ITEM 1
THE FRANCHISOR AND ANY PARENTS,
PREDECESSORS, AND AFFILIATES
In this disclosure document
"Pro Image" means PRO IMAGE FRANCHISE, LC, the franchisor, and does
not include any members or managers of PRO IMAGE FRANCHISE, LC. "You"
means the person or entity who buys the franchise and all officers, directors,
shareholders, owners, and partners of that entity. Pro Image, Franchise, LC is
a Utah limited liability company. Pro Image does business as "Pro Image
Franchise." Our principal business address is 233 North 1250 West Suite
200, Centerville, Utah 84014.
Pro
Image''s agent for service of process is disclosed on Exhibit G.
Pro
Image has no Parent Company.
Predecessors of Pro Image
Franchise, LC are as follows. In June 1985, Kevin Olson opened a sole
proprietorship retail store under the name The Sports Fan which was later
changed to "The Pro Image," there were no franchised stores operated
under this sole proprietorship. The sole proprietorship operated in the Salt Lake City, Utah ZCMI Downtown Center. The second predecessor originally operated under the
name "The Sports Fan, Inc.," in 1986 the name was changed to
"The Pro Image, Inc."
In October 1995 Rentrak
Corporation purchased The Pro Image, Inc. and in 1995 changed the name to
"Pro Image, Inc." In addition to offering franchises, Pro Image, Inc.
operated two affiliate companies; Pro Investors, Inc. which operated the company
owned Pro Image stores and TPI Distributors, Inc. which distributed product to
the Pro Image stores. In December 1996, PI Acquisition, L.C. purchased the
franchise portion of Pro Image, Inc., the two affiliate companies were not
included in the purchase. The franchise portion consisted of the then-existing
franchise agreements, trademarks and copyrights owned by Pro Image, Inc.
Additionally, on November 30,
1997, PI Acquisition, LC purchased Merle Harmon''s Fan Fair and Fan Fair from
Frazier Merchandising, Inc. One year later, on November 30, 1998, PI
Acquisition, L.C. changed its name to Pro Image Franchise, LC. There are no
other predecessor businesses to Pro Image Franchise, L.C. The inception date
for Pro Image Franchise, LC (formerly PI Acquisition, L.C.) is December 1996.
Pro Image Franchise, LC ("Pro Image") has offered franchises since
December 1996 and continues to do so. The principal business address of the
predecessors was 563 West 500 South, Suite 330, Bountiful, Utah 84010. The PRO IMAGE has no subsidiary or affiliate companies.
The original predecessor
operated as a sole proprietorship and did not offer franchises, but operated a
retail store similar to those now offered by Pro Image. In 1986, The Pro Image,
Inc. (originally The Sports Fan, Inc.) offered franchises for the right to sell
professional and collegiate licensed sports-oriented products and sportswear
and the right to use various trademarks and service marks owned by The Pro
Image, Inc. The Pro Image, Inc. offered said franchises for ten years.
Merle Harmon''s Fan Fair and Fan
Fair were competitors of Pro Image, offering franchises for the right to sell
professional and collegiate licensed sports-oriented products and sportswear.
Prior to Pro Image''s purchase of Merle Harmon''s Fan Fair and Fan Fair, Merle
Harmon''s Fan Fair and Fan Fair had conducted a business of the type similar to
that operated by a Pro Image franchisee since 1977. The purchase included the
franchise agreements with the remaining Merle Harmon''s Fan Fair and Fan Fair
franchisees and the various trademarks and service marks owned by Merle
Harmon''s Fan Fair and Fan Fair.
Pro Image Franchise, LC has not
operated a business of the type described in this disclosure document. However,
several of Pro Image Franchise, LC employees were employees of The Pro Image,
Inc.
All stores operated by Pro Image franchisees are
located in retail areas. The stores have approximately 600 to 3275 square feet
and are located principally in shopping malls near high traffic areas. As of
December 31, 2006, there were 86 franchised Pro Image stores in the United States.
Pro Image franchises the right
to sell professional and collegiate licensed sports-oriented products and
sportswear and the right to use Pro Image''s systems together with the service
marks, trademarks and other methods and techniques of operation for a store
called "Pro Image" (sometimes referred to as "Pro Image
Store"). Under the franchise agreement, you can establish a Pro Image
Store in a limited area of primary responsibility (usually within the confines
of a regional enclosed shopping mall or factory outlet center) and use the
business format and sales and marketing systems developed by Pro Image. You can
also sell produces bearing trademarks owned by Pro Image. Pro Image makes
available training for you covering all aspects of the retail sale of licensed
sports products and sportswear. Pro Image uses field representatives to assist
you in opening and servicing your Pro Image Store.
The sports product and
sportswear business is highly competitive and the market in this area of retail
business is well developed. Any store that offers sports products or sportswear
could be considered your competitor. In some geographic areas it is possible
that there will be several, direct and indirect competitors near your Pro Image
Store, ranging from department clothing stores to sporting goods stores.
Success in the operation of your Pro Image Store requires your best efforts,
capabilities, management, and efficient operation of the store. Success also
depends on factors out of your control like general economic trends and other
local marketing conditions. Pro Image cannot and does not guarantee the
profitability or success of your Pro Image Store.
There are no regulations specific to this industry.
Pro Image''s franchisees often
operate their stores in shopping malls. Pro Image has developed a store concept
with an emphasis on caps ("CAPZ"). These stores are similar to Pro
Image stores in that both are retail sports products and sportswear stores
featuring products licensed by sports organizations. However, these CAPZ stores
have a product mix emphasizing caps. Pro Image began offering franchises with
an emphasis on caps in 1999. The concept of CAPZ stores was developed in order
to enable new and existing franchisees to locate stores within malls that
already have competitor professional sports oriented retail sports products and
sportswear stores. CAPZ stores are available via this disclosure document.
These new concept stores may also provide existing franchisees with expansion
opportunities within their own territory.
Pro Image has never offered franchises
in any other line of business, nor have any of Pro Image''s predecessors offered
franchises in any other line of business. Pro Image does not operate businesses
of the type described in this disclosure document.
