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Business Description

Our principal business address is 8800 E. Pleasant Valley Road, Cleveland, Ohio 44131 and our telephone number is 800-825-1525. Our affiliates include our general partners and parents, Proforma, Inc. (“Proforma, Inc.”) and ProVenture, Inc. (“ProVenture”), which own and control us. Proforma, Inc. is also our predecessor. Proforma, Inc. is an Ohio corporation incorporated on May 12, 1981. The principal business address of Proforma, Inc. is 8800 E. Pleasant Valley Road, Cleveland, Ohio 44131 and its telephone number is 800-825-1525. ProVenture is a Florida corporation incorporated on November 15, 1993. The principal business address of ProVenture is 336 Bic Drive, Milford, CT 06460 and its telephone number is 800-888-4848. Other than GSL Distribution, Inc. described below, we have no other affiliates. The principal business addresses of our agents for service of process are shown on Exhibit F. We conduct business under the name “PFG Ventures, L.P.,” “PFG Ventures,” “PFG Ventures, L.P. d/b/a Proforma,” “PFG Ventures, L.P. d/b/a Proforma,” and “Proforma.” We are an Ohio limited partnership organized on December 30, 1999, that previously operated as an Ohio joint venture partnership from December 3, 1993 until December 30, 1999. References to “we” include both the joint venture and the limited partnership.

Prior Experience

Our affiliates include our general partners and parents, Proforma, Inc. (“Proforma, Inc.”) and ProVenture, Inc. (“ProVenture”), which own and control us. Proforma, Inc. is also our predecessor. Proforma, Inc. is an Ohio corporation incorporated on May 12, 1981. The principal business address of Proforma, Inc. is 8800 E. Pleasant Valley Road, Cleveland, Ohio 44131 and its telephone number is 800-825-1525. ProVenture is a Florida corporation incorporated on November 15, 1993. The principal business address of ProVenture is 336 Bic Drive, Milford, CT 06460 and its telephone number is 800-888-4848. Other than GSL Distribution, Inc. described below, we have no other affiliates.Proforma, Inc., our predecessor, conducted a business similar to the businesses we are offering to franchise from 1978 to 1995. They also granted franchises similar to those offered in this disclosure document from 1985 through January 1994. From 2014 through 2017, we offered franchised printing businesses which have operated from fixed locations. We have never offered franchises in any other line of business. Other than Proforma, Inc., we have no affiliates who offered franchises of any kind.

Business Offered

We offer franchises for the operation of businesses specializing in the sale and distribution of printed business products and services, including business forms, commercial printing, specialty advertising items, packaging, apparel, point-of-purchase displays, multi-media services and related business supplies. Between March 5, 2010 and December 31, 2015, we operated one Proforma franchise through an affiliate, GSL Distribution, Inc. (“GSL”), which operated a business that was similar to the franchises that we offer. Since, January 1, 2016, the only business it has transacted has been through sales representatives in the United Kingdom. The principal business address of GSL is 8800 E. Pleasant Valley Road, Cleveland, Ohio 44131. GSL does not offer, and has never offered, franchises for this business or any other business; nor has it conducted any other line of business. We have no other business activities.

Initial Fees

If you meet our qualifications as a Start-Up franchise owner, you must pay us an initial franchise fee of $34,500 no later than the day before you begin our initial training program. Start-Up franchise owners will also be required to purchase a $4,500 customized Fast-Track Marketing Kit personally designed from Proforma's proprietary marketing and business development tools and resources no later than the day before you begin our initial training program. We are a member of the International Franchise Association and participate in their VetFran Program, which provides special financial incentives to qualified veterans. In November, 2012, we began offering 100 franchise grants to qualifying honorably-discharged veterans of the United States Armed Forces (“U.S. Veterans”). The $34,500 initial franchise fee will be waived in its entirety for the first 100 qualifying honorably-discharged U.S. Veterans approved for a Proforma Start-Up franchise (“Veteran Franchise Grant Program”). As of the issuance date of this Franchise Disclosure Document, not all of the 100 Veteran Franchise Grants have been awarded. Qualified veterans receiving a Start-Up franchise under the Veterans Franchise Grant Program will be required to invest $4,500 for the customized Fast-Track Marketing Kit personally designed from Proforma's proprietary marketing and business development tools and resources. We may modify or discontinue this Veteran Franchise Grant Program at any time. Upon expiration or termination of the Veteran Franchise Grant Program, qualifying U.S. Veterans will pay fifty-percent (50%) of the initial franchise fee, or $17,250, as a Startup franchise owner. To be eligible for the Veteran Franchise Grant Program or the fifty-percent (50%) fee discount, you must be able to verify honorable discharge from any branch of the United States Military via an official copy of your DD Form 214 (Certificate of Release or Discharge from Active Duty). If you qualify for this discount, you must maintain during the term of the Franchise Agreement a 51% majority interest in the beneficial and voting interest of the Franchised Business. We may modify or discontinue either program for U.S. Veterans at any time. Start-Up franchise owners have a business background in industries other than business forms, commercial printing, specialty advertising items, packaging, apparel, point-of-purchase displays, multi-media services and related business supplies. For those with relevant industry experience (defined below) or those who qualify as a conversion franchise (defined below), the initial franchise fee for a Proforma franchise is waived. Relevant Industry Experience and Conversion franchise owners are more fully described below. No part of the initial franchise fee is refundable. No part of the customized Fast-Track Marketing Kit fee is refundable. Relevant Industry Experience You have “Relevant Industry Experience” and your initial franchise fee for a Proforma Franchise will be waived if either (a) in your role as a representative or employee of a company which primarily sold business forms, commercial printing, specialty advertising items, packaging, apparel, point-of-purchase displays, multi-media services and related business supplies during the 12 consecutive months before you sign an Agreement, you can prove that you sold at least $120,000 of those products; or (b) you were in a full-time role as a sales representative, sales employee, or direct sales support employee of a company that primarily sold business forms, commercial printing, specialty advertising items, packaging, apparel, point-of-purchase displays, multi-media services and related business supplies for at least three years within the previous five years; or (c) you can demonstrate relevant industry experience that is acceptable to us in our own sole discretion. Conversion You are a “Conversion franchise owner” and your initial franchise fee for a Proforma Franchise will be waived if you have a controlling interest in an existing business that primarily sells business forms, commercial printing, specialty advertising items, packaging, apparel, point-of-purchase displays, multi-media services and related business supplies that has been in operation for at least 12 consecutive months before signing an Agreement. The initial franchise fee does not apply to current franchise owners who are renewing their Agreement during this time period.

Financing

We do not offer direct or indirect financing for the initial franchise fee of your Franchised Business, if any. We do not refer or place financing on your behalf with any lenders, nor receive any consideration from lenders in referring you for financing or otherwise. We do not guarantee your note, lease or obligation. The Agreement authorizes us to invoice your customers, collect your account receivables, and pay your suppliers and certain other fees from the receivables we collect. You receive the balance after paying suppliers, our fees and other amounts to which you have agreed to pay us. Sometimes we advance funds on your behalf to pay your suppliers before we have received payment from your customers. To facilitate these advances, we have obtained a line of credit from a third-party institutional lender, U.S. Bank, National Association, which requires the pledging of all of your receivables and other assets as collateral for all advances made pursuant to this line of credit. We reserve the right to change lenders and/or modify the terms of our financing arrangements at any time. We receive no consideration from U.S. Bank, National Association other than a line of credit, which we may use to provide prepayment to your suppliers before we have received payment from your customers. At our discretion, we may advance money on your behalf to pay vendors for products before we have received payment from your customers. The Manual currently provides that if we have not received the corresponding customer payment within 75 days of the customer invoice date, any money we advanced on your behalf to pay vendors for products is immediately due and owing, and we have the right to deduct any vendor payments from your net proceeds. Therefore, we will require you to satisfy our credit requirements before we grant you a franchise. We also will require you to provide us with a personal guaranty (“Personal Guaranty”), and we may require you to provide us with additional collateral if we agree to advance payments on your behalf. Any costs we incur to prepare, file, perfect or to foreclose on the collateral must be paid by you. If in our opinion your personal assets are inadequate security for credit we may extend to you or to your Franchised Business, we also may require a Personal Guaranty from your spouse or from another creditworthy person. This may place their assets at risk. (See Guaranty of Franchise Owner's Undertakings.) If your marital status changes, we may require you to obtain a new Guaranty of Franchise Owner's undertaking which you and a Guarantor will be required to execute. We do not assume any liability or obligation to advance funds on your behalf. The financing document, Exhibit D, is titled “Receivables and Security Agreement” (“Receivables Agreement”). Pursuant to the Receivables Agreement: a. you sell us your accounts receivables. Additionally, you must grant to our lender a first priority security interest in all your accounts receivable and other assets to secure amounts we owe the lender because of advances we have made on your behalf, fees you owe us under the Franchise Agreement, and for general corporate purposes. You must also grant to us a subordinated security interest in all of your accounts receivable, inventory and other assets to secure payment and performance of all of your obligations owed to us; b. The sale of and the granting of a security interest in your accounts receivable will be recorded on UCC Standard Forms 1 and 3, Exhibits D-1 and D-2, and filed with the Secretary of State or any other entity as the laws of your jurisdiction permit for the recordation of security interests. You agree to appoint us as your attorney-in-fact to sign UCC financing statements and other documents on your behalf to evidence and to perfect the security interests described above; c. You agree to sell and we agree to buy at the gross invoice amount, but subject to actual collection, all of your accounts receivable arising out of the Franchised Business. As payment for your accounts receivable, we agree to remit to you the net proceeds of the amounts we collect from your customers. “Net Proceeds” equals gross collections, less payments made to your suppliers, less prompt pay discounts taken by us, and less payments due to us pursuant to the Agreement or other agreements you have with us; d. If a customer pays you directly, we deem that the entire amount you receive as held in trust for us as our property. You must immediately turn over to us the check or other form of payment you have received. Your failure to do so or to provide us with complete information about the relevant transactions is a basis for termination of your Franchise and imposes upon you a duty to pay us three times the amount you have failed to send us; e. You irrevocably appoint us or our designee as your attorney-in-fact, to endorse in your name any notes, acceptances, checks, drafts, money orders, or other remittances, invoices, freight, or express bills or bills-of-lading, storage receipts, warehouse receipts, or other instruments or documents in respect to the accounts receivable; to sign your name to drafts against you, assignments, or verifications of the receivables and notices to your customers; to change your post office address if you cease business, breach or terminate the Agreement, breach the Receivables Agreement, or if for any reason we feel insecure about your ability or willingness to honor the Receivables Agreement; f. If you discontinue operating the Franchised Business, we may purchase your remaining accounts receivable; and g. The Receivables Agreement terminates when the last of the following events to occur has occurred: i. you have paid us for the accounts receivable; ii. We have performed our collection obligations with respect to the accounts receivable; and iii. You have repaid us any sums the Receivables Agreement, the Franchise Agreement or any other agreement we have with you requires you to pay us. You are not required to pay any factoring or finance charges in connection with the Receivables Agreement.

Franchisee Revenue and Profit

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 that 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.