive system engineering skills; from business process analysis (BPA) to
software evaluation and testing, our team can learn your business risks inside and out to tailor a
perfect solution for your operation. We focus not only on designing systems, but adapting existing
systems so that your organization can continue to evolve profitably and safely. Our consulting team
employs a range of disciplines including:
 Cryptography
 Computer security
 Formal system hardening methods
 Advanced tamper resistance
 Applied psychology
 Organizational methodology
 Accounting
 Law
RFID, logistics, and security Integration are some of our specialties. We can assist with third-party risk
assessments, upgrading of existing IT systems, replacing security cameras, creating location-specific
monitoring, and warning notification systems. Our ultimate mission is to provide cost-effective
solutions for all protection systems, whether they rely on the Avatar backbone or not.

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A Worldwide Market Opportunity
There can be little doubt that we live in an era of constant
threats to our security. As employees, students, and shoppers
go about their day to day routines at commercial campuses,
colleges, and shopping malls, they face threats both latent
and overt. Natural disasters, a terror attack, or a shooting
rampage can turn an idyllic college campus or orderly business
center into a scene of chaos and bloodshed, all in an instant.
As nations try to restore a fragile peace, and citizens regroup
after several consecutive natural disasters, it is clear that a
new standard in threat prevention and response is needed. From the devastation in Haiti to the floods
in Australia to the earthquake in New Zealand and the tsunami in Japan, we have borne witness to one
natural disaster after another. The Virginia Tech massacre showed us that no university, no matter
how “well maintained” its green courtyards, is safe from a sudden violent outburst. Likewise, the
horrifying shooting of Congresswoman Gabrielle Giffords and 18 bystanders in Arizona earlier this year
underscored the presence of terror in our midst – and our woeful lack of preparedness, assessment,
and response. The threat of violence is in no way unique to the U.S., nor is the havoc of natural
disasters only a foreign affair. Security is a global concern – perhaps the most universal of our shared
needs as a people.
Target Market Scope
Dun & Bradstreet sheds some light on the scope of the target market for us. Obviously there are
thousands of colleges, malls, casinos, and hotels in the world that could be potential clients, but it
helps to understand the breadth of our market to see some hard figures on how many of these
establishments there are just in the United States. As shown below, there are more than 22,500 U.S.
colleges, almost 94,000 hotels and casinos, and nearly 200,000 different retail sites in and around
malls. These are concentrated mainly in the most populous states like California, New York, Texas, and
Florida (the top three states by volume of market targets are shown in each table):
Colleges & Universities – Dun & Bradstreet (SIC Code 8221)
Market Size Statistics Nationally
● Estimated number of U.S. establishments: 22,540 Per Establishment Averages
● Number of people employed in this industry: 2,037,193 ● Full-time employees: 137
● Total annual revenue in this industry: $194.3 billion ● Annual revenue: $71.2 million
State
Number of
Companies
% of
U.S. Total
Total
Employees
Total
Revenue
Average
Employees
Average
Revenue
California 2,482 11.0 144,972 $11.9 billion 95 $40.4 million
Texas 1,285 5.7 138,707 $18.8 billion 176 $132.3 million
New York 1,280 5.7 111,433 $10.2 billion 131 $53.2 million

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Hotels & Hotel/Casinos – Dun & Bradstreet (SIC Code 7011)
● Number of people employed in this industry: 2,136,801 ● Full-time employees: 23
● Total annual revenue in this industry: $142.3 billion ● Annual revenue: $1.8 million
State
Number of
Companies
% of
U.S. Total
Total
Employees
Total
Revenue
Average
Employees
Average
Revenue
California 9,537 10.2 235,087 $8.0 billion 26 $1.0 million
Texas 6,947 7.4 131,218 $6.7 billion 19 $1.1 million
Florida 6,836 7.3 175,303 $6.2 billion 27 $1.1 million
Retail Sites / Shopping Mall Tenants – Dun & Bradstreet (SIC Code 5999)
● Number of people employed in this industry: 775,595 ● Full-time employees: 4
● Total annual revenue in this industry: $60.9 billion ● Annual revenue: $400,000
State
Number of
Companies
% of
U.S. Total
Total
Employees
Total
Revenue
Average
Employees
Average
Revenue
California 24,076 12.3 98,136 $6.2 billion 4 $300,000
Texas 19,578 10.0 65,857 $6.7 billion 3 $400,000
Florida 16,610 8.5 61,179 $3.9 billion 4 $300,000
The Ports System
The dominant method of transport for consumer and commercial
goods is by ship, and every single day, tens of thousands of vessels
pass through our global shipping channels. There are more than
15,000 ports, harbors, marinas, and related service providers
worldwide, and the sprawling commerce of the global economy
makes this number unlikely to contract. From the Bahamas to
Bahrain, from Mexico to Malaysia, the ports of the world share the
threats of infiltration, terrorism, and other hazards to cargo ships,
tankers, and installations on land. The three main ports of China’s
Yangtze River Delta process 1.2 billion tons of cargo every year, and major ports from Amsterdam to
Houston to Yokohama handle 250+ million tons per annum while also serving as the dock site for cruise
lines, recreational craft, and a hosting ground all sorts of activities. China, Singapore, Taiwan, Japan,
and South Korea boast some of the largest ports in the world – ships that dock in Singapore
load/offload 515.4 million metric tons of material every year.
M a jo r P o rt s o f t h e W o r l d
Total Cargo Volume Container Traffic
thousands of tons TEUs – twenty-foot equivalent units
Rank Port Country Measure Tons Rank Port Country TEUs
1 Singapore Singapore Freight 515,415 1 Singapore Singapore 29,918,200
2 Shanghai China Metric 508,000 2 Shanghai China 28,006,400
3 Rotterdam Netherlands Metric 421,136 3 Hong Kong China 24,494,229

20
4 Tianjin China Metric 365,163 4 Shenzhen China 21,416,400
5 Ningbo China Metric 361,850 5 Busan S. Korea 13,445,693
In America, the top three U.S. ports for total trade (Louisiana, LA; Houston, TX; and New York, NY)
combine for 568.6 million tons annually. All of these locations would make prime targets for
SpartaMatrix and its Avatar security system. Conceivably, a major ports operator could implement the
Avatar surveillance and detection system at several harbors/terminals, catalyzing widespread adoption
of this solution suite at ports all around the world. Our marketing efforts (see 4.2 Marketing Plan) will
be engineered in part to encourage this sort of broad adoption.
3.1 Market Segmentation
Watching over the World
Avatar was designed with the security of our children in mind, and its most cogent selling point
remains the lack of adequate safety measures at our nation’s colleges and universities. But the
academic realm is just one target sector. SpartaMatrix’s expertise extends from port and terminal
security to retail safety measures. Whether the client is the Port of Norway or the Mall of the
Americas, an Avatar system can be equipped to deliver a dramatically improved solution to existing
security measures. At the risk of oversimplifying the market scope, we view the segmentation for
Avatar as follows:
Academia Business Sector Other Candidates
● National universities ● Indoor shopping centers ● Ports and terminals
● Community colleges ● Retail strip malls ● Municipal governments
● Accreditation schools ● Casinos ● Hospitals
● Large high schools ● Resorts and hotels ● Military installations
● Select K-12 facilities ● Business centers ● Sports arenas
● Franchise locations ● Theaters/concert halls
While these are the most obvious markets for us, they are not the only opportunities. The breadth of
potential retail clients and the range of different commercial applications for us make the target
market expansive and dynamic. Conceivably, even wealthy homeowners could become users of Avatar
technology.

21
3.2 Market Need
Evolving Threats
Unfortunately, it has become an understatement to say that we live in a dangerous age. Surveillance
methods and security measures have been beefed up in response, but evolving threats – both natural
and manmade – continue to challenge our efforts to ensure human safety. The massacre at Virginia
Tech should have been a profound wakeup call to school superintendents and collegiate
administrations alike, yet there have been three dozen U.S. school shootings since, most of them (26,
to date) involving a loss of life (see Appendix I: Recent School Shootings). For every terror plot foiled
and held up as an example of our diligence with counterterrorism, there are countless others in the
works. Weaponry is becoming more insidious, behavior patterns harder to detect, and the risks
themselves more nebulous. Chemical and biological threats in particular can fly “under the radar” until
the very moment of catastrophe. Even more “benign” threats like extreme weather are taking their
toll in whole new ways; as the New Orleans floods of Hurricane Katrina testify, lacking an early warning
system and an organized response is a recipe for needless suffering and death.
So what’s to be done? How can we fully
counteract these evolving threats, or at least
ensure that all available measures have been taken
to guarantee personal safety? The answer is
Avatar. A comprehensive surveillance and alert
system requires more than a set of stationary
cameras and a security team. As the world’s
largest casinos and military buildings demonstrate,
true security demands more. Facial recognition
software, behavioral monitoring tools, 360-degree
real-time surveillance, and complete archivability
are necessary tools to augment a well-staffed, knowledgeable, and alert human security detail. Avatar
delivers a new standard in security solutions, answering this need with the Avatar system – a
non-intrusive, multi-modal, highly-responsive avoidance and protection mechanism against the
continually progressing threats of man, nature, and circumstance.
3.3 Competitive Landscape
Competitors & Allies
There’s no shortage of competition in the global security market, but
there is also a considerable amount of collaboration between the
leading technology providers in pursuit of a common goal. According
to Dun & Bradstreet, securities services companies create an industry
of $5.9 billion in the U.S. These 7,500 businesses vary widely in their
specialties, offering everything from turnkey security surveillance
systems to basic installations and equipment like fire alarms or
emergency communications devices. Florida-based SimplexGrinnell LP, a $1.8 billion company that got
its start in fire prevention systems, provides a decent case study of a major player in this industry

22
space. Using best in class integrated solutions packages, SimplexGrinnell vows to secure any client
installation, from commercial campuses to airports to water treatment facilities. Certified solutions,
careful planning and system layout assessments, and a global team of 11,500 security professionals are
just some of the major selling points they advertise. But for SpartaMatrix, the competitive field is
neither static nor easily defined. We must consider the Central Intelligence Agency, the Federal
Bureau of Investigation, and the U.S. Department of Homeland Security to be competitive forces, but
they’re also potential partners and clients. Much like the leading technology suppliers who have
become our partners (e.g., Oracle, Microsoft, Cisco, etc.), these top-level entities are truly part of the
same mission we embody for a holistic, reliable solution to security at home and abroad.

23
44..00 OOuurr SSttrraatteeggyy
Marketing Avatar
The need for a comprehensive security and notification system doesn’t typically require a lot of
explanation. While administrators at a college campus might need a rousing presentation about the
threat of violence on campus to change their status quo, we live in a vigilant age. Because of this, most
operations officials at corporate campuses, terminals, casinos, hotels, and shopping malls are
intimately aware of the importance of active safety measures and security protocols. This makes our
marketing plan easier. People are inclined to be receptive to a presentation about security. They
recognize that their physical assets are worth protecting, and that there is an immediate liability in any
failure to ensure the safety of customers, students, or employees. But even with a listening audience,
our marketing plan will require a continual investment into advertising and a commitment to building
relationships that can lead to deployment of multiple instances of the Avatar system. While we can
maintain solid margins on single-location systems
and we’re able to build fully customized solutions
for particular clients, a broad deployment of Avatar
will bring the quickest financial returns for our
owners and stakeholders. This objective lies at the
heart of our implementation plan.
Strategy Basics
Avatar is an important part of the SpartaMatrix
family and a well-established business. Our team
has a broad range of experience in security,
incident response and management, and the
technologies underpinning a cutting-edge
surveillance and safety system. We’re also extremely well-versed in the market needs of our target
market, particularly the shipping and logistics industry and the global ports system it uses. In brief, we
know the marketing objectives required for this venture, and we are currently finalizing campaigns to
bring the Avatar name to campuses and businesses throughout the U.S. and beyond.
4.1 Competitive Edge
Comprehensive Security
The key to Avatar’s competitive position is its unmatched ability to deliver a complete surveillance,
security, and advance warning system that can proactively protect people and minimize the impact of
unavoidable events. The Avatar system bundles together a comprehensive set of monitoring
equipment with an advance notification system that can be used to save lives. It also equips
authorized users with a robust, instantly-archived database of images and video that can be reviewed
easily and intuitively. Avatar will deliver enormous value for the businesses, schools, retail complexes,

24
and officials at the ports, harbors, and marinas that cover the globe. Our advantage with Avatar lies in
our unique ability to make surveillance technology work in real-time. The advantages and attributes
that SpartaMatrix and Avatar bring to the table include:
 Incredibly advanced monitoring and security system with a wide range of capabilities, features,
and potential deployment sites. Avatar delivers:
o Real-time intelligence
o Monitoring and proactive analysis
o Effective incident response
o Digital activity mapping
 Instant data archiving
 Seamless data review capabilities
o Complete security convergence
o Guaranteed risk mitigation
o Safety marketing initiatives for partners
 More than 20 years of experience in providing turnkey security solutions with positive results
all across the globe
 Dependable, integrated solutions that hold up in the face of natural disasters, help security
officials deter malice, and bring a layer of comfort to clients
 State of the art technology partners including Oracle and SAP (see 5.2 Partners)
 Exceptional management team, advisory board, and consultants
 Multiple opportunities going forward in Avatar deployment and specialty security consulting
4.2 Marketing Plan
Selling Direct
Avatar will need to generate brand awareness with decision makers at target institutions. In order for
this to work, we need to gain an audience with top-level officials in the security and operations
departments of colleges, major retail complexes, corporations with large campuses, casinos, and other
installations in the U.S. and overseas. We will make contact with these decision makers through
presentations, trade shows, and referrals from security firms and tech companies whose products we
use in Avatar. The marketing plan will also rely on time-tested exposure methods including mass
media, web marketing, and hard copy collateral designed by a premier advertising agency. We will
also continually leverage our principals’ expertise to promote Avatar.
Marketing Categories
Because our target audience encompasses everything from college campuses trying to avoid PR
disasters to small casinos looking for the level of protection and surveillance the big players enjoy, we
will need to explore an equally wide range of media, from the web to trade shows to high-level direct
selling. This section lays out some of the campaigns and channels we believe will offer the greatest
results for SpartaMatrix and for the Avatar system specifically:

25
Web
Marketing
Keywords/CPC
A cost per click (CPC) campaign will help put the Avatar homepage
directly in the sights of web searchers, and sponsored ads on
relevant search pages will provide instant exposure to clients.
SEO
SpartaMatrix already ranks high in natural search results for its core
service offerings, but we need to build up the Avatar sub-domains
through SEO strategies.
Social Media
We plan to be active in social marketing like Twitter and LinkedIn,
though we will use these methods selectively so as not to
compromise the Avatar brand in any way.
Direct
Marketing
Email
We will selectively use email blasts to inform potential clients about
Avatar upgrades and corporate appearances. We may also direct
trade show invitations or informational emails to targeted lists.
Sales Calls
Direct selling will be huge part of our strategy. Company delegates
will reach out to commercial agencies to sell installations on a
case-by-case and wholesale basis depending on client needs.
Trade Shows
Security industry trade shows occur all around the world, and will
provide a strong platform for us to make presentations about
Avatar. We will have reps at these gatherings going forward.
Other
Marketing
Print
We envision having ads in major industry publications and, in some
cases, in campus magazines for clients. The size and frequency of
these advertisements will depend on the marketing budget.
Mass Media
Television and radio will not be major considerations for Avatar, but
in some countries they could make financial sense. We will explore
the ROI of these channels in the near future.
Miscellaneous
Other marketing concepts may come into play later on. These could
include outdoor billboards, paid sponsorships, direct mailings to
potential clients, or interactive media.

26
55..00 EExxeeccuuttiivvee TTeeaamm
Dr. Philip H. Wainwright
Founder and Chief Executive Officer
Philip Wainwright is a seasoned executive with over 25 years of
experience in logistics and security. His career includes a broad array of
financial management and corporate governance positions, in addition to
deep experience in residential construction (multifamily, elderly, and
senior living), accounting, U.S. government, and asset management.
Dr. Wainwright is a citizen of the United States, a former resident of
Australia, and a frequent traveler to international ports and security
installations from Croatia to the South Pacific. Throughout his career, he
has been involved in corporate finance and the management of financial
matters for businesses from several industries. He worked for several years in the accounting and
business analysis divisions of E.I. DuPont de Nemours, working at the corporate headquarters in
Wilmington, Delaware. Among his significant accomplishments during his early career are the
following:
 Position as a trust officer for one of the largest commercial banks in the U.S.
 Service as a U.S. Naval Reserve
 Legislative draftsman and coordinator for the District Attorney’s office
 U.S. Congressional staffer
 NASD Series 7 license holder for all securities transactions
For several years, Dr. Wainwright has also been at the cutting edge of America’s healthcare facilities,
planning, developing, and lobbying for aged care reform and private sector senior assisted living
facilities all across the U.S. Dr. Wainwright holds a bachelor’s degree in Business Administration from
Wake Forest University, as well as doctoral degrees from London International Law (Juris Doctorate)
and London Economics (PhD). He is fluent in both French and German.

27
5.1 Organizational Chart
The Avatar Team
This graphic shows the basic interrelationship of SpartaMatrix executives and employees critical to Avatar:
** TBD

28
5.2 Partners
SpartaMatrix is proud to partner with a broad group of respected, pioneering technology firms and
other industry allies. This section identifies some of our leading partners.

29
5.3 Personnel Plan
Our personnel forecast for Years 1-5 is outlined below.
Personnel Count
General Manager 4 4 4 4 4
Business Manager 4 4 4 4 4
Sales Manager 4 4 4 4 4
Sales Staff 12 12 12 12 12
Admin 4 4 4 4 4
News Anchors 8 8 8 8 8
Photographers/Editors 8 8 8 8 8
Total Personnel 44 44 44 44 44
Personnel Wage
General Manager $50,000 $52,500 $55,125 $57,881 $60,775
Business Manager $45,000 $47,250 $49,613 $52,093 $54,698
Sales Manager $40,000 $42,000 $44,100 $46,305 $48,620
Sales Staff $36,000 $37,800 $39,690 $41,675 $43,758
Admin $16,644 $17,476 $18,350 $19,268 $20,231
News Anchors $28,000 $29,400 $30,870 $32,414 $34,034
Photographers/Editors $24,000 $25,200 $26,460 $27,783 $29,172
Personnel Costs
General Manager $200,000 $210,000 $220,500 $231,525 $243,101
Business Manager $180,000 $189,000 $198,450 $208,373 $218,791
Sales Manager $160,000 $168,000 $176,400 $185,220 $194,481
Sales Staff $432,000 $453,600 $476,280 $500,094 $525,099
Admin $66,576 $69,905 $73,400 $77,070 $80,924
News Anchors $224,000 $235,200 $246,960 $259,308 $272,273
Photographers/Editors $192,000 $201,600 $211,680 $222,264 $233,377
Total Payroll $1,454,576 $1,527,305 $1,603,670 $1,683,854 $1,768,046
PERSONNELFORECAST

30
66..00 FFiinnaanncciiaallss
Performance Forecast
The financial plan set forth in this section spells out the use of funds, net sales, and profits from
increased sales that we envision for Avatar over the next five years of operations.
Assumptions underlying the sales potential are shown under 6.1 Revenue Forecast. We believe these
benchmarks are attainable and reasonable but actual results will vary.
6.1 Revenue Forecast
The following is a five-year revenue forecast. Direct costs include all costs which can be directly tied to
revenue and include “cost of goods.”
Revenue
Local Revenue $3,124,350 $7,498,000 $11,857,000 $14,228,000 $16,647,000
National Revenue $833,640 $1,501,000 $1,833,000 $2,215,000 $2,733,000
Political Revenue $500,000 $0 $6,050,000 $300,000 $4,550,000
News Revenue $96,000 $150,000 $300,000 $438,000 $540,000
Other Revenue $609,000 $1,200,000 $1,350,000 $1,666,000 $2,000,000
Total Revenue $5,162,990 $10,349,000 $21,390,000 $18,847,000 $26,470,000
Direct Cost of Revenue
Agency Commissions $89,438 $931,410 $1,925,100 $1,696,230 $2,382,300
Subtotal Cost of Revenue $89,438 $931,410 $1,925,100 $1,696,230 $2,382,300
Other Direct Costs $0 $0 $0 $0 $0
Total Direct Costs $89,438 $931,410 $1,925,100 $1,696,230 $2,382,300
Gross Margin $5,073,553 $9,417,590 $19,464,900 $17,150,770 $24,087,700
Gross Margin % 98% 91% 91% 91% 91%
REVENUEFORECAST

31
Revenue By Year
$0
$5,000,000
$10,000,000
$15,000,000
$20,000,000
$25,000,000
$30,000,000
Other Revenue
News Revenue
Political Revenue
National Revenue
Local Revenue

32
6.2 Pro Forma Profit & Loss
We will deploy all funding to maximize growth and profitability. Our anticipated P&L is as follows:
Revenue $5,162,990 $10,349,000 $21,390,000 $18,847,000 $26,470,000
Total Cost of Revenue $89,438 $931,410 $1,925,100 $1,696,230 $2,382,300
Gross Margin $5,073,553 $9,417,590 $19,464,900 $17,150,770 $24,087,700
Expenses
Corporate Facilities $918,080 $964,000 $1,012,200 $1,062,800 $1,115,900
Studio & Tower Rent $680,000 $714,000 $749,700 $787,200 $826,600
Utilities $360,000 $378,000 $396,900 $416,700 $437,500
Network Comp $600,000 $630,000 $661,500 $694,600 $729,300
Insurance $288,000 $302,400 $317,500 $333,400 $350,100
LMA Fees $120,000 $126,000 $132,300 $138,915 $145,861
FCC Fees $48,000 $50,400 $52,920 $55,566 $58,344
Professional Services $30,000 $31,500 $33,075 $34,729 $36,465
Consultants $60,000 $63,000 $66,150 $69,458 $72,931
Promotion/Marketing $150,000 $157,500 $165,375 $173,644 $182,326
Website Development $16,000 $16,800 $17,640 $18,522 $19,448
Programming $240,000 $724,430 $1,283,400 $1,130,820 $1,588,200
News Operations $960,000 $3,622,150 $7,272,600 $6,219,510 $8,470,400
Production Facilities $80,000 $160,357 $331,436 $292,032 $410,150
Depreciation $0 $0 $0 $0 $0
Payroll Taxes & Benefits $130,912 $157,094 $180,658 $198,724 $214,622
Total Personnel $1,454,576 $1,745,491 $2,007,315 $2,208,046 $2,384,690
Total Op. Expenses $6,135,568 $9,843,122 $14,680,669 $13,834,667 $17,042,837
Profit Before Interest and Taxes ($1,062,015) ($425,532) $4,784,231 $3,316,103 $7,044,863
EBITDA ($1,062,015) ($425,532) $4,784,231 $3,316,103 $7,044,863
Interest Expense $0 $0 $0 $0 $0
Taxes Incurred $0 $0 $0 $0 $0
Net Profit ($1,062,015) ($425,532) $4,784,231 $3,316,103 $7,044,863
Net Profit/Revenue -20.6% -4.1% 22.4% 17.6% 26.6%
PROFORMAPROFIT&LOSS

33
6.3 Break-Even Point
The charts below demonstrate when we expect to become profitable. In these graphics, break-even
occurs when revenue exceeds expenses.
Revenue & Expenses
Year 1 Monthly
$0
$100,000
$200,000
$300,000
$400,000
$500,000
$600,000
$700,000
Month1
Month2
Month3
Month4
Month5
Month6
Month7
Month8
Month9
Month10
Month11
Month12
Revenue
Expenses
Revenue & Expenses
Years 1 to 5
$0
$5,000,000
$10,000,000
$15,000,000
$20,000,000
$25,000,000
$30,000,000
Revenue
Expenses

34
6.4 Projected Cash Flow
The following depictions of our projected cash flow show that the company can maintain sufficient
cash balances over the five years of this plan.
Cash Flow
-$2,000,000
$0
$2,000,000
$4,000,000
$6,000,000
$8,000,000
$10,000,000
$12,000,000
$14,000,000
$16,000,000
$18,000,000
Net Cash Flow
Cash Balance
Cash Received
Revenue $5,162,990 $10,349,000 $21,390,000 $18,847,000 $26,470,000
New Current Borrowing $0 $0 $0 $0 $0
New Long-term Liabilities $0 $0 $0 $0 $0
Sale of Other Current Assets $0 $0 $0 $0 $0
Sale of Long-term Assets $0 $0 $0 $0 $0
New Investment Received $0 $0 $0 $0 $0
Subtotal Cash Received $5,162,990 $10,349,000 $21,390,000 $18,847,000 $26,470,000
Expenditures
Expenditures from Operations
Personnel Expenses $1,454,576 $1,527,305 $1,603,670 $1,683,854 $1,768,046
Bill Payments $4,382,764 $8,900,181 $14,544,863 $13,938,815 $17,354,375
Subtotal Spent on Operations $5,837,340 $10,427,486 $16,148,533 $15,622,668 $19,122,421
Additional Cash Spent
Current Borrowing Repay. $0 $0 $0 $0 $0
L-T Liabilities Principal Repay. $0 $0 $0 $0 $0
Purchase Other Current Assets $0 $0 $0 $0 $0
Film Payments $36,774 $39,396 $35,044 $34,694 $37,122
Dividends $0 $0 $0 $0 $0
Subtotal Cash Spent $5,874,114 $10,466,882 $16,183,577 $15,657,362 $19,159,543
Net Cash Flow ($711,124) ($117,882) $5,206,423 $3,189,638 $7,310,457
Cash Balance $368,796 $250,913 $5,457,337 $8,646,975 $15,957,432
CASHFLOW

35
6.5 Projected Balance Sheet
The balance sheet below highlights our projected assets, liabilities, and capital:
Assets
Current Assets
Cash $368,796 $250,913 $5,457,337 $8,646,975 $15,957,432
Other Current Assets $0 $0 $0 $0 $0
Total Current Assets $368,796 $250,913 $5,457,337 $8,646,975 $15,957,432
Long-term Assets
Long-term Assets $36,774 $76,170 $111,214 $145,908 $183,030
Accumulated Depreciation $0 $0 $0 $0 $0
Total Long-term Assets $36,774 $76,170 $111,214 $145,908 $183,030
Total Assets $405,570 $327,083 $5,568,551 $8,792,883 $16,140,461
Liabilities and Capital
Current Liabilities
Accounts Payable $387,665 $734,711 $1,191,948 $1,100,176 $1,402,892
Current Borrowing $0 $0 $0 $0 $0
Other Current Liabilities $0 $0 $0 $0 $0
Subtotal Current Liabilities $387,665 $734,711 $1,191,948 $1,100,176 $1,402,892
Long-term Liabilities $0 $0 $0 $0 $0
Total Liabilities $387,665 $734,711 $1,191,948 $1,100,176 $1,402,892
Paid-in Capital $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000
Retained Earnings ($5,920,080) ($6,982,095) ($7,407,628) ($2,623,397) $692,706
Earnings ($1,062,015) ($425,532) $4,784,231 $3,316,103 $7,044,863
Total Capital $17,905 ($407,628) $4,376,603 $7,692,706 $14,737,569
Total Liabilities and Capital $405,570 $327,083 $5,568,551 $8,792,883 $16,140,461
BALANCESHEET

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6.6 Sensitivity Analysis
The sensitivity analysis below shows what the impact would be of revenues being either 15% higher or
15% lower than figures we’ve projected earlier in this business plan:
Revenue $5,937,439 $11,901,350 $24,598,500 $21,674,050 $30,440,500
Cost of Goods $102,853 $1,071,122 $2,213,865 $1,950,665 $2,739,645
Gross Margin $5,834,585 $10,830,229 $22,384,635 $19,723,386 $27,700,855
Net Profit ($300,982) $987,106 $7,703,966 $5,888,719 $10,658,018
Net Profit/Revenue -5% 8% 31% 27% 35%
Cash Flow $50,441 $1,295,233 $8,126,786 $5,762,128 $10,924,028
Cash Balance $1,130,361 $2,425,594 $10,552,380 $16,314,508 $27,238,536
BESTCASESCENARIO
REVENUE IS 15% GREATER THAN PROJECTED
Revenue $4,388,542 $8,796,650 $18,181,500 $16,019,950 $22,499,500
Cost of Goods $76,022 $791,699 $1,636,335 $1,441,796 $2,024,955
Gross Margin $4,312,520 $8,004,952 $16,545,165 $14,578,155 $20,474,545
Net Profit ($1,823,048) ($1,838,171) $1,864,496 $743,488 $3,431,708
Net Profit/Revenue -42% -21% 10% 5% 15%
Cash Flow ($1,472,690) ($1,530,997) $2,286,060 $617,149 $3,696,886
Cash Balance ($392,770) ($1,923,767) $362,293 $979,442 $4,676,328
WORSTCASESCENARIO
REVENUE IS 15% LESS THAN PROJECTED

37
77..00 EExxiitt SSttrraatteeggyy
Potential Exits
SpartaMatrix will consider any exit scenario that is suitable for the senior management and other
stakeholders, though it is a major consideration to us that our mission remain intact even in the event
of an outright sale. The sale of regional interests in the Avatar system, some of our extended licenses
or IP, or some portion of the outstanding Company shares is a possibility. A liquidation, refinancing, or
merger/acquisition scenario are also feasible within the five year timeline modeled in this business
plan.

38
AAppppeennddiicceess

39
Appendix I: Recent School Shootings
The following list, compiled from various sources, provides a comprehensive archive of recorded
school shootings that resulted in fatalities since the Virginia Tech massacre in April 2007.
S c h o o l S h o o t in g s , U . S . & Ab r o a d
Recorded Incidents Since April 2007 Virginia Tech Attacks
United States
Institution Location Date Year Victims
Virginia Tech Blacksburg, Virginia, USA April 16 2007 32
Delaware State University Dover, Delaware, USA September 21 2007 1
SuccessTech Academy Cleveland, Ohio, USA October 10 2007 1
Louisiana Technical College Baton Rouge, Louisiana, USA February 8 2008 3
E.O. Green School Oxnard, California, USA February 12 2008 1
Northern Illinois University DeKalb, Illinois, USA February 14 2008 6
Davidson High School Mobile, Alabama, USA March 9 2008 1
Central High School Knoxville, Tennessee, USA August 21 2008 1
Henry Ford High School Detroit, Michigan, USA October 16 2008 1
University of Central Arkansas Conway, Arkansas, USA October 27 2008 2
Dillard High School Fort Lauderdale, Florida, USA November 12 2008 1
Henry Ford College Dearborn, Michigan, USA April 10 2009 2
Wesleyan University Middletown, Connecticut, USA May 1 2009 1
Canandaigua Academy Canandaigua, New York, USA May 5 2009 1
Harvard University Cambridge, Massachusetts, USA May 18 2009 1
Larose-Cut Middle School Larose, Louisiana, USA May 18 2009 1
Atlanta University Center Atlanta, Georgia, USA September 3 2009 1
Discovery Middle School Madison, Alabama, USA February 5 2010 1
University of Alabama Huntsville, Alabama, USA February 12 2010 3
Birney Elementary School Tacoma, Washington, USA February 26 2010 1
Ohio State University Columbus, Ohio, USA March 9 2010 2
Belleville Township High Belleville, Illinois, USA August 17 2010 1
University of Texas Austin Austin, Texas, USA September 28 2010 1
Alisal High School Salinas, California, USA October 1 2010 1
Mid-Atlantic Christian Elizabeth, North Carolina, USA October 3 2010 1
Marinette High School Marinette, Wisconsin, USA November 29 2010 1
Millard South High School Omaha, Nebraska, USA January 5 2011 2
Abroad
Institution Location Date Year Victims
C.W. Jefferys Collegiate Toronto, Ontario, Canada May 23 2007 1
Jokela School Tuusula, Finland November 7 2007 9
Euro International Gurgaon, India December 12 2007 1
Mercaz HaRav Jerusalem, Israel March 6 2008 9
Kauhajoki School Kauhajoki, Finland September 23 2008 11
Winnenden School Winnenden, Germany March 11 2009 16
OAED Vocational Athens, Greece April 10 2009 1
Azerbaijan State Oil Academy Baku, Azerbaijan April 30 2009 13
University of Pecs Pecs, Hungary November 26 2009 1

40
Appendix II: Year One Financials
These tables show a month by month breakdown of our key financial metrics for Year 1 of operation under this model:
Month 1 Month 2 Month 3 Month 4 Month 5 Month 6 Month 7 Month 8 Month 9 Month 10 Month 11 Month 12
Personnel Count
General Manager 4 4 4 4 4 4 4 4 4 4 4 4
Business Manager 4 4 4 4 4 4 4 4 4 4 4 4
Sales Manager 4 4 4 4 4 4 4 4 4 4 4 4
Sales Staff 12 12 12 12 12 12 12 12 12 12 12 12
Admin 4 4 4 4 4 4 4 4 4 4 4 4
News Anchors 8 8 8 8 8 8 8 8 8 8 8 8
Photographers/Editors 8 8 8 8 8 8 8 8 8 8 8 8
Total Personnel 44 44 44 44 44 44 44 44 44 44 44 44
Personnel Wage
General Manager $4,167 $4,167 $4,167 $4,167 $4,167 $4,167 $4,167 $4,167 $4,167 $4,167 $4,167 $4,167
Business Manager $3,750 $3,750 $3,750 $3,750 $3,750 $3,750 $3,750 $3,750 $3,750 $3,750 $3,750 $3,750
Sales Manager $3,333 $3,333 $3,333 $3,333 $3,333 $3,333 $3,333 $3,333 $3,333 $3,333 $3,333 $3,333
Sales Staff $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000 $3,000
Admin $1,387 $1,387 $1,387 $1,387 $1,387 $1,387 $1,387 $1,387 $1,387 $1,387 $1,387 $1,387
News Anchors $2,333 $2,333 $2,333 $2,333 $2,333 $2,333 $2,333 $2,333 $2,333 $2,333 $2,333 $2,333
Photographers/Editors $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000 $2,000
Personnel Costs
General Manager $16,667 $16,667 $16,667 $16,667 $16,667 $16,667 $16,667 $16,667 $16,667 $16,667 $16,667 $16,667
Business Manager $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000 $15,000
Sales Manager $13,333 $13,333 $13,333 $13,333 $13,333 $13,333 $13,333 $13,333 $13,333 $13,333 $13,333 $13,333
Sales Staff $36,000 $36,000 $36,000 $36,000 $36,000 $36,000 $36,000 $36,000 $36,000 $36,000 $36,000 $36,000
Admin $5,548 $5,548 $5,548 $5,548 $5,548 $5,548 $5,548 $5,548 $5,548 $5,548 $5,548 $5,548
News Anchors $18,667 $18,667 $18,667 $18,667 $18,667 $18,667 $18,667 $18,667 $18,667 $18,667 $18,667 $18,667
Photographers/Editors $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000 $16,000
Total Payroll $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215
PERSONNELFORECAST

41
Revenue
Local Revenue $180,000 $216,000 $220,500 $229,500 $243,000 $256,500 $266,400 $270,450 $297,000 $306,000 $315,000 $324,000
National Revenue $38,078 $38,078 $50,318 $54,397 $54,397 $54,397 $67,997 $67,997 $90,662 $90,662 $113,328 $113,328
Political Revenue $100,000 $150,000 $250,000 $0 $0 $0 $0 $0 $0 $0 $0 $0
News Revenue $7,724 $7,724 $8,552 $7,724 $7,724 $8,552 $7,724 $8,552 $7,724 $7,724 $8,552 $7,724
Other Revenue $49,000 $49,000 $54,250 $49,000 $49,000 $54,250 $49,000 $54,250 $49,000 $49,000 $54,250 $49,000
Total Revenue $374,802 $460,802 $583,619 $340,622 $354,122 $373,699 $391,121 $401,248 $444,386 $453,386 $491,130 $494,052
Direct Cost of Revenue
Agency Commissions $4,725 $4,725 $6,131 $6,075 $6,075 $6,469 $7,200 $7,594 $9,075 $9,075 $11,344 $10,950
Subtotal Cost of Revenue $4,725 $4,725 $6,131 $6,075 $6,075 $6,469 $7,200 $7,594 $9,075 $9,075 $11,344 $10,950
Other Direct Costs $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Total Direct Costs $4,725 $4,725 $6,131 $6,075 $6,075 $6,469 $7,200 $7,594 $9,075 $9,075 $11,344 $10,950
Gross Margin $370,077 $456,077 $577,488 $334,547 $348,047 $367,230 $383,921 $393,655 $435,311 $444,311 $479,786 $483,102
Gross Margin % 99% 99% 99% 98% 98% 98% 98% 98% 98% 98% 98% 98%
REVENUEFORECAST

42
Revenue $374,802 $460,802 $583,619 $340,622 $354,122 $373,699 $391,121 $401,248 $444,386 $453,386 $491,130 $494,052
Total Cost of Revenue $4,725 $4,725 $6,131 $6,075 $6,075 $6,469 $7,200 $7,594 $9,075 $9,075 $11,344 $10,950
Gross Margin $370,077 $456,077 $577,488 $334,547 $348,047 $367,230 $383,921 $393,655 $435,311 $444,311 $479,786 $483,102
Gross Margin/Revenue 99% 99% 99% 98% 98% 98% 98% 98% 98% 98% 98% 98%
Expenses
Corporate Facilities $76,507 $76,507 $76,507 $76,507 $76,507 $76,507 $76,507 $76,507 $76,507 $76,507 $76,507 $76,507
Studio & Tower Rent $56,667 $56,667 $56,667 $56,667 $56,667 $56,667 $56,667 $56,667 $56,667 $56,667 $56,667 $56,667
Utilities $30,000 $30,000 $30,000 $30,000 $30,000 $30,000 $30,000 $30,000 $30,000 $30,000 $30,000 $30,000
Network Comp $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000 $50,000
Insurance $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000 $24,000
LMA Fees $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000 $10,000
FCC Fees $4,000 $4,000 $4,000 $4,000 $4,000 $4,000 $4,000 $4,000 $4,000 $4,000 $4,000 $4,000
Professional Services $2,500 $2,500 $2,500 $2,500 $2,500 $2,500 $2,500 $2,500 $2,500 $2,500 $2,500 $2,500
Consultants $5,000 $5,000 $5,000 $5,000 $5,000 $5,000 $5,000 $5,000 $5,000 $5,000 $5,000 $5,000
Promotion/Marketing $12,500 $12,500 $12,500 $12,500 $12,500 $12,500 $12,500 $12,500 $12,500 $12,500 $12,500 $12,500
Website Development $1,333 $1,333 $1,333 $1,333 $1,333 $1,333 $1,333 $1,333 $1,333 $1,333 $1,333 $1,333
Programming $20,000 $20,000 $20,000 $20,000 $20,000 $20,000 $20,000 $20,000 $20,000 $20,000 $20,000 $20,000
News Operations $80,000 $80,000 $80,000 $80,000 $80,000 $80,000 $80,000 $80,000 $80,000 $80,000 $80,000 $80,000
Production Facilities $6,667 $6,667 $6,667 $6,667 $6,667 $6,667 $6,667 $6,667 $6,667 $6,667 $6,667 $6,667
Depreciation $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Payroll Taxes & Benefits $10,909 $10,909 $10,909 $10,909 $10,909 $10,909 $10,909 $10,909 $10,909 $10,909 $10,909 $10,909
Total Personnel $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215
Total Op. Expenses $511,297 $511,297 $511,297 $511,297 $511,297 $511,297 $511,297 $511,297 $511,297 $511,297 $511,297 $511,297
Profit Before Int. and Tax ($141,220) ($55,220) $66,191 ($176,751) ($163,251) ($144,067) ($127,376) ($117,643) ($75,986) ($66,986) ($31,511) ($28,195)
EBITDA ($141,220) ($55,220) $66,191 ($176,751) ($163,251) ($144,067) ($127,376) ($117,643) ($75,986) ($66,986) ($31,511) ($28,195)
Interest Expense $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Taxes Incurred $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Net Profit ($141,220) ($55,220) $66,191 ($176,751) ($163,251) ($144,067) ($127,376) ($117,643) ($75,986) ($66,986) ($31,511) ($28,195)
Net Profit/Revenue -37.7% -12.0% 11.3% -51.9% -46.1% -38.6% -32.6% -29.3% -17.1% -14.8% -6.4% -5.7%
PROFORMAPROFIT&LOSS

43
Current Assets
Cash $1,330,443 $1,258,998 $1,323,484 $1,143,614 $977,299 $830,548 $700,814 $580,488 $502,869 $432,819 $400,436 $368,796
Other Current Assets $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Total Current Assets $1,330,443 $1,258,998 $1,323,484 $1,143,614 $977,299 $830,548 $700,814 $580,488 $502,869 $432,819 $400,436 $368,796
Long-term Assets $3,065 $6,129 $9,194 $12,258 $15,323 $18,387 $21,452 $24,516 $27,581 $30,645 $33,710 $36,774
Accum. Depreciation $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Total Long-term Assets $3,065 $6,129 $9,194 $12,258 $15,323 $18,387 $21,452 $24,516 $27,581 $30,645 $33,710 $36,774
Total Assets $1,333,508 $1,265,127 $1,332,677 $1,155,872 $992,622 $848,935 $722,266 $605,004 $530,450 $463,464 $434,145 $405,570
Current Liabilities
Accounts Payable $394,808 $381,647 $383,007 $382,952 $382,952 $383,333 $384,040 $384,421 $385,852 $385,852 $388,046 $387,665
Current Borrowing $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Other Current Liabilities $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Subtotal Current Liabilities $394,808 $381,647 $383,007 $382,952 $382,952 $383,333 $384,040 $384,421 $385,852 $385,852 $388,046 $387,665
Long-term Liabilities $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Total Liabilities $394,808 $381,647 $383,007 $382,952 $382,952 $383,333 $384,040 $384,421 $385,852 $385,852 $388,046 $387,665
Paid-in Capital $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000 $7,000,000
Retained Earnings ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080) ($5,920,080)
Current Retained Earnings ($141,220) ($196,440) ($130,249) ($307,000) ($470,251) ($614,318) ($741,694) ($859,337) ($935,323) ($1,002,309) ($1,033,820) ($1,062,015)
Total Capital $938,700 $883,480 $949,671 $772,920 $609,669 $465,602 $338,226 $220,583 $144,597 $77,611 $46,100 $17,905
Total Liabilities and Capital $1,333,508 $1,265,127 $1,332,677 $1,155,872 $992,622 $848,935 $722,266 $605,004 $530,450 $463,464 $434,145 $405,570
BALANCESHEET

44
Cash Received
Revenue $374,802 $460,802 $583,619 $340,622 $354,122 $373,699 $391,121 $401,248 $444,386 $453,386 $491,130 $494,052
New Current Borrowing $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
New Long-term Liabilities $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Sale of Other Current Assets $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Sale of Long-term Assets $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
New Investment Received $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Subtotal Cash Received $374,802 $460,802 $583,619 $340,622 $354,122 $373,699 $391,121 $401,248 $444,386 $453,386 $491,130 $494,052
Expenditures
Expenditures from Operations
Personnel Expenses $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215 $121,215
Bill Payments $0 $407,968 $394,855 $396,212 $396,158 $396,171 $396,576 $397,296 $397,726 $399,158 $399,233 $401,413
Subtotal Spent on Operations $121,215 $529,183 $516,069 $517,427 $517,372 $517,385 $517,790 $518,510 $518,940 $520,372 $520,448 $522,628
Additional Cash Spent
Current Borrowing Repay. $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
L-T Liabilities Principal Repay. $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Purchase Other Current Assets $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Film Payments $3,065 $3,065 $3,065 $3,065 $3,065 $3,065 $3,065 $3,065 $3,065 $3,065 $3,065 $3,065
Dividends $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0 $0
Cash Spent $124,279 $532,247 $519,134 $520,491 $520,437 $520,450 $520,855 $521,575 $522,005 $523,437 $523,512 $525,692
Net Cash Flow $250,523 ($71,445) $64,486 ($179,870) ($166,315) ($146,751) ($129,734) ($120,326) ($77,618) ($70,050) ($32,383) ($31,640)
Cash Balance $1,330,443 $1,258,998 $1,323,484 $1,143,614 $977,299 $830,548 $700,814 $580,488 $502,869 $432,819 $400,436 $368,796
CASHFLOW

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