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Innovega Inc.

Innovega Inc.

A combination of modern contact lens and display technologies that uniquely meets demands for stylish, high-performance AR/VR eyewear.

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Deal Type

Convertible Note

Funding Goal

$1,000,000

Current Reservations

$1,178,000

Minimum Reservation

$10,000

Deal Stage

Bridge to Series A

Interest (% per year)

5.00%

Term Length (Months)

24 months

Valuation Cap

$32,000,000

Conversion Discount (%)

20%

Warrant Coverage (%)

N/A

Open Date

09/17/2019

Maximum Reservation

$500,000

Closing Date

11/25/2019

Elevator Pitch

Innovega has developed a wearable display system that includes patented disposable soft contact lenses (smart lenses) and a range of display eyewear (smart glasses).

KPIs

18 Issued Patents

Company Overview

The Issuer Profile may contain forward-looking statements and information relating to, among other things, the company, its business plan and strategy, and its industry. These statements reflect management’s current views with respect to future events based on information currently available and are subject to risks and uncertainties that could cause the company’s actual results to differ materially. Investors are cautioned not to place undue reliance on these forward-looking statements as they are meant for illustrative purposes and they do not represent guarantees of future results, levels of activity, performance, or achievements, all of which cannot be made. Moreover, no person nor any other person or entity assumes responsibility for the accuracy and completeness of forward-looking statements, and is under no duty to update any such statements to conform them to actual results.

BACKGROUND

eMaculaTM is a wearable display system that includes patented disposable soft contact lenses (“smart lenses”) and a range of display eyewear (“smart glasses”). This combination system allows us to meet a wearer’s parallel demand for lightweight, stylish eyewear and access to high-quality media. The eMacula micro-lens optics enable high-resolution display eyewear with more than a 100-degree field of view.

Many companies have attempted to incorporate large conventional optics into even larger headsets or to employ challenging waveguide nanotechnology and electronics to deliver useful display eyewear. Their struggle has derailed forecasted growth of AR/VR. Heavy, obtrusive and hot headsets -- or eyewear with a narrow display -- can negatively impact a wearer's viewing experience. Innovega’s proprietary contact lens and eyewear designs help overcome challenges that historically prevented the advent of lightweight, stylish, high-performance display eyewear.

Our business model allows established contact lens manufacturers to deliver our smart lenses to the market. Our model also provides for multiple manufacturing and distribution partners to commercialize our display eyewear configured for many applications or use cases. Discussions are underway with prospective partners that are strategically positioned for various applications.

Innovega has an opportunity to license its broad patent portfolio and trade secrets, to control supply of key components, and to commercialize its “know-how” to contact lens manufacturers and display eyewear partners around the world. Our patented portfolio of Enhanced Retina Technologies covers the system of contact lenses and smart glasses and key sub-systems including eye tracking. These innovations are protected by Innovega’s twenty-six filed patent applications, thirteen granted U.S. patents and trade secrets relating to lens-processing-based nanotechnology.

PRODUCT AND APPLICATIONS

CEOs at the world’s largest companies describe virtual reality and augmented reality as key enablers of a fundamental shift in how we will interact with media and computing. According to IDC, total spending on AR/VR products and services is expected to soar from $11.4 billion in 2017 to nearly $215 billion 2021, achieving a compound annual growth rate (CAGR) of 113.2%.

Today’s VR users must wear a box-like display that separates them from their surroundings and from other humans. Wearers of AR headsets view either a small window of digital media placed over their environment, or a larger window of media at the cost of wearing a bulky helmet. We believe that neither solution meets the needs or expectations of today’s technology consumer. We believe VR and AR displays must look and feel like conventional eyewear and deliver access to personalized, high-quality, panoramic content for these markets to grow at forecasted rates.

Mark Zuckerberg, CEO of Facebook, has a clear vision for his two billion customers: “We all want glasses, or eventually contact lenses, that look and feel normal but let us overlay all kinds of information and digital objects on top of the real world (2017 Facebook F8 Conference Keynote).” His Chief Scientist and industry thought leader, Michael Abrash, also believes that VR and AR technology will be one of the “great transformational technologies of the next 50 years.” They envision a world in which, instead of carrying smartphones everywhere, we’ll be using stylish AR/VR glasses in every aspect of our lives. This same sentiment has been echoed by management teams at Apple, Microsoft and others.

Innovega has patented and fabricated eye-borne optics that incorporate a powerful micro-lens and light-polarizing filters. These modern contact lenses are matched to lightweight digital eyewear. As a system, they deliver unprecedented performance and style. We were contracted to design and deliver the original eMacula lenses and glasses to meet specifications set by the U.S. Defense Advanced Research Projects Agency (DARPA) and to be suitable for wear by combatants and other service personnel.

More than 60% of people in the U.S. require vision correction. It’s more than 70% in China. Our patented eye-borne optics automatically correct real-world vision while simultaneously delivering digital media that is always in focus. The field of view of this media is two to three times wider than that of current generation display glasses. This means that wearers can experience 50-, 70-, or even a 110-degree field of view at ultra-high resolution from smart glasses that are lightweight, stylish and obstruction-free.

Innovega competed for and won more than $5.7 million in profitable contracts and grants from government agencies. Its lenses and eyewear were tested for DARPA, the National Science Foundation, and the National Eye Institute (National Institutes of Health). We’ve also collaborated with a global provider of designer eyewear. Our largest investor is Tencent, one of the largest video game companies in the world.

We will provide our strategic partners with opportunities to participate in AR/VR markets which analysts forecast will double each year of the coming decade. We are excited to collaborate with the Crowdfunder team to accept (1) further investments from almost 150 existing Innovega "ambassadors" and (2) investments from Crowdfunder’s community of intelligent investors who seek opportunities to participate in advance of a company's commercial phase.

MARKET LANDSCAPE AND OPPORTUNITIES

Opportunities for our patented smart lenses and glasses include:

Visually impaired patient markets: (also referred to as low vision, or partially sighted, and extending to legally-blind patients whose corrected vision measures worse than 20/200). Total Available Markets (TAM) include 5M patients in NA, an additional 5M in UK/Europe, and more than 5M in East Asia. Innovega forecasts Served and Available Markets (SAM) of 500K patients for each of these 3 geographies. This is a large, underserved, and growing community of individuals who have lost their usual lifestyle. Vision-assistance devices for such individuals are typically non-mobile (including home-bound, desk-top camera magnifiers) and offer limited performance. Wearable displays are bulky and deliver a narrow view of their surroundings to the user. Management believes it would be possible to penetrate 10% of each market SAM after five years of sales activity (based on the accepted Bass-diffusion model). Other potential patient markets appear to exist, to include aids for the hearing impaired and those suffering from autism.

Consumer markets: A Boston-based consulting team evaluated market opportunities for video gaming, athletic training, media and information delivery. As many as 20% of Millennials already wear contact lenses and this group is reported to spend at least six hours per day using electronic media devices. General market forecasts describe annual sales that will exceed more than one million units.

Vertical markets: Other non-consumer, so-called vertical markets include factory workers, warehousing, oil and gas industries, healthcare professionals including surgical visualization and horizontal markets for training and education. The Innovega model allows us to support strategic customers who may wish to commercialize our system for these markets and capitalize on its unique performance advantages.

2018/19 ACHIEVEMENTS

Raised more than $3 Million with new investors

Accelerated supply-chain development and development of key fabrication processes

Contracted multiple phases of pre-FDA independent testing of lenses and glasses, to include testing by visually impaired patients

Developed three working eyewear configurations (Immersive/VR; AR; Mobility)

Expanded patent filings in non-U.S. geographies; foundational patent granted in Europe

Secured IRB approval to enable live demonstration of Gen IV lenses and glasses

Traction

  • Experimental Proof of Eyestrain Management for Augmented and Virtual Reality

    September, 2019
  • Innovega Gains Institutional Review Board (IRB) Approval for On-Eye Testing: https://www.emacula.io/Content/pdfs/Innovega-IRB-July-2019.pdf

    July, 2019
  • Closed $1M First Phase of approved $5M Bridge Investment

    April, 2019
  • Filed 26 U.S. Patent Applications (plus related International Applications). High percentage of approval and grant by U.S. Patent Office

    December, 2018
  • Closed 2018 Investment of $2 Million

    June, 2018
  • Tested Key Elements of Commercial Supply Chain; Fabricated Soft Disposable Display Lenses

    January, 2018
  • Completed four Phase II Independent Clinical Trials

    December, 2017
  • Secured $5.5M Revenue from DARPA, U.S. ARMY and NSF

    December, 2016
  • Closed a TENCENT-led, $3.5 Million Investment

    December, 2016

Pitch Deck

Press Mentions

Key Customers & Partners

TENCENT SONY

Testimonials

Visually Impaired Market
Visually Impaired Market
"https://www.innovega.info//pdf/innovega-understanding-low-vision-market.pdf"

Previous Funding

  • $1,143,607 Convertible Note
  • Raise Source: Investors
  • April 2019
  • $1,986,874 Equity
  • Raise Source: Investors
  • June 2018
  • $300,300 Equity
  • Raise Source: Investors
  • December 2017
  • $3,314,035 Convertible Note
  • Raise Source: Investors
  • December 2016

Frequently Asked Questions

As a platform you have the ability to launch your eyewear to one of many new markets. Why did you choose to begin with serving the visually impaired and legally blind in N. America?

Each market needs its own support system ("ecosystem"). For example, consumer markets will benefit greatly from 5G, new operating systems, a functional "AR Cloud", etc. It makes sense to minimize go to market risk and we do so by launching into a domestic and well-understood market, a market where demand is significant and requirements are known, and a market whose channel is well-defined and accessible. A description of the opportunity relating to the under-served Visually Impaired market can be found at: https://www.innovega.info//pdf/innovega-understanding-low-vision-market.pdf

I wear glasses/contacts. Will I be able to use eMacula?

Yes. eMacula’s contacts are designed to correct your vision just like regular contact lenses and prescription glasses. The lenses are soft and have ultra-high oxygen transmissibility. Its light-polarizing filter offers the added benefit of cutting glare – a world’s first in this category. Today’s VR headsets and AR goggles can’t provide your personalized vision correction, so you are asked to wear your regular contacts or glasses behind and in addition to them. eMacula is an all-in-one solution.

Google tried this a few years ago. How can the eMacula system succeed when others seem to have failed?

Google Glass was a low-resolution, one-eye, off-angle display with a 13-degree field of view. Humans have two eyes and 13 degrees is a very small part of their normal view. Looking off-axis with one eye is just not something we ever do. eMacula is different. Innovega's combination of special contact lenses with high-resolution displays can offer 50- to 100-degree fields of view, allowing wearer to benefit from a full-field-of-view experience. eMacula is engineered to deliver performance and style that goes beyond any wearable display that is currently available or expected.

Have you built and tested fully working glasses and lens systems?

Innovega has conducted 2 years of independent wearer trials and demonstrated a system to the U.S. military. Functioning prototypes are under continuous development at Innovega labs in San Diego; we are developing a version tailored for the visually impaired patient and intend other solutions for workers and consumers.

Do I need to remove the contact lenses when I wish to stop using the glasses?

No, you can keep wearing the eMacula contact lenses for your regular activities just as you would wear your regular contact lenses.

Can I have more than one pair of glasses?

Yes. We expect our product partners to offer a range of glasses with different high-resolution display sizes and configurations, allowing you to choose between virtual or augmented reality. We plan for you to be able to enjoy ANY application available from your smartphone, game console or other media device

Risks & Disclosures

Risks and Disclosures

Legislation and regulation have imposed restrictions and requirements on companies operating within the contact lens industry that could have an adverse effect on Innovega’s business. The contact lens industry is regulated, and regulation may continue to constrain the industry. These rules and regulations may impose additional expenses on the Company, may require the attention of senior management, and may result in fines if we are deemed to have violated any regulations. On the other hand, if regulations are loosened, it may be easier for new entrants to enter the market, which would increase the amount of competition that Innovega faces.

Contact lenses require regulatory clearance or approval. Contact lenses are regulated medical devices and require a market clearance or an approval from regulatory bodies. The eMacula contact lens is worn during the waking hours and removed before sleep. It is classified as a daily wear contact lens. Daily wear contact lenses are further classified as Class II, non-significant risk medical devices. The eMacula contact lens will have a new indication for viewing a near eye display. This new indication will require a clinical investigation to derive the evidence to support the claims of the indication. The final determination of the market clearances or approvals and the language of the claims of the indication is made by the respective regulatory bodies and there is no guarantee that the review of the clinical outcomes will result in a favorable granting of the clearance or approval for the new indication.

Innovega’s commercialization model depends on partner licensing and investment. Obtaining a significant number of new customer licensees is critical for the Company’s continued growth and operation. Because its technology has not previously been deployed in the marketplace, it is uncertain whether it will be accepted by prospective customer licensees and there is a risk that the Company will be unable to acquire and retain licensees due to a number of factors, including the proposed licensing fee, capital expenditure requirements. or questions surrounding commercial feasibility of our technology.

The Company has yet to construct its technology on a commercial scale, and it may be unable to solve technical and engineering challenges that would prevent the technology from being economically attractive to prospective partner licensees. Although we have successfully built working prototypes, we have not demonstrated that our technology is viable on a commercial scale. We have never utilized this technology under the conditions or in the volumes that will be required to be profitable and cannot predict all of the difficulties that may arise. If we encounter significant engineering or other obstacles in implementing our technology at commercial scale, our financial condition, cash flows and results of operations could be adversely affected, and such effects could be material.

The Company has over $1,000,000 in deferred compensation. If the Company chooses to repay these deferred wages, this could significantly impact the Company’s cash position and runway. This may also affect the Company’s ability to meet its financial obligations and meet its growth targets.

The Company intends to substantially escalate its burn rate post-raise. If the Company is unable to hit its revenue projections or raise additional capital, it may be unable to meet its financial obligations or will need to alter its projected spend.

Innovega faces competition from other companies in the Augmented Reality and Virtual Reality spaces. Existing companies that engage in the AR/VR business or are within the consumer hardware space could introduce new or enhance existing products. If the Company is able to establish a market around its product, it may find that larger, better funded companies may enter the market, which could negatively impact Innovega’s growth.

Widespread Augmented Reality and Virtual Reality adoption has been slower than expected over the past several years. If the rate of AR/VR adoption does not increase in the coming years, the Company may find a smaller market than expected for its products. This may result in the Company not meeting its growth projections.

Management’s salaries represent a significant portion of the monthly burn and may be higher than average for a pre-revenue startup. This may increase the Company’s burn rate, shorten their runway, or divert funds that could be spent on other aspects of the business.

General Risks and Disclosures

Start-up investing is risky. Investing in startups is very risky, highly speculative, and should not be made by anyone who cannot afford to lose their entire investment. Unlike an investment in a mature business where there is a track record of revenue and income, the success of a startup or early-stage venture often relies on the development of a new product or service that may or may not find a market. Before investing, you should carefully consider the specific risks and disclosures related to both this offering type and the company which can be found in this company profile and the documents in the data room below.

Your shares are not easily transferable. You should not plan on being able to readily transfer and/or resell your security. Currently there is no market or liquidity for these shares and the company does not have any plans to list these shares on an exchange or other secondary market. At some point the company may choose to do so, but until then you should plan to hold your investment for a significant period of time before a “liquidation event” occurs. A “liquidation event” is when the company either lists their shares on an exchange, is acquired, or goes bankrupt.

The Company may not pay dividends for the foreseeable future. Unless otherwise specified in the offering documents and subject to state law, you are not entitled to receive any dividends on your interest in the Company. Accordingly, any potential investor who anticipates the need for current dividends or income from an investment should not purchase any of the securities offered on the Site.

Valuation and capitalization. Unlike listed companies that are valued publicly through market-driven stock prices, the valuation of private companies, especially startups, is difficult to assess and you may risk overpaying for your investment. In addition, there may be additional classes of equity with rights that are superior to the class of equity being sold.

You may only receive limited disclosure. While the company must disclose certain information, since the company is at an early-stage they may only be able to provide limited information about its business plan and operations because it does not have fully developed operations or a long history. The company may also only be obligated to file information periodically regarding its business, including financial statements. A publicly listed company, in contrast, is required to file annual and quarterly reports and promptly disclose certain events — through continuing disclosure that you can use to evaluate the status of your investment.

Investment in personnel. An early-stage investment is also an investment in the entrepreneur or management of the company. Being able to execute on the business plan is often an important factor in whether the business is viable and successful. You should be aware that a portion of your investment may fund the compensation of the company’s employees, including its management. You should carefully review any disclosure regarding the company’s use of proceeds.

Possibility of fraud. In light of the relative ease with which early-stage companies can raise funds, it may be the case that certain opportunities turn out to be money-losing fraudulent schemes. As with other investments, there is no guarantee that investments will be immune from fraud.

Lack of professional guidance. Many successful companies partially attribute their early success to the guidance of professional early-stage investors (e.g., angel investors and venture capital firms). These investors often negotiate for seats on the company’s board of directors and play an important role through their resources, contacts and experience in assisting early-stage companies in executing on their business plans. An early-stage company may not have the benefit of such professional investors.

Documents

Confidential

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