A proposal to bring Neww under the Kyros umbrella as a strategic acquisition. Cap table, use of funds, leadership transition, and the 12-month plan.
Neww has run for over five years. $623K in 2023 revenue, $526K in 2022. Over the last twelve months, the agency has intentionally sunsetted external clients to focus its full energy on Kyros portfolio companies. Basketcase. Ashwood. UPPERROOM. The work has shifted from agency-of-record to umbrella-aligned creative partner.
Alongside the agency, Neww has built a platform. 25K active followers, all organic, still growing. A media surface that turns every project, brand, and launch into distribution. The agency makes the work. The platform amplifies it.
That foundation is the asset. The next move is to formalize it. Neww becomes a Kyros entity, gets a new operating leader, and turns outward again as a boutique creative agency with the brand chops, the access, and the relationships to win in the spaces Kyros itself isn't built to court.
Three moves, one decision.
Kyros acquires 60% of Neww at $500K post-money. Closes within 30 days.
Runs the agency. $150K base, 10% equity, aggressive bonus upside.
Production and sales. $5K monthly. 1% from option pool.
$500K post-money. Anchored at 0.8x trailing revenue. Reflects the reality that Neww has narrowed its client roster to focus on Kyros work, and that Jony is stepping out of operating control. This is a control acquisition, priced for what Kyros is actually getting: an agency, a team, a five-year operating history, and a brand ready to be relaunched.
| Holder | % | Notes |
|---|---|---|
| Kyros | 60% | Acquiring majority. $300K check. Board control. Portfolio integration rights. |
| Jony | 15% | Founder, board seat, advisor. Not operating. Indefinite alignment. |
| Jo | 10% | Operating partner alongside Balt. Creative direction lane. $30K cash for partial buyout. |
| Balt | 10% | Incoming CEO. 4-year vest, 1-year cliff, single-trigger acceleration on a Kyros-level event. |
| Option pool | 5% | JP at 1%, plus future key hires. Diluted from existing holders pro-rata if expanded. |
| Total | 100% | Post-money $500K. Implied EV at $1M run-rate: $1M to $2M. |
| Jony cash-out | $100,000 | Partial founder liquidity. Reflects exiting operating role and reducing equity from majority to 15%. |
| Jo cash-out | $30,000 | Partial buyout for the dilution from current holding to 10%. |
| Operating capital | $170,000 | Hiring, infrastructure, SoCal office stand-up, and a real PR push around the announcement. |
| Total | $300,000 | Closes within 30 days of term-sheet signing. |
Balt runs the company. He owns the P&L, the team, the client roster, the hiring decisions, and the day-to-day. Jo operates alongside him as creative direction partner. Jony is on the board, advises, and stays aligned indefinitely as founder, but is not in the operating chair.
| Component | Detail |
|---|---|
| Base salary | $150,000 per year. Aggressive bonus upside on top. |
| Equity | 10% of Neww. 4-year vest, 1-year cliff. Single-trigger acceleration on a Kyros-level event. |
| Deal-source bonus | 15% of revenue from new clients Balt sources, paid for the first 24 months of each contract. |
| Profit kicker | 10% of every dollar of EBITDA above $200K annual, paid quarterly. (See plain-English explanation below.) |
| Equity clawback | If Balt exits before year 1 with no Kyros-level event, vested equity caps at 1.5%. |
Profit kicker, in plain English. Once Neww clears $200K in annual profit (revenue minus all expenses), Balt earns 10% of every additional dollar of profit. If Neww makes $300K in profit, Balt's bonus is 10% of the $100K above the threshold = $10,000. If Neww makes $500K in profit, the bonus is $30,000. If Neww makes $1M in profit, the bonus is $80,000. The threshold protects Kyros against paying out before the business is healthy. The kicker rewards Balt for running it lean and growing it fast.
Base $150K, plus equity vest (~$13K theoretical at $500K post-money), plus deal-source upside (illustrative: $300K of new client revenue × 15% pro-rated = $30-45K), plus profit kicker if profitability lands. Realistic year-one all-in: $190-220K if performance hits. Significantly more if he scales the agency past plan.
JP joins full-time at $5,000 per month. Two roles, one seat:
Equity: 1% from the option pool, 4-year vest, 1-year cliff. Aligns him with long-term agency growth.
| Lane | Owner | Notes |
|---|---|---|
| Kyros umbrella strategy | Kyros leadership | Capital allocation, portfolio direction, new entity formation. |
| Neww · CEO | Balt | P&L, team, clients, hiring, day-to-day operations. |
| Neww · operating partner | Jo | Creative direction. Operates alongside Balt. Move to California pending. |
| Neww · production and sales | JP | Apparel production for portfolio brands plus outbound sales for the agency. |
| Neww · founder and board | Jony | Board seat, advisor, founder. Not operating. Indefinite alignment. |
| Harleys Angels brand | Owned by Kyros · Operated by Neww | LLC formation pending. Services agreement between entities to be drafted. |
Neww gets acquired by Kyros, a Fort Worth-based PE firm. After eight years building creative work for some of the most recognized brands shaping culture: UPPERROOM, New Balance, Basketcase, PMG, Daniel Caesar. The agency joins Kyros as a strategic partnership. Same team. Same taste. New umbrella.
Neww gains a deeper-pocketed strategic partner with a portfolio of brands and a network of capital. Kyros gains an execution layer with the brand chops, the access, and the relationships to operate at the pace the umbrella demands.
The announcement does double duty:
Broad and national, not Dallas-only. Three tiers:
AdAge · Adweek · Campaign · Fast Company · Communication Arts · Creative Review · LBB Online · The Drum · Muse by Clio
Angle: A boutique creative agency joins a Texas PE firm to scale. Notable in a wave of PE moves into creative (R/GA, Truelink, etc.). Differentiated by the cultural roster: faith, music, lifestyle.
Forbes · Inc. · Fortune · Bloomberg · Fast Company · Hypebeast · Highsnobiety · Business of Fashion · Complex · Dazed
Angle: New blueprint for holding companies. Capital plus creative, with a real operator at the helm. Lifestyle outlets pick it up because of the cultural roster (UPPERROOM, Daniel Caesar, New Balance).
Christianity Today · Relevant Magazine · Faithfully Magazine · Outreach Magazine · Church Leaders · Premier Christianity
Angle: An agency with deep relationships in the faith space (UPPERROOM, Basketcase, Bethel via Balt) gains the capital and platform to serve the church market at a new scale. Untapped story for these outlets.
The 25K-follower platform is part of the announcement strategy and part of every campaign that follows. Acquisition story drops on the platform first. Every new client win gets surfaced. Talent spotlights, behind-the-scenes work, portfolio brand launches. The platform compounds: more good work means more reach, more reach means more inbound. We keep investing in it as a core asset.
The agency market is consolidating. PE is buying. The brands that win the next decade need a creative partner who understands culture and can operate at their pace. Neww has the relationships, the taste, and the operating history. Kyros has the capital and the portfolio. The combination is the play.
Kyros 60 / Jony 15 / Jo 10 / Balt 10 / Pool 5 at $500K post-money.
$100K Jony · $30K Jo · $170K operating. Closing within 30 days of term-sheet sign.
$150K base, 10% equity, 15% deal-source bonus (24-month tail), 10% EBITDA kicker above $200K, equity clawback if year-one milestones miss.
$5K monthly, 1% equity from pool, dual mandate on production and agency sales.
Authorize budget within the $170K operating envelope for an outside PR partner to land Tier 1 and Tier 2 outlets at announcement.