MicroVentures Logo MicroVentures Logo MicroVentures Logo, large text MicroVentures Logo mv-icon-reply mv-icon-bubble mv-icon-bin MV_IGG_FDVC_horizontal MV_IGG_FDVC_stacked

MicroVenture Marketplace

Fluent Forever

Neuroscience-based language learning app

428%

Investors

157

Time to Invest

Security Offered

Convertible Note

Minimum Investment: $100

  • Most successful app in campaign history of Kickstarter as of Nov '17i, ultimately raising over $1.7M in perks-based crowdfunding on Kickstarter and Indiegogo when the campaign closed in Nov '18ii

  • App based on the best-selling book written by founder Gabriel Wyner that has shipped over 146,000 copiesiii

  • Designed to help users become fluent in certain languages in as little 6 months at 30-45 minutes of practice per day

  • Number of users is up 220% year-over-year as of December 2018 from 5,508 to 17,627

Terms

Security Type: Crowd Note

Round Size: Min: $25,000 Max: $107,000

Valuation Cap: $8,500,000

Conversion Provisions: In connection with an equity financing of at least $1,000,000, the Company has the option to convert the Crowd Note into shares of a series of non-voting preferred stock, at the price per share of the new preferred stock sold in the equity financing, or a valuation cap of $8,500,000, whichever results in a lower conversion price. Please refer to the Crowd Note for a complete description of the terms of the Crowd Note, including the conversion provisions.

Perks

$500+: $50 of credit on the Fluent Forever site or a six-month single language subscription

$1,000+: $100 of credit on the Fluent Forever site or a one year all language subscription

$10,000+: $1,000 of credit on Fluent Forever site or a lifetime all language subscription

*You are investing in Crowd Notes in this Offering. Perks are meant to be a thank you from the company for investing. The perks above are NOT inclusive of lower dollar amount perks.

Overview

Opportunity

In 2004, Fluent Forever founder Gabriel Wyner was an engineer with a passionate hobby of singing opera. However, singing in opera would require him to sing in German, French, Italian, and other languages. Wanting to further explore his passion, he set out to become fluent in the languages demanded by the craft. Wyner’s journey began in Vermont, where he spent a summer at the Middlebury Languages School in a German immersion program. After just five weeks, Wyner was singing in German and decided to pursue a professional opera career.

Wyner’s love for languages and fervor for fluency drove him to move to Vienna, Austria in 2007, where he attended the Music and Arts University of the City of Vienna. There, in 2012, he earned a master’s degree with honors in Song and Oratorio. While living in Europe, Wyner spent two months in Perugia, Italy, where he learned Italian. Two years later, he completed a summer French immersion program at the Middlebury Language Schools’ West Coast site at Mills College in Oakland, California, and in 2012, returned to Middlebury Languages School in Vermont for the third time for a Russian immersion program.

That same year, Wyner published a widely-read Lifehacker article about his formula for fluency and soon after landed a publishing offer. In August 2014, Wyner’s first book “Fluent Forever: How to Learn Any Language Fast and Never Forget It” was published and has since shipped more than 146,000 copies, becoming a best seller in April 2018.iv In September 2017, Wyner launched a Kickstarter campaign to support the development of the Fluent Forever app, which has gone on to be one of the most funded apps in Indiegogo crowdfunding history, raising a total of nearly $1.7 million.v

Press

Product

Learn more rapidly by actively creating personalized flashcards.

Recall new words easier with memorable word association.

Hack your memory with the power of spaced repetition.

How Does It Work?

1. Train Your Ears with Pronunciation Lessons

A student needs to learn what a language sounds like before they can learn how to speak it. Fluent Forever’s tools like detailed instructional videos, mnemonic imagery, and minimal pair tests help train the student’s ears in the sound system of their new language.

2. Learn Vocabulary Through Images Instead of Translations

Within two weeks, the company believes student will be able to understand the sounds of their new language and can begin learning words. By creating personalized flashcards using Fluent Forever’s memorable word association system, students are able to rapidly learn the most used words in their new language. Then, using the platform’s automated spaced repetition system, students may retain the new words in their long-term memory by consistently reviewing their flashcards.

3. Learn Grammar Naturally Through Stories Relevant to You

Once the student learns the most used words in the language, they can begin learning sentences. The company believes student can naturally learn grammar through immersive stories, as opposed to boring lessons or complex conjugation tables. Students will never be forced to learn words or grammar they don’t need or want to learn. Rather, they will be able to  visualize how the new words fit into sentences about topics in which they’re interested.

4. Practice Your Speech to Fluency With Native Tutors

In Development

As soon as the student has learned pronunciation, everyday vocabulary, and basic sentences, they should practice conversations with native speakers to cement their new language in their brain. The Fluent Forever app will allow users to connect with native tutors to practice their speech, as well consult them on any language questions to keep their progress on track.

Languages Currently Available in Beta

Use of Proceeds and Product Roadmap

Fluent Forever plans to use the majority of the proceeds from this raise on software development. The company plans to further develop its language learning app by adding additional features, languages, and content. The rest of the proceeds from this raise will be allocated towards general marketing. The company has the ability to alter the use of proceeds at its discretion.

Phase One: Targeted Q4 2018 to Q1 2019

Beta – The beta app was rolled out on iOS and Android over the first several weeks of November 2018 for learners to begin experiencing the Fluent Forever learning method. Users currently have access to six languages: Spanish-Latin American, Spanish-European, French, Italian, German, and Brazilian Portuguese. Pronunciation trainers, ear training, and videos seek to provide learners with the basics of languages (at least 150 words and 150 sentences). Personalized flashcards (flashcards created by the learner with selected unique images) are reviewed through spaced repetition. In early Q1 2019, users will have access to expanded content for the languages currently offered in the beta app as well as the addition of Korean and Russian.

App Release – Official launch of the app in worldwide app stores planned for Q1 2019.

Phase Two: Targeted Q2 2019

App Release – The app is expected to be officially launched worldwide in app stores in Q1 2019. New features are expected to be introduced including daily goal setting, a sentence entry tool that allows users to add their own sentences to their flashcards, and a search function that offers learners a method for finding words and sentences they want to learn.

Phase Three: Targeted Q3-Q4 2019

Expansion – In phase three, the company plans to add Japanese, Dutch, Hebrew, and Mandarin. Further, all previously offered languages will be expanded to 600+ words with curated, proofread sentences with audio. Fluent Forever also plans to develop English as a Second Language (ESL) versions. Localization of the app will allow native speakers of Spanish, French, German, and Italian to learn English. All marketing properties (website, blog, email, ads) will be localized to each new potential ESL market. Users will be able to further customize flashcards with notes and mnemonic reminders and see user progress analytics/stats.

Phase Four: Targeted Q1 2020

Community Use – Learners will be able to begin sharing their sentences with the Fluent Forever app community. A pilot program is expected to begin for official Fluent Forever tutor collaboration via a premium subscription, which will provide learners with a one-on-one experience to learn at their desired pace and receive help with their learning language.

Phase Five: Ongoing

Continued Improvement – Beyond the app, versions of the platform are planned for use with tablets and on the web. Fluent Forever plans to begin developing tools to enter the education, corporate, and enterprise markets. The company also plans to begin the expansion of the official Fluent Forever tutor program. Fluent Forever will also begin expanding to other platforms (tablets, web-app, or desktop), as well as to Mainland China and other Asian ESL markets (which will necessitate a new tech stack).

Business Model

Fluent Forever operates on a software-as-a-service (SaaS) model through its subscription language learning app. Subscriptions cost $9.99 for one month, $8.99 per month for six months, $7.99 per month for twelve months, and $6.99 per month for twenty-four months. Each plan begins after a one-month free trial.

User Traction

In December 2018, Fluent Forever had 17,627 app backers since launching pre-sales. These backers of the yet to be released app could request pronunciation trainers and word lists for self-study. As of December 2018, monthly backer growth has averaged 15% since September 2017.

Historical Financials

Financial Disclosure: Fluent Forever was initially founded in August 2014 as an S Corporation. In April 2018, Fluent Forever also formed a C Corporation and transferred assets of the S Corporation, including intellectual property, to the C Corporation in exchange for common stock of the C Corporation. The S Corporation, which is currently owned solely by founder Gabriel Wyner, currently owns the majority of the C Corporation.

As of the date of this offering, all revenue and expenses of the S Corporation have been transferred to the C Corporation. The following financials are based on a consolidated view of the financials of the S Corporation and C Corporation as they would have looked historically as one entity. These financials are NOT actual historical financials of the C Corporation that is being offered as an investment opportunity, but a consolidated view of both entities’ financials.

Since Q1 2017 through Q4 2018, Fluent Forever has generated over $2.87 million in revenue. Revenue spiked in Q3 2018 due to a transfer of the Kickstarter and Indiegogo proceeds. In 2018, the company generated over $2.83 million in revenue.

Financials based on a consolidated view of the S Corporation and C Corporation. Please see financial disclosure above for more information.

Since Q1 2017 through Q4 2018, Fluent Forever’s expenses have totaled approximately $2.76 million. Expenses have climbed in 2018 as the company worked to build the Fluent Forever app and the technology team to support and expand it. In 2018, the company’s expenses totaled approximately $2.60 million, including cost of goods sold. The largest expense category was for software development, followed by payroll expenses.

Financials based on a consolidated view of the S Corporation and C Corporation. Please see financial disclosure above for more information.

Since Q1 2017 through Q4 2018, Fluent Forever has generated net operating income of approximately $115,000. Net operating income spiked in Q3 2018 due to a transfer of the Kickstarter and Indiegogo proceeds. In 2018, the company had net operating income of approximately $227,000.

Financials based on a consolidated view of the S Corporation and C Corporation. Please see financial disclosure above for more information.

Industry

The worldwide e-learning market was estimated to be worth over $150 billion in 2016 and is forecasted to grow at a compound annual growth rate of 5% from 2017 to 2024. Growth in the e-learning market is expected to be driven by the increase availability of mobile devices and internet access across the globe. Additionally, increasing flexibility of online tools and cloud technology are enabling e-learning to be offered across multiple devices, thereby increasing demand. Mobile learning, in particular, gives people that have limited time the ability to access their account at any location from multiple devices.vi

Online language learning is the method of learning language through digital mediums such as mobile apps and software. The global online language learning market is forecasted to experience double-digit growth over the next five years, rising at a compound annual growth rate of nearly 18%, according to Technavio.vii Market growth is expected to be driven by the cost and flexibility benefits of online language learning compared to traditional methods of language learning, as well as the increased adoption of artificial intelligence.viii

In the first half of 2018, U.S.-based EdTech startups raised $739 million in venture capital across 62 deals. Year-to-date as of June 2018, there have been at least 30 U.S. EdTech acquisitions.ix In all of 2017, EdTech startups raised over $1.2 billion across 126 deals. Of those, $47.9 million was invested in seed and angel stage companies, averaging $850,000 per deal.x

Competitors

Duolingo: Founded in 2011, Duolingo is a language-learning app that uses gamification to make learning fun. The app is available for desktop and mobile use and has over 300 million users.xi The company also offers Duolingo for Schools, which lets teachers track their students in one place through a dashboard. Duolingo is free to all users. The company also offers Duolingo Plus, a premium subscription which includes ad-free lessons and access to lessons offline. The company has raised over $108 million in venture capital fundraising from investors such as Google Capital, Kleiner Perkins, Union Square Ventures, New Enterprise Associates, Drive Capital, Ashton Kutcher, and Tim Ferriss.xii

Rosetta Stone: Founded in 1992, Rosetta Stone (NYSE: RST) provides technology-based language learning solutions including software, online services, and audio practice tools. Rosetta Stone has three main segments: Lexia Learning (the company’s literacy segment), Enterprise & Education Language, and Consumer Language. For on-the-go learning, Rosetta Stone offers a language learning course called Learn Languages: Rosetta Stone® that is designed for use on a smartphone or tablet. Access to the app is included with a subscription to the online product, which ranges from $26.34 per month paid upfront for a 3-month subscription to $5.99 per month for a 24-month subscription paid upfront.xiii According to the company, its platform has millions of users in over 150 countries.xiv In 2017, Rosetta Stone generated nearly $184.6 million in revenue. The Consumer Language segment generated $75.7 million, which was down 14% year-over-year as the segment shifted to a software-as-a-service based revenue model.xv

Babbel: Founded in 2007, Babbel is a language learning app that allows users to learn new languages via desktop, smartphone, or tablet and syncs progress across all devices. The app uses interactive dialogues and speech recognition technology to help give users confidence to speak a new language. Babbel ranges from $12.95 per month with no subscription to $6.95 per month for a 12-month subscription paid upfront.xvi Babbel has over 1 million active subscribers and content in 14 languages.xvii In the past, company raised $33 million from investors over three funding rounds and is now reportedly cash-flow positive.xviii

Memrise: Based in London, Memrise is a language learning system that combines cognitive science, technology, and entertaining content. The platform has an app that allows users to learn on-the-go and has an offline mode for when there is no wifi available. Founded in 2010, the company reportedly has over 35 million users globally across its 20 language courses.xix Users can learn for free or upgrade to the pro version for $9 per month or $4.92 per month for an annual subscription.xx In June 2018, the company announced it raised a $15.5 million Series B round led by Octopus Ventures and Korelya Capital, with participation from existing investors Avalon Ventures and Balderton Capital.xxi

Busuu: Founded in 2008, Busuu provides languages courses for desktop and mobile use. The platform also has an offline mode, where users can download lessons and learn on-the-go. The company gives users the ability to take level tests and earn official McGraw-Hill level completion certificates. Busuu offers courses in 12 languages and claims it has 80 million users worldwide.xxii Busuu offers free flashcards and the premium version ranges from $8.33 per month for three months paid upfront and $5.41 per month for 24 months paid upfront.xxiii In July 2015, the company raised $6.7 million from learning science company McGraw-Hill Education.xxiv

Team

Gabriel Wyner

CEO and Founder

Gabriel is a best-selling author, passionate polyglot, and former opera singer who was born and raised in Los Angeles and currently resides in Chicago. In 2012, Gabriel published a widely-read Lifehacker article about his formula to fluency. In August 2014, his first book “Fluent Forever: How to Learn Any Language Fast and Never Forget It” was published. Gabriel has various levels of fluency in Spanish, German, French, Russian, Italian, Hungarian, and Japanese. He graduated summa cum laude from the University of Southern California in 2007 with dual degrees in Mechanical Engineering and Vocal Arts Performance. He also holds a master’s degree in Song and Oratorio from the Music and Arts University of the City of Vienna.

John Rush

CTO

Prior to joining Fluent Forever, John managed a team of developers in the Games Test Organization at Microsoft Game Studios. His team built test workflow tools and core infrastructure components for PC and Xbox games testing. Before that, John worked at Adobe on the Audition product line after it acquired the bootstrapped startup Syntrillium, where he was the second developer on the team. John has a degree in Computer Science from Sacramento City College.

Heather Tucker

Head of Operations

Before joining Fluent Forever, Heather co-founded PhotographySchool.NL where she designed, developed, and delivered photography courses, workshops, excursions, photo shoots, and resources. Before that, she was a Travel Expert at Jetsetter, part of Gilt Group, where she worked with clients to create customized travel plans through Belgium and the Netherlands. She also worked at Victim Support, where she was responsible for setting up a Children and Young Persons Support Service and implementing it in South East London. Heather studied Psychology at The Open University before transferring to the University of Portsmouth Master’s Program for Criminology and Criminal Psychology.

Gaston Blanchet

Head of Growth

Gaston is the former co-founder and CMO of Trunkster, which crowdfunded $2 million in pre-sales,xxv and received a $28 million valuation on Shark Tank.xxvi At Language World USA, he helped obtain and manage a federal subcontract to train Special Forces in critical languages, and created a new revenue stream by targeting I-20 student visa holders. Before that, he worked at Berlitz in corporate sales, and developed teaching programs. Gaston studied Management, Entrepreneurship, and International Business at the University of Central Florida.

Evan Walther

Business Advisor

Prior to joining Fluent Forever, Evan had co-founded tech startups FitKey, Blue Ribbon Techs, and Pearescope. He’s helped startups raise funding and forge partnerships with major financial institutions like Sanlam Reality and Momentum Multiply. Before that, he was the Director of Operations at Ubiquitous Media (now Gloss Media) where he managed a dynamic team of media professionals. Evan is a graduate of Cornell University.

Discussion

Endnotes

Invest in Startups

Check out the background of our broker-dealer and investment professionals on FINRA's BrokerCheck

MicroVentures is an equity crowdfunding investment platform, combining the best of venture capital with equity crowdfunding. MicroVenture Marketplace is a FINRA registered broker-dealer, offering both primary and secondary investment opportunities through special purpose vehicles or directly into issuers. Our team of investor relations associates is committed to personal relationships with our investors to provide high-touch customer service to help you to invest in startups.

11601 Alterra Parkway, Suite 100, Austin, TX 78758

© 2019 MicroVentures, Inc. All rights reserved.

Brokerage Products: Not FDIC Insured • No Bank Guarantee • May Lose Value

Important Disclosure: MicroVentures.com is a website owned and operated by MicroVentures, Inc. All securities-related activities are conducted through MicroVentures Marketplace, Inc., a registered broker-dealer and member FINRA/SIPC. By accessing this site and any pages thereof, you agree to be bound by our User Agreement and Privacy Policy. MicroVenture Marketplace, Inc. does not provide investment advice or make investment recommendations. No communication, through this website or in any other medium, should be construed as a recommendation for any security offering on or off this investment platform. Regulation D 506 (b) and (c) private placement offerings on this Site are only available to "accredited investors" who are familiar with and willing to accept the high risk associated with these transactions. Similarly, Regulation Crowdfunding offerings on this Site are inherently risky; these transactions are open to all investors aged 18 or older and involve the risk of loss of an entire investment. Securities sold through private placements and crowdfunding are not publicly traded and are intended for investors who do not have a need for a liquid investment. There can be no assurance the valuation is accurate or in agreement with the market or industry valuations. Additionally, investors will receive restricted stock that will be subject to holding period requirements of at least a year, but in most cases much longer. Investing in private placements and crowdfunding requires high-risk tolerance, low liquidity concerns, and long-term commitments. Only invest an amount of money you can afford to lose and without changing your lifestyle. Neither the Securities and Exchange Commission nor any federal or state securities commission or regulatory authority has recommended or approved any investment or the accuracy or completeness of any of the information or materials provided by or through the website. Investors must be able to afford the loss of their entire investment.