Lucy Guo, a prominent figure who co-founded the artificial intelligence software provider Scale AI nine years ago, achieved billionaire status by the age of 30. Now, the Carnegie Mellon University dropout is venturing into a new business, Passes Inc., a platform designed to enable celebrities and influencers, such as Olivia Dunne and Bella Thorne, to transform their fame into fortune by fostering direct connections with their fan bases.

Launched in December 2022 and backed by $50 million in funding, Passes is entering a highly competitive market. It aims to carve out a niche between established platforms like Patreon, known for podcasters, and OnlyFans, prominent in adult content, while also competing with celebrity-focused Cameo. Passes primarily caters to influencers already popular on platforms like TikTok and Instagram, offering a space for what Guo describes as a “superfan club for creators.” Its content tends to be on the edgier side, and Guo emphasizes providing influencers with “the entire infrastructure to be a business.”

Passes' headquarters in West Hollywood, California, reflect a distinct Tinseltown aesthetic, featuring a pink neon sign, a nightclub-style bar, and a floor-to-ceiling water feature. This environment is designed to resonate with the biggest social media stars and provide them with the necessary facilities, including a podcast studio, a photo room, and an upcoming recording studio. Guo's vision is to offer an “Hermès-level service” to creators, assisting them with video shoots and merchandise design through its 50 employees.

Guo's journey in tech began early; raised in Fremont, California, she started coding arcade games and virtual pet websites before pursuing computer science. She dropped out of college after receiving a Thiel Fellowship in 2014, which provided funding for a food delivery app, and also had stints at Facebook, Snapchat, and Quora. At 22, she co-founded Scale AI with Alexandr Wang, a company that labels data for AI training. After a reported falling out, Guo left Scale AI in 2018, retaining a share that made her a billionaire.

The inspiration for Passes emerged when Guo's influencer friends expressed struggles with inconsistent payouts from one-off brand deals. They sought the stability of subscription platforms like Patreon. Within 24 hours of texting investors about her idea for a next-generation Patreon, Guo secured several million dollars in funding. Passes allows creators to monetize exclusive content like video chats, one-on-one calls, and direct messages, typically retaining about 90% of the revenue. By February 2024, Passes had paid out tens of millions of dollars to approximately 1,000 creators, with lifestyle influencer Alyssa McKay citing the platform's ability to create a “unique and specialized experience” with her audience.

Passes attributes its rapid growth to its technology, including using AI to optimize content for fan engagement, and its hands-on support for creators. In 2023, while based in Miami, Passes raised $9 million from investors led by Multicoin Capital and acquired Fanhouse, an Andreessen Horowitz-backed startup. This acquisition significantly expanded its creator base, which at the time numbered around 40. To further attract influencers, Passes adopted a strategy of guaranteeing creators' incomes, reportedly offering some as much as $500,000 to switch from other platforms. In February 2024, the company successfully raised another $40 million from investors, with Bond Capital leading the round.

Despite its growth, Passes has faced significant legal challenges. In January 2024, creator app Fanfix sued Passes, alleging the theft of confidential information to poach clients, selling content below cost, and making misleading claims about creator earnings by using temporary cash incentives. Guo vehemently denied these allegations, calling the suit a “one-sided beef” and stating that Passes offered creators minimum guarantees of two times their income, with an average sevenfold revenue growth. She asserted the company was profitable and that Fanfix “lost like every motion they filed.” The case remains active.

A more severe challenge emerged in February 2024 when Passes was hit with a class-action lawsuit alleging the distribution of child pornography. The suit was led by Alice Rosenblum, an OnlyFans creator who was 17 when she joined Passes. Rosenblum alleged that Passes employees, including a former Fanfix employee, recruited her to create sexually explicit content and marketed it to users, and that Guo overrode safety controls. Guo robustly denied the accusations, stating the conduct described violated Passes' terms of service and content guidelines, and calling the case “utterly meritless” and a “shakedown.” Passes had previously allowed creators between 15 and 17 years old to sell content, a policy that was changed in February. Tim Humangit, head of trust and safety, noted that fewer than 1% of creators were underage at the time and that the company had planned to remove minors prior to the lawsuit. Currently, Passes employs eight full-time staff and 70 contract workers in Asia to prevent harmful content.

Passes has now grown to millions of users and thousands of creators, with several becoming millionaires, according to Chief Business Officer Seth Melnick. To sustain this growth, management plans to hire more staff and offer additional benefits to creators, such as health insurance and wealth management. Lucy Guo's ultimate ambition for Passes is to go public, with a stated goal of growing “much larger than Patreon.”