Financing films with NFTs

How FRESH KILLS is incorporating NFTs into their offering on Upstream

9 min readNov 5, 2021

By Vanessa Malone

Upstream, a MERJ Exchange Market, is now live and available for download on iOS or Android!

Upstream aims to be a modern exchange for investors around the world to access and trade exciting opportunities, including fan-driven IPOs tied to entertainers, musicians, athletes, sports teams, along with NFTs (non-fungible tokens) as additional rewards alongside the IPOs.

The first fan-driven IPO available today is for FRESH KILLS, a gripping drama that tells the story of the loyal women of an organized crime family that dominated some of the boroughs of New York City in the late 20th century.

Written and to be directed by Jennifer Esposito, FRESH KILLS intends to be the first feature film to be financed and traded by a global fan base on Upstream via a first-of-its kind IPO.¹

Interested fans and investors in the United States and outside the United States can get started at the FRESH KILLS website.

Apart from purchasing FRESH KILLS’ securities, fans in the United States and worldwide can support the FRESH KILLS film and movement by purchasing FRESH KILLS NFTs through the Upstream app using credit or debit cards, USDC stablecoin, or traditional bank payments. These become available to trade when the IPO closes.

More than just a feature film, FRESH KILLS hopes to pave a road for filmmakers to seek an innovative funding path outside of traditional Hollywood funding practices.

We believe the hybrid approach used for FRESH KILLS will enable fans to experience the excitement of filmmaking from beginning to end as film investors and/or proud owners of exclusive NFTs and rewards.

The FRESH KILLS offering has two types of NFTs: FRESH NFTs which are stunning pieces of art designed by award-winning female artist Gala Mirissa only available during this offering; and FRESH-PERK NFTs which include rewards like livestreams with the creators, walking the red carpet, having your name read out in the film, and even a chance to be in the movie!

About Gala Mirissa

Finalist in the Visual Artist Award Miami 2018 for Best Technical Innovation
Work selected for inclusion in the International Filmmaker Biennale Women in Cinema (Berlin)
Named by BeInCrypto on International Women’s Day 2021 as one of the three most influential hispanic women in the cryptocurrency industry who are using NFT (non-fungible token) technology
Ranks amongst the top sales in the rank list of NFT by CryptoArt.io.

Check out what FRESH KILLS NFTs and rewards are available for purchase today on Upstream:

FRESH NFTs

Designed by AWARD-WINNING FEMALE ARTIST GALA MIRISSA, and only available during this Offering. The following five NFTs are available for everyone to purchase or bid on from the NFT market in the Upstream app.

THE BRIDGE (F1-BRIDGE) $1,000 — Auction Price* (5,000 available)

2. BETRAYAL (F2-BETRAYAL) — $10,000 — Auction Price* (only 50 available!)

3. FAMILY(F3-FAM-01) — $50,000 — Auction Reserve Price** (only 20 available!)

4. TRANSFORMATION (F4-TRN-01) — $150,000 — Auction Reserve Price** (only 10 available!)

5. FREEDOM — $300,000 — Auction Reserve Price** (only 3 available!)

*Each NFT auction closes once the reserve bid is met, i.e., a Dutch auction.

**Auction closes when this Offering closes.

FRESH-PERK NFTs

For investors, FRESH-PERK NFTs, and associated perks, are in addition to the ownership of the security purchased in any of the Offerings. FRESH-PERK NFTs are also available to all fans as standalone NFTs who want to support FRESH KILLS and will be auctioned via the Upstream App.

The following seven FRESH-PERK NFTs, or rewards, are available for everyone to purchase on the NFT market in the Upstream app.

The INCLUSION ELEVATORS NFT (FP1-INELE) — $25 Auction Price*

2. The MOVEMENT MAKERS NFT (FP2-MOMK)— $150 Auction Price*

Rewards: You will receive a DIGITAL COPY of the SCRIPT signed by the writer and director Jennifer Esposito and the cast of the film. You will receive a DIGITAL POSTER of the film when the film is ready for distribution.

3. The RULE BREAKERS NFT (FP3-RUBR)— $1,500 Auction Price*

Rewards: You will receive ALL OF THE ABOVE plus an invite to a VIRTUAL SCREENING with the Director, Producers and any available CAST members to view the film together and take part in a Q&A afterwards.

4. The DISRUPTORS NFT (FP4-DISR)— $10,000 Auction Price* (only 45 available!)

Rewards: You will receive ALL OF THE ABOVE plus your name will be in the end CREDITS under THE DISRUPTORS section.

5. The DIVERSITY ADVOCATE NFT (FP5-DAV-01) — $100,000 Auction Reserve Price** (only 25 available!)

Rewards: You will receive ALL OF THE ABOVE plus an invitation for you and a guest to walk the RED CARPET and join us at the PREMIERE and the AFTER PARTY!!
(Travel not included).

6. The GAME CHANGERS NFT (FP6-GCH-01) — $250,000 Auction Reserve Price** (only 10 available!)

Rewards: You will receive ALL OF THE ABOVE, plus an “CO-EXECUTIVE PRODUCER” CREDIT on the film, which includes your name in the film credits and on IMDB. The GAME CHANGERS also includes a SET VISIT in person or virtually. (Travel not included).

7. The VISIONARY NFT (FP7-VIS-1) — $500,000 Auction Reserve Price (only 3 available!)

Rewards: You will receive ALL OF THE ABOVE plus an “EXECUTIVE PRODUCER” CREDIT on the film, which includes your name in the film credits and on IMDB. As a VISIONARY you also get a virtual or in-person DINNER with the filmmaker, the producers and the team behind this incredible platform.
(Travel not included).

*Each NFT auction closes once the reserve bid is met, i.e., a Dutch auction.

*Auction closes when this Offering closes.

How to purchase FRESH NFTs and FRESH-PERK NFTs on Upstream

Download Upstream on IOS or Android.
Tap sign-up and go through our streamlined onboarding process.
Login and fund your account using PayPal, USD, or USDC Stablecoin. Upstream maintains certain insurances and bankruptcy protections for cash and securities held by Upstream Members. Details here. FRESH TIP: The quickest way to fund your account is to navigate to the Investor screen on the app, tap debit or credit card, tap Fund with PayPal and do as prompted. You don’t have to have a PayPal account to fund your account using credit and debit card.
Navigate to Market, tap NFT where you’ll find a list of FRESH NFTs from award-winning artist Gala Mirissa and FRESH-PERK NFTs associated with incredible perks like livestreams with the creators, walking the red carpet, having your name read out in the film, and even a chance to be in the movie!
Tap Bid.
When the Auction closes, you’ll be allocated your NFT.

1 The securities the Company is offering, where permitted by law, are shares of its Series A Convertible Preferred Stock.

Safe Harbor Statement and Disclaimer

THIS BLOG SHALL NOT CONSTITUTE AN OFFER TO SELL SECURITIES OR THE SOLICITATION OF AN OFFER TO BUY SECURITIES IN ANY JURISDICTION WHERE SUCH OFFER OR SOLICITATION IS NOT PERMITTED. ANY PERSON’S INDICATION OF INTEREST INVOLVES NO OBLIGATION OR COMMITMENT OF ANY KIND. THE INFORMATION REGARDING THE SECURITIES OF FRESH KILLS, INC. (THE “COMPANY”) ON UPSTREAM ACCESSIBLE FROM THE HTTPS://FRESHKILLSFILM.COM/ WEBPAGE DOES NOT CONSTITUTE AN OFFER OF THE COMPANY’S SECURITIES FOR SALE IN THE UNITED STATES TO U.S.-BASED INVESTORS, EITHER U.S. CITIZENS OR PERMANENT RESIDENTS OF THE UNITED STATES. NONE OF THE SECURITIES DESCRIBED OR DIRECTLY OR INDIRECTLY REFERRED TO IN THE MATERIALS ACCESSIBLE FROM THE HTTPS://FRESHKILLSFILM.COM/ WEBPAGE HAVE BEEN NOR WILL THEY BE REGISTERED UNDER THE U.S. SECURITIES ACT OF 1933, AS AMENDED (“U.S. SECURITIES ACT”). ACCORDINGLY, THE SECURITIES DESCRIBED IN THE MATERIALS ACCESSIBLE FROM THE HTTPS://UPSTREAM.EXCHANGE/FRESH WEBPAGE ARE BEING OFFERED AND SOLD ONLY IN OFFERS AND SALES THAT OCCUR OUTSIDE THE UNITED STATES TO PURCHASERS WHO ARE NOT U.S. PERSONS (AS DEFINED IN REGULATION S OF THE SECURITIES ACT) IN OFFSHORE TRANSACTIONS IN RELIANCE ON REGULATION S. YOU SHOULD NOT ACCESS THE HTTPS://UPSTREAM.EXCHANGE/FRESH WEBPAGE IF YOU ARE A U.S. PERSON AS DEFINED IN REGULATION S AND YOU ARE DEEMED TO HAVE ACKNOWLEDGED, REPRESENTED AND WARRANT THIS TO THE COMPANY. IN ADDITION, FRESH KILLS INC. IS CURRENTLY UNDERTAKING A PRIVATE PLACEMENT OFFERING PURSUANT TO SECTION 4(A)(2) OF THE SECURITIES ACT OF 1933, AS AMENDED (THE “SECURITIES ACT”), AND/OR RULE 506(C) OF REGULATION D PROMULGATED THEREUNDER. INVESTORS SHOULD CONSIDER THE INVESTMENT OBJECTIVES, RISKS, AND INVESTMENT TIME HORIZON OF FRESH KILLS INC. CAREFULLY BEFORE INVESTING. THE OFFERING DOCUMENTS RELATING TO EACH OFFERING OF EQUITY INTERESTS BY FRESH KILLS INC. WILL CONTAIN THIS AND OTHER INFORMATION ABOUT FRESH KILLS INC. AND SHOULD BE READ CAREFULLY BEFORE INVESTING. IN ACCORDANCE THEREWITH, YOU SHOULD BE AWARE THAT (I) THE SECURITIES MAY BE SOLD ONLY TO “ACCREDITED INVESTORS,” AS DEFINED IN RULE 501(A) OF THE SECURITIES ACT, WHICH FOR NATURAL PERSONS ARE INVESTORS WHO MEET CERTAIN MINIMUM ANNUAL INCOME OR NET WORTH THRESHOLDS; (II) THE SECURITIES WILL ONLY BE OFFERED IN RELIANCE ON AN EXEMPTION FROM THE REGISTRATION REQUIREMENTS OF THE SECURITIES ACT AND WILL NOT BE REQUIRED TO COMPLY WITH SPECIFIC DISCLOSURE REQUIREMENTS THAT APPLY TO REGISTRATION UNDER THE SECURITIES ACT; (III) THE SECURITIES AND EXCHANGE COMMISSION WILL NOT PASS UPON THE MERITS OF OR GIVE ITS APPROVAL TO THE SECURITIES, THE TERMS OF THE OFFERING, OR THE ACCURACY OR COMPLETENESS OF ANY OFFERING MATERIALS; (IV) THE SECURITIES WILL BE SUBJECT TO LEGAL RESTRICTIONS ON TRANSFER AND RESALE AND INVESTORS SHOULD NOT ASSUME THEY WILL BE ABLE TO RESELL THEIR SECURITIES; INVESTING IN SECURITIES INVOLVES RISK, AND INVESTORS SHOULD BE ABLE TO BEAR THE LOSS OF THEIR INVESTMENT. THIS RELEASE CONTAINS FORWARD LOOKING STATEMENTS BASED ON ASSUMPTIONS AND REFLECTS THE COMPANY’S EXPECTATIONS, ESTIMATES AND PROJECTIONS OF FUTURE EVENTS. FORWARD LOOKING STATEMENTS INCLUDE WITHOUT LIMITATION, STATEMENTS REGARDING THE PERFORMANCE, PROSPECTS, OPPORTUNITIES, PRIORITIES, TARGETS, GOALS, OBJECTIVES, STRATEGIES, GROWTH AND OUTLOOK OF THE COMPANY. OFTEN, BUT NOT ALWAYS, FORWARD LOOKING STATEMENTS CAN BE IDENTIFIED BY THE USE OF WORDS SUCH AS “EXPECTS”, “ANTICIPATES”, “PLANS”, “BELIEVES”, “ESTIMATES”, “SEEKS”, “INTENDS”, “TARGETS”, “PROJECTS”, “FORECASTS”, OR VARIATIONS (INCLUDING NEGATIVE VARIATIONS) OF SUCH WORDS AND PHRASES, OR STATE THAT CERTAIN ACTIONS, EVENTS OR RESULTS “MAY”, “COULD”, “WOULD”, “MIGHT” OR “WILL” BE TAKEN, OCCUR OR BE ACHIEVED. THE COMPANY’S ACTUAL RESULTS COULD DIFFER MATERIALLY FROM THOSE ANTICIPATED IN THESE FORWARD-LOOKING STATEMENTS AS A RESULT OF CERTAIN FACTORS NOT WITHIN THE CONTROL OF THE COMPANY. THE COMPANY CAUTIONS READERS NOT TO PLACE UNDUE RELIANCE ON ANY SUCH FORWARD-LOOKING STATEMENTS, WHICH SPEAK ONLY AS OF THE DATE MADE. THE COMPANY DISCLAIMS ANY OBLIGATION SUBSEQUENTLY TO REVISE ANY FORWARD-LOOKING STATEMENTS TO REFLECT EVENTS OR CIRCUMSTANCES AFTER THE DATE OF SUCH STATEMENTS OR TO REFLECT THE OCCURRENCE OF ANTICIPATED OR UNANTICIPATED EVENTS.