ClubZERO Rewards - MEPP
Member Equity Participation Program
ClubZERO Rewards Founder/CEO shares a quick Overview of our MEPP promotion
The Exclusive Founder Credits MEPP Model
Become an Owner | Stay a Member | Grow with Us
ClubZERO Rewards Inc. (ClubZERO - currently being developed) will offer a unique equity participation program to reward up to our 10,000 maximum Founding Members with Founder Credits (FC) - convertible into ClubZERO Rewards equity shares. The goal is to place up to 4,000,000 shares of the total 40,000,000 outstanding shares (representing a collective 10% stake) into the hands of our initial Founding members who supported us during our start-up phases, and in advance of a proposed future direct Nasdaq stock exchange listing by early 2029.
How It Will Work
ClubZERO Rewards has established a 10 million share incentive and participation reserve of a total potential 40M shares outstanding once issued. This consists of 6 million shares allocated for an Employee Equity Incentive Plan (EEIP - 15%), and a 4 million gifted share pool for our Founding members in our Member Equity Participation Program (MEPP - 10%).
Both programs are designed to align employees, partners, and early members with long-term shareholder value creation, based on a future pre-listing share dilution structure with APVG owning 30M shares (75%). Said values are subject to change should the Company elect to conduct a future Initial Public Offering (IPO) adding additional shares.
To participate in our MEPP membership promotion you must become a Founding Member on or before December 31, 2026, subject to membership availability. The cost is $50 monthly, and you must remain an active paid member through the FC equity conversion date of January 1, 2029. Loss of active status forfeits unconverted FCs back into the maximum 4 million gifted "Founder Shares" conversion pool. Here is the process:
1. Become a Founding Member - by 12/31/26 for $50 monthly to participate in our membership promotion.
on launched in June, or buy our Founders Book for $50 and lock in your Founder Member slot
2. Stay Active & Earn Founder Credits (FC) - Earn 10 FC monthly for being an active Founding Member
3. Join Our Partner Affiliate Program - Earn 5 bonus FC monthly while actively referring new members
4. Refer & Earn Bonus FC - Get 1 FC for each new paid member referred each month through 12/31/26.
5. Accrued FCs to Shares - Your FC convert to ClubZERO Founder Shares - in January 2029 or prior to listing onto NASDAQ in early 2029. (subject to NASDAQ registration and SEC requirements)
This pool is divided by the total earned and accrued FC of all active Founding Members have accrued through December 31, 2026, at which time ClubZERO will establish a per share FC conversion value, multiply that by the individual Founding Member, and issue a certificate stating the value, terms and conditions of the gifted share offering. The chart below is an example of the FC to share value based on the factors outlined:
Although likely to change, assuming the full 10,000 maximum Founder Member growth shown in the above chart, with each becoming a Partner Affiliate member, and referring just 2 new paid member referrals monthly, at the FC earning values noted, projections estimate members would have earned a collective total of 920,450 FC. When divided by the total 4,000,000 gifted Founder shares offered, each FC would convert to 4.3457 common
shares of ClubZERO Rewards equity, pre Nasdaq listing.
ll unissued shares within the Company’s reserve pools remain non-participating in dividends, ensuring that early-stage cash flow is retained for asset acquisition, platform expansion, and balance sheet strengthening ahead of a planned public market listing
NOTE: There can be no guarantee that ClubZERO Rewards can in fact conduct a listing onto Nasdaq, or an Initial Public Offering (IPO) of its shares by 2029, or at anytime. In the event a listing is not available for any reason, Founding Members will receive USD $1.00 per FC earned and accrued as an alternate compensation.
Tax Treatment
FCs are non-cash, non-taxable upon issuance and earning. Taxable event occurs at FC conversion to shares.
ClubZERO will provide fair market valuation and tax documentation as required. We are building a dividend paying public company that will allocate 40% of its net earnings to shareholders (maximum 40,000,000 shares outstanding) which may be taxable to shareholders.
Compliance and Legal
The MEPP Plan and Reward Credits Program is designed based on SEC Reg A+ or S-1 compliance. FCs are classified as loyalty rewards, not securities at issuance. Referral and affiliate bonus FCs treated as performance-based participation incentives.
1. Is this real equity?
Yes, FCs convert into actual common stock shares in ClubZERO Rewards Inc. as outlined. Note: FC have no cash value and are not shares until they are converted.
2. Can you legally offer these shares?
Yes, we will seek a direct listing on the NASDAQ Stock Exchange, estimated for early 2029, following all SEC rules and regulations. Our goal is to build a solid company the rewards shareholders long-term.
3. Do I pay extra for shares?
No, shares are a ClubZERO bonus reward for initial active Founding membership and new member referrals, if the member also participates in our Partner Affiliate marketing program.
4. Can I buy Additional FC?
No, you cannot buy FC. They have no cash value, cannot be sold, are earned as outlined under our initial membership marketing program terms and conditions
5. What if I cancel?
Unconverted FCs will be forfeited back to the 4,000,000 reserved share pool to be converted into shares by remaining active participants. Pool remains the same and based on total members joining - up to 10,000.
6. Can I sell shares immediately?
We believe so, as our proposed direct NASDAQ listing means no lockup restrictions. However, we are subject to the rules and SEC laws at the time of listing. It is important to note ClubZERO intends to become a debt-free dividend paying public company, one with a solid projected revenue growth curve - so selling all of your shares once listed may not be a smart decision.
FAQs