Megalopolis: City of Collectibles

The Comic-Con Experience Online

Megalopolis: City of Collectibles

The Comic-Con Experience Online

Salt Lake City, UT
Consumer Products
Megalopolis brings the Comic-Con experience online by being the internet's definitive source for premium action figures, toy news, and original content made by and for collectors.


Days Left
Price per Share
Offering Type
Min. Investment


Days Left
Price per Share
Offering Type
Min. Investment

Bonus Rewards

Get rewarded for investing more into Megalopolis: City of Collectibles

StartEngine Owner’s Bonus
This offering is eligible for the StartEngine Owner’s 10% Bonus program. For details on this program, please see the Offering Summary section below.
Level I: Fanboy
$25 Megalopolis gift card + choice of free Megalopolis gift shop t-shirt
Level II: Iron
$250 Megalopolis gift card + Megalopolis exclusive figure—Boss Fight Studio Vitruvian H.A.C.K.S. Darvold + previous perks*
Level III: Bronze
$500 Megalopolis gift card + Boss Fight Studio Vitruvian H.A.C.K.S. Bundle (about $250 worth of product) that is compatible with our exclusive + previous perks*
Level IV: Silver
Digital download of exclusive, previously unseen Overlordin' Ain't Easy animated short + previous perks*
Level V: Gold
Double loyalty points for life** + Level IV: Silver
Level VI: Platinum
Triple loyalty points for life** + Level IV: Silver
Level VII: Diamond
Mythic Legions action figure autographed by H. Eric Mayse (Cornboy) of 4Horsemen Toy Design + 5% bonus shares + Level VI: Platinum
Level VIII: Hero
All expense paid trip to Salt Lake City to meet the owners of Megalopolis and see the headquarters + Level VII: Diamond which includes 5% bonus shares

Reasons to Invest

Quick Growth - $2.3M gross toy sales in first 18 months of operation
Loyal Customers - 75% of total gross revenue from repeat customers
Expanding Channels - Launched mobile app in July 2019 w/ 5,000+ downloads

Toy collectors lack a one-stop-shop for all their favorite brands

When collectors search for their favorite brands and toys online (i.e. Marvel, Star Wars, Power Rangers, Transformers, WWE), they’re forced to switch between many different sites, each with their own licenses and niches.

Collectors in this industry are committed to their specialties and deserve a vendor they identify with. Instead, they are at the mercy of a disconnected web of sellers taking no precautions to cater to specialty collectors.

Megalopolis is the one-stop-shop for collectors and fans

Megalopolis is the hub of collectibles fandom. Collectors want to do business with experts who are as excited about the items as they are, which is why we aim to capture the buzz and enthusiasm of Comic-Con in the way we have crafted Megalopolis.

We know our customers aren’t just looking to buy a collectible every now and again, but are constantly looking for updates on new developments on their favorite brands. To keep our customer base engaged in between purchases, we launched an app that aggregates news tailored to the user’s interests. 

The collectibles market is approaching $2B1

The collectibles market is flush with dedicated customers with lifelong emotional attachments to the products. It grew 26%2 in 2018 alone.

Our top three competitors represent 3$160 million with the rest of the market divided among smaller retailers, including some which are industry-adjacent offer a sparse catalog.

The collectibles market segment is the fastest growing in the toys & games industry. It is also the least-crowded and worst-catered to, offering us the perfect opportunity to achieve massive growth.

$2.5M in revenue in under two years

By April, our 2019 YTD revenue had eclipsed our total revenue from 2018 ($740k). By July 2019, we more than doubled our 2018 gross revenue. Our exponential growth has been driven by our dedication to customer retention and focus on building lasting consumer relationships. 

  • 30% of our lifetime sales are international and 75% of our lifetime revenue has come from repeat customers

  • We have maintained a 6.0 ROAS since September of last year

  • Pre-sold 500 units of first Megalopolis exclusive toy product directly after announcing it at San Diego Comic Con 2019

  • 5,000 Megalopolis Mobile app downloads

  • 27,000 loyalty program members


Official Fulfillment Partner of Mythic Legions by Four Horsemen

At Megalopolis, we strive to partner only with groups and individuals who produce or promote quality action figures/collectibles that cut no corners. We've assembled an impressive network with some of the most renowned independent talent in the industry. 

Four Horsemen Toy Design - H. Eric Mayse, Jim Preziosi, and Eric Treadway started as sculptors with McFarlane Toys during the heyday of “Spawn.” They left to form Four Horsemen Studios and contract with Mattel, Hasbro, Super7, and many more. Megalopolis handles fulfillment of Four Horsemen's popular independently-released Mythic Legions toy line.

Boss Fight Studio - Former designers for Hasbro who left to form independent studio. We are an exclusive retailer and strategic partner of Boss Fight, and have a collaborative action-figure release coming later this fall.

*NOTE: Our Boss Fight exclusive debuted as a pre-order at San Diego Comic Con and was nearly 50% sold out within hours. It is up for pre-order here

Pixel Dan - Toy industry insider/YouTuber (150M views, 250k subscribers)

Shartimus Prime - Toy industry insider/YouTuber (230M Views, 500k Subscribers)





We’ve taken a virtual market place and turned it into a beloved brand

We are primarily an e-commerce company and purveyor of toy collectibles, selling specialty and import collectibles from exclusive manufacturers and distributors. We've married technical innovation with unparalleled customer value, as our loyalty program allows consumers to get free products among other rewards — strengthening our bonds with our customer base.

Our brand is becoming synonymous with quality & efficiency, as well as our offbeat original characters and exclusive products. Our mascot, THE TOY OVERLORD, has no face or fixed identity and can neatly blend into any marketing or product category. In essence, we are building our own fandom that engulfs other toy fandoms.

Returning customers are the engine of our revenue strategy

The average Megalopolis customer purchases 2-3 times per year. We use our loyalty programs to incentivize these return customers and increase pre-order sales, which allow us to reduce risk and keep prices steady.

Our average product gross margin is 35%-40%, while co-branded exclusives can raise gross margins to as high as 40%-45%. Manufacturing our own goods promises even greater increases.


Offering payment-plans to our customers through providers and Klarna allows collectors to plan frequent purchases or to afford an item that is in a higher price range. 

Our key to sustainable revenue is our customer retention (which makes up 75 percent of revenue), and it is a large part of how we are able to market aggressively.

Megalopolis is not just a destination for buying collectibles, it’s a lifestyle

Our competitors offer little more than a place to purchase collectibles. They are interchangeable and forgettable. Megalopolis is a destination for collectors who have proven they will come back time and time again. We are a lifestyle brand, and much like the collectibles we sell, we have our own legion of dedicated fans.

Our mobile app provides extensive value and engagement beyond its shopping roots

Original Video Content

Videos from us, Shartimus Prime, Pixel Dan, and more. Formats include stop motion, live action and animation!

Overlordin' Ain't Easy Comic Series

Follow the comic misadventures of the Toy Overlord, Karen, the Loyalty Lion & the rest of the gang--with new installments released regularly via Megalopolis Mobile.

News From The Collectibles Industry

We curate headlines from across toy fandom and mix them with our own, providing the only truly comprehensive toy news experience available on mobile.

Megalopolis will be ubiquitous with online collectibles

As we grow, we will not only continue to expand our product line but also innovate on behalf of our fans. Here are our targets for the next three years:


  • Product mix leans more heavily toward exclusives and proprietary goods
  • Release increased video content via mobile app
  • Build Megalopolis character universe & push Toy Overlord brand
  • Develop custom mobile/web system back-end 


  • Make Mega Stream available for subscription surcharge
  • Virtual & augmented reality R&D
  • Close on Series A Funding ($5M-$10M)


  • Launch VR shopping apparatus
  • Begin licensing out Megalopolis properties/earning royalties
  • Source more collaborators for Mega Stream
  • Begin R&D for VR comic-conventions project

Coming Developments

Mega Stream

Subscription streaming platform. Surcharge upgrade to regular Megalopolis Mobile app. Content library bolstered with time and resources.

Megalopolis VR/AR

Users will immerse themselves via headset in a VR/AR shopping environment that combines e-commerce convenience with brick-and-mortar tactile experience. We will later utilize this technology for VR comic conventions--the very precipice of future fandom.

Licensing Megalopolis IP to 3rd Parties

Earn royalties from licensing out Toy Overlord and related characters to third parties for media and merchandise.

Megalopolis was created by and for collectors

We have our fingers on the pulse of collector culture and know what the fandom is looking for because we are collectors ourselves. Our team brings in an all-star cast of industry insiders, designers, and technologists primed to turn the collectible market on its head.

Architects Behind the Brand

Matt Westover

President/CEO & Founder

Interests: Dragon Ball, Street Fighter, Teenage Mutant Ninja Turtles

Role: The vision and the glue. Scouting market trends, directing ad campaigns, anticipating technology trends, reading sales reports, oversight of wholesale purchasing, filling in all the gaps and making all elements work harmoniously!

Fun Fact: Matt can be spotted cosplaying as the Toy Overlord in a number of Megalopolis videos!

Andrew Cramer

Lead Designer

Interests: Marvel Masters of the Universe, Star Wars, WWE

Role: Animator of all things Megalopolis, from Facebook Ads, to website copy and Overlordin' Ain't Easy. Andrew is the creator of the Toy Overlord, as well as the prototype art designer for all in-house product.

The brand's striking visual direction is all kudos to Andrew!

Fun Fact: Andrew has a gallery dedicated to strictly Toy Overlord artwork HERE.

Chris Trutanich

Chief Technical Officer

Interests: 80's Horror, John Wick, Predator, Stop-Motion

Role: Architect of Megalopolis web, mobile, and beyond. Chris makes features technically feasible that others haven't dreamed of. No system or code is too abstract or broken. From minor web adjustments to ground-up development, Chris has done it all for us.

Fun Fact: Chris is producing/directing a globetrotting, stop-motion educational series with puppets called "Geo Monkeys" for Mega Stream!

Join us in redefining and transcending pop culture & collectible fandom

This is your opportunity to lay early claim to shares in a proven company with huge ambitions. Megalopolis wants to meld the entire spectrum of pop-culture fandom under its banner — and we’ve already made quite a bit of headway.

Megalopolis is positioned for long-term success. Our core business is thriving, and profit margins will only increase as new facets are introduced. Our current and future revenue streams include collectibles, proprietary merchandise, subscription media streaming, licensing out IP, video games, and more. 

Fandom is constantly evolving and quick to adopt new technologies and we are poised to lead the charge. We have the vision and brand equity to make Megalopolis a cultural phenomenon. 

Our debt partner, Black Oak Capital, also has noteworthy StartEngine alumni and IPO prospects Hylete and Digital Brands Group in its portfolio.

We have excellent bedrock financial support. With your investment, we will have the resources to reach exciting new heights! 

How does Megalopolis make money? 

We sell action figures to consumers. Our gross product margin averages 35% and we expect this to increase over time. 

How will I make money from investing in Toy Overlord Inc/Megalopolis? 

You will be compensated for your shares when either the company goes public or the company is bought by another entity.

How can I be sure that my shares in Toy Overlord Inc will appreciate in value? 

We can't make any performance guarantees. We can, however, make a confident prediction that our stock will continue to appreciate based on our performance to-date.

Isn't the toy business seasonal? 

Yes, but we aren't (strictly speaking) in the "toy business". Our business maintains consistent sales year-round due to our dedicated and largely adult clientele. Our target audience is not holiday-shopping parents!

Toys R Us declared bankruptcy. What makes you such hot stuff? 

We get some variant of this question frequently. To reiterate, Megalopolis is not a "toy store"; toy stores are essentially dead. Brands like Toys R Us and FAO Schwarz were once cultural institutions, but now only exist as IP.

Megalopolis is "post-toy store". It's a toy-collecting lifestyle brand whose spirit lies somewhere between a theme park and Comic Con. Collectibles are the souvenir at the end of the virtual ride. Your entertainment is the brand itself, represented through comics, videos, and more.

Why do you ship everything in-house and not through a 3PL company?

A third-party logistics company (3PL) is not equipped to deal with the intricacies of collectibles -- such as how two Darth Vader action figures with subtle lightsaber variations, but the same SKU number, could be entirely separate items from one another. We are collectors with a lifetime of dealing with these details.

Your core business is working and growing, why add other layers (i.e. Mega Stream, VR)? 

Having more than one revenue stream is stabilizing and ensures continued growth. Technology is evolving at a moment's notice. Tech that seems luxurious today can be made commonplace tomorrow, and we want to be at the forefront. 

Where do you see Megalopolis in ten years? 

Megalopolis is destined to be a cultural institution. We see it going public within ten years and being recognized universally as THE pop-culture fandom brand. Theme parks, breakfast cereals, films, etc., are not out of the picture. 

In the Press

Megalopolis and Boss Fight Studio to Launch Limited Edition Vitruvian H.A.C.K.S. Darvold Figure Inspired by The Toy Overlord
July 22, 2019

Online Collectibles retailer Megalopolis announced a collaboration with Boss Fight Studio to do a 1000 piece Limited Edition Vitruvian H.A.C.K.S. new Darvold figure inspired by the famed Megalopolis pitchman, The Toy Overlord.

July 23, 2019

Megalopolis had a busy Comic-Con International: San Diego (SDCC) as the online collectibles retailer announced two new partnerships with Boss Fight Studio and Four Horsemen Studios.

Megalopolis: A new online adult collector specialty retailer Read more at
August 29, 2018 is a new online adult collector specialty retailer featuring all kinds of collectibles including items that aren’t usually available everywhere like the Lipton Iced Tea commercial’s Rocky & Mickey Puppet Maquette set, Thor Ragnarok Mezco One:12 Collective line and the S.H. Figuarts

Offering Summary



Toy Overlord Inc

Corporate Address


3753 S State St, Salt Lake City, UT 84115

Offering Minimum



Offering Maximum



Minimum Investment Amount

(per investor)




Offering Type



Security Name


Common Stock

Minimum Number of Shares Offered



Maximum Number of Shares Offered



Price per Share



Pre-Money Valuation



*Maximum Number of Shares Offered subject to adjustment for bonus shares. See Bonus info below.

Time Based Perks1

Super Early Bird

Invest within first 48 hours and get an additional 10% bonus shares

Early Bird

Invest within the first week and get an additional 5% bonus shares

Amount Based Perks1

Level I: Fanboy 

Invest $500+

$25 Megalopolis gift card + choice of free Megalopolis gift shop t-shirt 

Level II: Iron

Invest $1000+

$250 Megalopolis gift card + Megalopolis exclusive figure—Boss Fight Studio Vitruvian H.A.C.K.S. Darvold + previous perks*

Level III: Bronze

Invest $2500+

$500 Megalopolis gift card + Boss Fight Studio Vitruvian H.A.C.K.S. Bundle (about $250 worth of product) that is compatible with our exclusive + previous perks*

Level IV: Silver 

Invest $5000+

Digital download of exclusive, previously unseen Overlordin' Ain't Easy animated short + previous perks*

Level V: Gold

Invest $10,000+

Double loyalty points for life** + Level IV: Silver

Level VI: Platinum

Invest $25,000+

Triple loyalty points for life** + Level IV: Silver

Level VII: Diamond

Invest $50,000+

Mythic Legions action figure autographed by H. Eric Mayse (Cornboy) of 4Horsemen Toy Design + 5% bonus shares + Level VI: Platinum

Level VIII: Hero

Invest $75,000+

All expense paid trip to Salt Lake City to meet the owners of Megalopolis and see the headquarters + Level VII: Diamond which includes 5% bonus shares

*For all + previous perks, gift card values are not cumulative

**For both in-stock and pre-order items

[1] All perks occur after the offering is completed.

The 10% Bonus for StartEngine Shareholders

Toy Overlord Inc. will offer 10% additional bonus shares for all investments that are committed by StartEngine Crowdfunding Inc. shareholders who invested over $1,000 or made at least two investments in StartEngine's own offerings.

This means eligible StartEngine shareholders will receive a 10% bonus for any shares they purchase in this offering. For example, if you buy 1,000 shares of Common Stock at $0.63 / share, you will receive 100 bonus Common Stock, meaning you'll own 1,100 shares for $630 Fractional shares will not be distributed and share bonuses will be determined by rounding down to the nearest whole share.

This 10% Bonus is only valid for one year from the time StartEngine Crowdfunding Inc. investors receive their countersigned StartEngine Crowdfunding Inc. subscription agreement, unless their eligibility period has been extended through additional subsequent investments in StartEngine's own offerings.  

Investors eligible for this bonus will also have priority if they are on a waitlist to invest and the company that surpasses its maximum funding goal. They will have the first opportunity to invest should room in the offering become available if prior investments are cancelled or fail.

Investors will only receive a single bonus, which will be the highest bonus rate they are eligible for.

The Company will not incur any irregular use of proceeds.

Show More
Most recent fiscal year-end:
Prior fiscal year-end:
Total Assets
$792,606.00 USD
$712.00 USD
Cash And Cash Equivalents
$116,772.00 USD
$475.00 USD
Accounts Receivable
$0.00 USD
$0.00 USD
Short Term Debt
$1,218,831.00 USD
$15,992.00 USD
Long Term Debt
$1,243,639.00 USD
$6,979.00 USD
Revenues And Sales
$749,509.00 USD
$887.00 USD
Costs Of Goods Sold
$694,335.00 USD
$189.00 USD
Taxes Paid
$0.00 USD
$0.00 USD
Net Income
-$1,698,243.00 USD
-$22,259.00 USD


A crowdfunding investment involves risk. You should not invest any funds in this offering unless you can afford to lose your entire investment. In making an investment decision, investors must rely on their own examination of the issuer and the terms of the offering, including the merits and risks involved. These securities have not been recommended or approved by any federal or state securities commission or regulatory authority. Furthermore, these authorities have not passed upon the accuracy or adequacy of this document. The U.S. Securities and Exchange Commission does not pass upon the merits of any securities offered or the terms of the offering, nor does it pass upon the accuracy or completeness of any offering document or literature. These securities are offered under an exemption from registration; however, the U.S. Securities and Exchange Commission has not made an independent determination that these securities are exempt from registration.


Mythic Legions: Siege at Bjorngar pre-orders have all shipped!

10 hours ago

Factory Sample Arrives for Darvold - our exclusive with Boss Fight Studio! Full production wave still on-target for Q4 shipment.

1 day ago

Show More Updates End of Updates

Comments ({{profileCtrl.startup.comments_count}} total)

{{ profileCtrl.commentsLoading ? 'Loading...' : 'Show More Comments' }}