We are a Pennsylvania corporation that was incorporated on October 14, 1986 We franchise businesses operating throughout the United States under the names "Fast-Fix Jewelry Repairs" and "FastFix Jewelry and Watch Repairs " Our principal place of business is located at 1515 S Federal Highway, Suite 412, Boca Raton, Florida 33432, and our agents for service of process are set forth in Exhibit A to this disclosure document
On October 31, 2012, our parent, JRE Holdings, Inc, a Florida corporation ("JRE Holdings"), acquired all of our issued and outstanding shares Certain members of our management have an ownership interest in JRE Holdings JRE Holdings' principal business address is 1515 Sunset Drive, Suite 32, Miami, Florida 33143 It engages in no other business activities and has never offered franchises On March 14, 2018, DK-JRE, LLC, a Florida limited liability company ("DK-JRE"), acquired all of issued and outstanding shares of JRE Holdings and its subsidiaries DK-JRE's principal business address is 11895 N W 81*‘ Court, Parkland, FL 33076 It engages in no other business activities and has never offered franchises We have no predecessors Affiliates JRE Franchising, Inc ("JREF") and JRE Enterprises, Inc ("JREE") are affiliates and our wholly-owned subsidiaries, incorporated on February 20, 2004 and April 10, 2007, respectively Their principal place of business is 1515 S Federal Highway, Suite 412, Boca Raton, Florida 33432 These affiliates are engaged in franchising jewelry repair businesses in Ireland and Canada JREF began offering franchises in Ireland on February 20, 2004, and JREE began offering franchises in Canada on January 1, 2008 On December 31, 2018, JREF had 5 franchised locations in Ireland and JREE had no franchised locations in Canada
Since October 14,1986, we have offered franchises for the operation of a business specializing in jewelry and watch repair and retail jewelry sales (each a "FAST-FIX Service Center") utilizing our proprietary methodology for operating a FAST-FIX Service Center, including specific standards and procedures and the Marks (defined in Item 13), all of which may be improved, further developed, or otherwise modified (the "System") We initiated the concept in 1984 with a single FAST-FIX Service Center located in an enclosed shopping mall in Pittsburgh, Pennsylvania We have no business other than offering franchises and assisting franchisees Neither our affiliates nor we have offered franchises in any other line of business We do not conduct business under any other name FAST FIX 0419 47300034 6 FAST-FIX Service Centers specialize in offering a wide range of “while you shop" services including ring sizing, chain repair and replacement, remounting, engraving, eyeglass frame repair, watch and electronic device repair, and battery replacement as well as custom jewelry design and select gift, jewelry and watch retail product opportunities These services and products are sold from kiosks or in-line stores in major regional shopping malls and other high traffic venues We are also granting franchises for FASTFIX Service Centers located in retail stores such as Walmart and Meijer We call these Store-in-Store locations
The initial franchise fee ("Initial Franchise Fee") for a kiosk, in-line or Store-in-Store FAST-FIX Service Center is $40,000 The Initial Franchise Fee is due when you sign your Franchise Agreement (see Exhibit B to this disclosure document), is fully earned when we receive it, and is not refundable, except in the case of a Walmart Store-in-Store In that case, (a) if the Franchise Agreement is not renewed after the initial 3-year term solely as a result of either (I) the closing of the Walmart store or (ii) the termination of the Master Lease or Sublease, we will refund two-thirds of the Initial Franchise Fee to you, or (b) if the Franchise Agreement is not renewed after the first renewal term, we will refund one-third of the Initial Franchise Fee to you To encourage multiple FAST-FIX Service Center development, for each additional FAST-FIX franchise that you open and as long as at the time of opening you are not in default under your Franchise Agreement or any other agreement with us, you will receive a discount of $5,000 from the then-current initial franchise fee If, however, any of your FAST-FIX franchises are sold within 6 months of your receipt FAST-FIX 0419 47300034 6 of any discount, you must immediately return to us the $5,000 discount by wire transfer or cashier's check as a condition of the sale of its existing location In 2018, initial franchise fees for FAST-FIX franchises ranged from $30,000 to $40,000 A $30,000 initial franchise fee was for a FAST-FIX Service Center that was 1 of 5 locations operated by the same franchisee A $35,000 initial franchise fee was for an additional FAST-FIX Service Center to be operated by an existing franchisee Lease Negotiation If you enter into a lease ("Lease) for a FAST-FIX Service Center directly with a landlord, you may retain a real estate attorney to review and negotiate your Lease, or, if you request our assistance in writing, we will assist you in reviewing the Lease (including any renewal of the Lease) and negotiating with your landlord You must reimburse us for our costs and expenses promptly on our written request Our costs and expenses for reviewing and negotiating Leases range from $0 to $2,700, depending on the unique characteristics of each transaction, such as geographic location and complexity of the documents If you are an existing Franchisee that currently has a sublease with us for your FAST-fix Service Center, you must use your best efforts to secure a new Lease directly with the landlord leasing the FASTFIX Service Center to us If you are operating a Store-in-Store at a Walmart or Meijer store, we will require you to enter into a sublease or sublicense agreement, as applicable (the "Sublease") If we require you to enter into a Sublease, you must, reimburse us for our costs and expenses for reviewing and negotiating the lease (the "Master Lease") (or any renewal thereof) for the FAST-FIX Service Center between us and the landlord (the "Landlord") promptly on our written request The lease negotiation fee is fully earned when we receive it, and is not refundable under any circumstances In 2018, the lease negotiation fees we collected from franchisees ranged from $25 to $1,485 IFA VetFran Program We are a member of the International Franchise Association (the "IFA") and participate in the IFA's VetFran Program, a program that provides financial incentives to veterans of the United States Armed Forces to encourage franchise ownership In order to qualify and participate in our VetFran Program, a United States veteran must possess a DD Form 214 document, be new to the Fast-Fix System, own a majority interest in your franchised business, and otherwise meet the requirements of our VetFran Program ("VetFran Participant") If you are a VetFran Participant, we will offer you a 50% discount on the initial franchise fee This fee is fully earned when we receive it and is not refundable under any circumstances In 2018, we sold no franchises to VetFran Participants
Neither we nor any affiliate offers direct or indirect financing Except as described below, we do not guarantee your note, lease or obligation On December 31,2018, we had guarantees on certain leases We have no intent to guarantee any additional leases
The FTC's Franchise Rule permits a franchisor to provide information about the actual or potential financial performance of its franchised and/or franchisor-owned outlets, if there is a reasonable basis for the information, and if the information is included in the disclosure document Financial performance information that differs from that included in Item 19 may be given only if (1) a franchisor provides the actual records of an existing outlet you are considering buying, or (2) a franchisor supplements the information provided in this Item 19, for example, by providing information about possible performance at a particular location or under particular circumstances This Item 19 provides the following financial performance information 1 Gross Sales in 2017 and 2018 Information on the Gross Sales of 122 Mature In-Line Stores in 2017 and 123 Mature In-Line Stores in 2018, the Gross Sales of 16 Mature Kiosks in 2017 and 16 Mature Kiosks in 2018, and the Gross Sales of 3 Mature Store-in-Stores in 2018 2 Gross Sales. Operating Costs, and Net Cash Flows Generated in 2018 Information on the Gross Sales; operating costs and net cash flows generated by 85 Mature In-Line Stores, 10 Mature Kiosks and 3 Mature Store-in-Stores in 2018 Gross Sales in 2017 and 2018 As of December 31, 2017, there were 148 franchised FAST-FIX Service Centers open, and 6 company-owned FAST-FIX Service Centers open The information in this section of Item 19 relates to the FAST FIX 0419 47300034 6 138 franchised FAST-FIX Service Centers that were open for at least 24 months as of December 31, 2017, 122 of which were in-line stores (called "Mature In-Line Stores"), and 16 of which were kiosks (called "Mature Kiosks") The information does not relate to the performance of 10 franchised FAST-FIX Service Centers that were not open for at least 24 months as of December 31, 2017, or to the company-owned FAST-FIX Service Centers During 2017, 5 FAST-FIX Service Centers ceased operations after non-renewals, and 3 FAST-FIX Service Centers were re-acquired by us (1 of which was re-franchised in 2017) As of December 31, 2018, there were 150 franchised FAST-FIX Service Centers open, and 4 company-owned stores open The information in this section of Item 19 relates to the 142 franchised FAST-FIX Service Centers that were open for at least 24 months as of December 31, 2018, 123 of which were in-line stores (called "Mature In-Line Stores"), 16 of which were kiosks (called "Mature Kiosks"), and 3 of which were Store-in-Stores (called "Mature Store-in-Stores") The information does not relate tothe performance of (a) 8 franchised FAST-FIX Service Centers that were not open for at least 24 months as of December 31, 2018, or (b) the 4 company-owned FAST-FIX Service Centers During 2018, 1 FAST-FIX Service Center ceased operations after non-renewal The average, median, highest and lowest annual Gross Sales of the Mature In-Line Stores and Mature Kiosks in 2017 and 2018, and the Mature Store-in-Stores in 2018, are shown in the tables below The Gross Sales figures shown in the tables below do not reflect costs of service materials and products sold, store personnel salaries and related costs, rent, royalty fees, owner's draw, interest, income taxes, depreciation or amortization. Note 1 "Gross Sales" means the entire amount of the sales price of all goods, wares, merchandise or services sold or rendered from the Franchised Business (including all precious metal sales to refiners), whether for cash, charge, credit card or time-sale basis, without reserve or deduction for inability or failure to collect, including all orders for goods or services, whether by mail, telephone, internet or otherwise, and whether the orders will be filled from the Fast-Fix Service Center or elsewhere, so long as the (franchisee) in the normal course of business would attribute the orders or sales to the Franchised Business The following is not included in Gross Sales (a) the amount of refunds, allowances or discounts to customers, provided the same had been previously included in Gross Sales and provided further that if the refunds, allowances or discounts are in the form of credits to customers, the credits will be included in Gross Sales when used by customers in the future, and (b) the amount of any excise or sales tax levied upon retail sales and payable over to the appropriate governmental authority (but only to the extent actually paid when due to the appropriate governmental authority), provided that specific record is made at the time of each sale which clearly indicates that the amount is expressly charged to the customer Note 2 An "average" is calculated by adding the numerical values of all data points in a set, and dividing by the number of data points in the set A "median" is the numerical value ofthe data point in the middle of all data points in a set if a set contains an even number of data points, the median is calculated by identifying the 2 data points in the middle ofthe set, adding their numerical values, and dividing by 2 Note 3 In 2017, the top 25% of Mature In-Line Stores had Gross Sales of $545,460 to $1,330,720, and the bottom 25% of Mature In-Line Stores had Gross Sales of $155,087 to $329,747 Note 4 In 2018, the top 25% of Mature In-Line Stores had Gross Sales of $547,790 to $1,380,410, and the bottom 25% of Mature In-Line Stores had sales of $137,149 to $326,981