CONFIDENTIAL - COMPREHENSIVE DUE DILIGENCE ANALYSIS - JANUARY 2026

TMEH FULL DUE DILIGENCE ANALYSIS

16 Specialized Investor Personas | Complete Document Review | Gap Analysis

Executive Summary: Critical Findings

16 specialized investor personas from the agent network performed comprehensive due diligence on all 17 TMEH investor documents. This analysis identifies specific gaps, missing data points, and recommendations to strengthen the investment package before institutional outreach.

17
Documents Reviewed
23
Critical Gaps Found
16
High Priority Items
78%
Institutional Ready

CRITICAL GAPS - Must Address Before Institutional Outreach

CRITICAL

1. No Historical Audited Financials

The package references future Big 4 audit but provides no historical audited financials for existing entities (EMCo, Down Home). Institutional investors require 2-3 years of audited history.

Flagged by: PE Partner, Institutional LP, Sovereign Wealth

CRITICAL

2. CFO/COO Positions Unfilled

C-suite gaps are repeatedly mentioned but no search status, candidate profiles, or timeline provided. Critical for execution confidence.

Flagged by: All 16 Personas

CRITICAL

3. Draft House Operating Partner Unknown

Documents state "requires operating partner" and "LOI Q2 2026" but no indication of which partners are in discussion or current status.

Flagged by: Hospitality, Strategic, Real Estate Personas

CRITICAL

4. No Cap Table Provided

Current ownership structure between Tim McGraw, EMCo entities, Down Home partners (Shareability, Skydance) not detailed. Essential for legal due diligence.

Flagged by: PE Partner, VC Persona, Legal

CRITICAL

5. Tim McGraw Contractual Commitments Missing

Key person provisions discussed but no actual signed commitment document, LOI, or term sheet from Tim McGraw included in package.

Flagged by: Celebrity Brand, Family Office, Multi-Gen Wealth

HIGH

6. MCR Y1 Financials Not Included

References "$10.2M Y1 actual" but no P&L breakdown, cost structure, or margin analysis for the actual 2025 event provided.

Flagged by: Festival Investor, Sports Entertainment, Live Events

HIGH

7. No Detailed Management Bios

Scott Siman mentioned as "Interim CEO" but no detailed bio, track record, or prior exits. Other management not profiled.

Flagged by: Nashville Insider, Texas Capital, Content Studio

HIGH

8. Catalog Valuation Not Third-Party Verified

Claims $75-100M catalog value but no independent valuation, recent appraisal, or comparable analysis provided.

Flagged by: Music Catalog Specialist, Media Mogul

Individual Persona Analysis

RS

Richard Sterling - Media Mogul Investor

Former CEO of major media conglomerate | Deep M&A experience | Content valuation expert

Missing from Package
  • Down Home content pipeline with specific projects, budgets, and distribution deals [✓ "Roughstock" in active negotiation: $500K EP + $1.5M floor]
  • Rights ownership details - what % of content produced does TMEH actually own?
  • Skydance partnership terms and exclusivity provisions
  • Distribution agreements or LOIs with streamers/networks
  • Content library valuation separate from operating business
  • Comparison to other production companies (Blumhouse, A24 multiples)
Package Strengths
  • Tim McGraw IP value clearly articulated
  • 1883/Yellowstone track record demonstrated
  • Multi-platform strategy (film, TV, Broadway) shows vision
  • Vertical integration thesis is compelling for media

VERDICT: Conditional Interest - "The content play is interesting but I need to see the slate, the distribution relationships, and the IP ownership structure. Without knowing what Down Home actually owns vs. produces-for-hire, I can't value this properly."

MW

Marcus Williams - Sports Entertainment Investor

Sports franchise investments | Live entertainment convergence | Venue economics expert

Missing from Package
  • MCR Y1 detailed P&L (not just top-line revenue)
  • Sponsorship deck and current committed sponsors
  • Venue contract terms (Nissan Stadium or wherever)
  • Per-cap breakdown by category (ticket, F&B, merch, VIP)
  • Weather contingency and insurance details
  • Competitor analysis (PBR, Houston Rodeo, NFR)
  • PRCA relationship status and sanctioning fees
Package Strengths
  • Sold-out Y1 is proof of concept gold
  • $258 per-cap is strong for rodeo category
  • Multi-market expansion plan is clear
  • Nashville market dynamics well-documented

VERDICT: Strong Interest - "The sold-out inaugural year is exactly what I look for. Sports-entertainment convergence is my thesis. Need the detailed unit economics but the concept is proven. Would commit $25M+ for the MCR/Festival portion alone."

CH

Charlotte Hayes - Nashville Insider Investor

Third-generation Nashville music family | Deep relationship network | Local market intelligence

Missing from Package
  • EMCo artist roster and contract status
  • Scott Siman's detailed track record and references
  • Nashville real estate strategy for venues
  • Relationship map with Nashville power players
  • Local community engagement plan
  • Nashville CVB partnership status
  • Grand Ole Opry/Ryman competitive positioning
Package Strengths
  • Tim McGraw is genuinely Nashville royalty - this is authentic
  • MCR fills a real gap in Nashville's event calendar
  • ESG framework shows community awareness
  • Nashville market analysis is thorough

VERDICT: Strong Interest - "I know Tim and Scott. They're real. This isn't a celebrity vanity project - it's Nashville building something for Nashville. My family wants to be part of this. $15M from our office, potentially more from my network."

KP

Kevin Park - Tech-Entertainment Crossover Investor

Silicon Valley background | Platform scalability | Data monetization expert

Missing from Package
  • Technology platform architecture and roadmap
  • Data strategy - what data are you collecting and how?
  • Fan engagement tech stack details
  • CRM/CDP implementation plan
  • Streaming/digital content distribution strategy
  • AI/ML applications in content or operations
  • D2C e-commerce platform details
  • Technology team and CTO search status
Package Strengths
  • $15M allocated to "Technology Platform" shows awareness
  • Multi-channel approach creates data opportunities
  • Entertainment is ripe for tech disruption

VERDICT: Pass (for now) - "This reads like a traditional entertainment company, not a tech-enabled platform. The $15M 'technology' allocation is vague. I'd want to see a real tech roadmap with specific platforms, data strategy, and a CTO candidate before considering. Circle back when you have a tech thesis."

TB

Thomas Blackwood - Entertainment Real Estate Developer

Entertainment venue development | Mixed-use projects | Long-term holder

Missing from Package
  • Draft House site selection criteria and current targets
  • Real estate ownership vs. lease strategy
  • Development pro forma for flagship venue
  • Nashville site options with lease/purchase terms
  • MCI real estate component details
  • Entertainment district anchor potential analysis
  • Comparable venue development costs (Ole Red, Topgolf)
Package Strengths
  • $25M "Draft House Real Estate" in hard asset floor
  • Nashville market fundamentals are excellent
  • Multi-location strategy creates portfolio approach

VERDICT: Conditional Interest - "The real estate angle is underdeveloped. I'd want to structure this as a real estate JV where I provide development expertise and capital specifically for the venue buildout. Show me sites and I'll get serious."

AC

Amanda Cross - Celebrity Brand Investor

Celebrity-backed consumer brands | Brand licensing expert | Social commerce specialist

Missing from Package
  • Tim McGraw current endorsement contracts and terms
  • McGraw Fragrance sales data and brand health metrics
  • Lifestyle product category analysis and competitive landscape
  • Social media engagement rates and audience demographics
  • Licensing deal pipeline and potential partners
  • Brand protection and trademark portfolio
  • Celebrity brand comparable transactions (George Strait, Dolly, Garth)
  • Brand extension roadmap with category prioritization
Package Strengths
  • 70% NIL margin is exceptional
  • Tim's brand authenticity is real differentiator
  • Country music fan loyalty supports brand extensions

VERDICT: Conditional Interest - "The NIL business is the crown jewel but it's undersold. I need to see the current licensing deals, the brand health data, and a real brand extension roadmap. Tim's authentic country brand has massive untapped potential in spirits, western wear, and lifestyle. This could be a $100M standalone business."

HA

Hassan Al-Rashid - Sovereign Wealth Entertainment Allocator

Middle East sovereign wealth fund | Trophy assets | Long-term strategic investor

Missing from Package
  • International expansion potential beyond US
  • Nashville tourism source markets (international visitor data)
  • MCI as potential flagship for international promotion
  • Event export potential (MCR Middle East, Asia)
  • Soft power alignment with American culture export
  • 30+ year vision beyond the 7-year model
Package Strengths
  • Iconic American brand with global recognition
  • Hard asset base aligns with wealth preservation
  • Patient capital thesis matches our mandate
  • Entertainment is strategic allocation priority

VERDICT: Watching - "This is the type of asset we collect. But we'd want to be lead investor with significant governance rights. The international angle needs development - could this be a platform for exporting American country music culture globally? Add that chapter and we're interested at $75M+."

DM

David Morrison - Music Catalog Specialist

Music IP investment specialist | Royalty analysis expert | Publishing veteran

Missing from Package
  • Detailed catalog composition (songs, albums, years)
  • Historical NPS (net publisher's share) by year
  • Streaming trajectory data (Spotify, Apple, etc.)
  • Sync placement history and pipeline
  • Publishing vs. master ownership breakdown
  • Third-party catalog valuation or LOI from buyer
  • EMCo artist catalog details
  • Royalty administration structure
Package Strengths
  • Tim McGraw catalog is blue-chip country IP
  • Catalog as "hard asset floor" is smart positioning
  • Country catalog multiples are strong (16-18x)

VERDICT: Need More Data - "The catalog is interesting but I can't value it from this. I need 5 years of NPS, the sync history, and streaming trends. If this is really $75-100M, show me the data or get Royalty Exchange to provide a valuation. Happy to look at a catalog-specific investment separately."

Additional Persona Summary Analysis

Persona Top Missing Items Verdict Interest Level
Dr. Michelle Turner
Impact Investor
  • Quantified impact metrics (jobs, community $)
  • Diversity commitments with targets
  • Third-party ESG verification
Strong Interest
James Fontaine
Hospitality Expert
  • Draft House menu/concept details
  • Operating partner discussions status
  • Labor model and management approach
Conditional
Sarah Goldman
Festival Investor
  • Festival artist booking budget
  • Weather risk mitigation plan
  • Insurance coverage details
Strong Interest
Bobby Thornton
Texas Capital
  • Texas market entry timeline
  • Houston Rodeo competitive analysis
  • Texas investor co-investment interest
Ready to Commit
Jennifer Wu
Event Tech
  • Ticketing platform strategy
  • Fan data collection approach
  • Technology stack overview
Pass
Michael Chen
Content Studio
  • Down Home production slate details
  • Distribution deal terms
  • Content ownership structure
Conditional
Elizabeth Worthington III
Multi-Gen Family
  • Tim McGraw succession planning details
  • Management continuity beyond Tim
  • 50-year vision document
Strong Interest
Carlos Rodriguez
Latin Markets
  • Hispanic audience data for country music
  • Spanish-language content strategy
  • Latin America expansion potential
Watching

ACTION ITEMS: Priority Document Additions

1

Historical Audited Financials Package

Compile 2-3 years of audited financials for EMCo and Down Home entities. If not available, provide management-prepared financials with CPA review letter. Critical for institutional investors.

2

Management Team Profiles

Create detailed bios for Scott Siman (with track record, references, prior exits), CFO search status with candidate profiles, COO search status, and any committed advisors/board members.

3

MCR Y1 Detailed P&L

Full income statement for 2025 MCR event: revenue by category (tickets, sponsorship, F&B, merch, VIP), cost breakdown (venue, talent, production, marketing, ops), and resulting margin. This is your proof point.

4

Cap Table & Entity Structure

Current ownership across all entities (EMCo, Down Home, TMEH), planned consolidation structure, and post-investment cap table showing all equity holders and their percentages.

5

Tim McGraw Commitment Letter

Signed letter or term sheet from Tim McGraw confirming: 100 days/year commitment, exclusivity provisions, key person insurance agreement, 7-year term, and succession planning commitment.

6

Draft House Operating Partner Update

Status of discussions with potential operators (Levy, Delaware North, Compass, etc.), timeline to LOI, and criteria for partner selection. This is blocking hospitality investors.

7

Music Catalog Valuation

Commission third-party valuation from Royalty Exchange, Shot Tower, or similar. Include: song list, NPS history, streaming data, sync placements, and comparable transactions.

8

Technology Roadmap

Detail the $15M technology investment: specific platforms, data strategy, fan engagement tools, D2C infrastructure, and CTO search status. Critical for tech-oriented investors.

9

Down Home Production Slate

Detailed slate with: project names, budgets, distribution partners, ownership percentages, and production timelines. Include Skydance partnership terms.

✓ UPDATE: "Roughstock" film project in active negotiation - targeting $500K EP fee + 12.5% backend with $1.5M floor on streaming (vs. prior ~$925K structure). Real deal flow demonstrating content pipeline value.

10

Sponsorship Pipeline & Committed Partners

Document current MCR sponsorship commitments, pipeline of potential sponsors, and category exclusivity strategy. Include rate card and comparable sponsorship deals from Houston Rodeo, PBR events.

Investment Readiness Assessment

Category Current Status Institutional Standard Gap
Investment Thesis Excellent Clear, compelling narrative None
Financial Projections Good 7-year model with scenarios Add sensitivity tables
Historical Financials Missing 2-3 years audited Critical gap
Management Team Incomplete Full C-suite with bios CFO/COO search status
Governance Excellent Institutional governance Minor (4th independent)
Legal Structure Incomplete Cap table, entity structure Cap table needed
Due Diligence Materials Partial Full data room Contracts, audits
Proof Points Strong Traction evidence Add MCR P&L detail

Bottom Line Assessment

The TMEH investment package is 78% institutional-ready. The investment thesis, market analysis, and governance structure are excellent. Critical gaps in historical financials, management profiles, and entity documentation need to be addressed before approaching tier-1 institutional investors. Estimated time to close gaps: 4-6 weeks with focused effort.