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The RODILO 1A compartment of Spreds Finance would participate in the financing of RODILO BV/SRL for an amount between €25,000 and €440,000 (the “Capital Increase”).
From the total amount raised during the offer period, Spreds Finance will use €1 per Participatory Note, subject to compliance with the conditions applicable to this investment.
Maximum offer amount: €440,000.
Subscription price: Each Participatory Note has a nominal amount of €1. Added to this is a subscription cost of up to 5% of the nominal amount per Participatory Notes (or €0.05). The total subscription price of a Participatory Note is thus a maximum of €1.05. The minimum subscription amount is €500 (excluding subscription fees).
Conditions precedent of the offering: The Notes will only be issued if, within 6 months from the Closing Date (the Effective Date), the following cumulative conditions precedent to the subscription of shares by Spreds Finance are met:
The total amount of firm commitments to subscribe to this capital increase shall be at least €25,000 and not more than €440,000.
The Capital Increase is carried out on the basis of a pre-money valuation of the company of maximum €3,000,000.
Spreds Finance will participate in the capital increase for an amount equal to the result of the subscription to Participatory Notes of the RODILO 1A compartment. This amount must be at least €25,000.
Spreds Finance will verify whether these conditions are met no later than six months after the closing date (the “Effective Date”), i.e. 14/06/2027.
If one or more of these conditions are not met on that date, the Notes will not be issued and investors will be reimbursed their subscription amount no later than 15 working days after the Effective Date.
Tax Shelter (45%)
This investment is eligible for a tax reduction for Belgian investors under the tax incentive on tax shelter for start-ups. The reduction of up to 45% of the total nominal amount of the Participatory Notes invested will be applicable since the Underlying Assets are shares in a micro-enterprise. The total tax benefit is therefore a maximum of €0.45 per Participatory Note. The total tax benefit is therefore a maximum of €0.45 per Participatory Note.
The available tax shelter budget is €440,000.
Committed amounts
Jean-François Hubin will invest €24,000 in cash directly into the company during this funding round or at the beginning of 2027. This investment represents 5.17% of the maximum amount of cash contributions in this funding round (€464,000).
He will also grant the company a convertible loan of €20,000. Whether he converts this loan into shares will depend on the amount raised through this offer.
In the past, he also granted RODILO a subordinated loan (€50,000 plus accrued interest), which he may convert into shares at the beginning of 2027. This decision will likewise depend on the amount raised through this offer.
All investments by Jean-François Hubin (in equity and through any potential conversions into shares) will be made at the same valuation as that applied to the subscription by the RODILO 1A compartment of Spreds Finance.
Valuation of the company
The company has set a pre-money valuation of €3,000,000, taking into account several key elements:
The market addressed by our product is a global market, of +/- 23 billion units, of which 3.4 billion of « premium » condoms.
The product is already developed
The product is patented
The product has passed the ISO4074 compliance tests and has been declared fit for sale. Furthermore, early traction — including discussions with various distributors in Europe and Latin America — demonstrates tangible market interest.
The product addresses all unmet needs without requiring any changes to the manufacturing or distribution chain, unlike its two competitors, which remain expensive, bulky, and difficult to use.
We can already manufacture our packages (through subcontracting), and have close contacts with industrial partners to develop in 2027 a machine allowing a production at a very low cost.
Rodilo conducted two field studies (a consumer panel + trade show tests, 61 responses) showing a satisfaction score of 4.10/5, 86% of ratings ≥4/5, and a willingness to pay ~€2 more per box than a standard condom. These results converge with an independent Nielsen study (similar concept, UK panel, 260 respondents) validating purchase intent (index of 1.05, PASS verdict) and confirming that the usage problem being addressed is real — together, the two studies demonstrate both existing demand and the potential to expand the buyer base.
The pre-money valuation has been estimated with 5 different approaches:
Venture capital:
Using the Multiples for the Healthcare sector : from 4.186k to 6.076k, depending on basis used (EBITDA or EBIT)
Using the Multiples for the Consumer Staples sector : from 2.865k to 4.526k, depending on basis used (EBITDA or EBIT)
Scenarios :
Using the Multiples for the Healthcare sector : from 4.198k to 6.183k, depending on basis used (EBITDA or EBIT)
Using the Multiples for the Consumer Staples sector : from 3.226k to 4.972k, depending on basis used (EBITDA or EBIT)
First Chicago : 3.670k
Sweat Equity : 2.854k
Price of a recent investment : 2.600k
Below, we describe and comment on the method used.
The company believes that a €3M pre-money valuation appropriately reflects its growth potential.
Finally, one of the founders will inject personally €24,000 to €44.000 in this round, at the same price as those paid by investors participating in the present offer. In addition, he could convert his subordinated loan to Rodilo into equity, also at the same price (in December 2026 or in the beginning of 2027, depending on the amount raised through the present offer). This ensures strong alignment with investors and demonstrates confidence in the company’s strategy and potential.
Exit Strategy
The most likely exit scenario for Rodilo is a strategic acquisition by a major player in the condom industry, following the successful commercial and industrial deployment of its patented packaging technology.
Rodilo intends first to demonstrate the value of its technology through industrial deployment, sales under its own brand, and, ultimately, licensing. Once it has demonstrated sufficient traction, Rodilo could become an attractive acquisition target for a major player in the industry seeking to acquire its patents, technology, machinery, and sales network rather than continue to pay royalties over the long term.
A potential exit could be envisaged around 2031, once the following key milestones have been achieved:
KPI 1 — Major brand licensing
2026:0 active licences — testing and discussions initiated with major brands.
2027:≥1 licence agreement signed in at least one key territory.
2031:≥1 major brand licensing Rodilo’s patent across the majority of its key territories.
KPI 2 — Industrial deployment
2026:0 proprietary machines — industrial development underway with existing partners.
2027:1 proprietary machine acquired and put into production.
2031:≥2 machines sold to major brands and/or OEM manufacturers, complemented by production licences generating royalties.
KPI 3 — Commercial traction
2026:4 distributors identified, with Letters of Intent under negotiation.
2027:≥1 container sold and delivered, marking the start of commercial sales
2031 :> €1.6 million in annual sales under the Rodilo brand, and > €1.4 million in annual royalty revenue, after reaching the targeted overall break-even point by 2028 at approximately €102,000 in monthly revenue.
At exit, two transaction structures could be considered: a share deal, with Rodilo acquired as a whole by one major industrial player, or an asset deal, with its technology and rights sold by geographical region to several industry players.
This exit strategy represents a strategic objective based on the company’s current assumptions and ambitions and does not constitute a guarantee of an exit or future performance.
Subscription period
Start date of the offering period: 17/10/2026 Scheduled end date of the subscription period: 14/12/2026
Extension: Maximum extension of 3 months, until 14/03/2027
Conditions for extension: Spreds Finance may decide to extend the subscription period if the total amount of the orders contained in the subscription forms is at least €20,000 on 14 December 2026.
Early closing: The offer can be closed early once the minimum offer amount, of €25,000, has been reached. Early closure of the offer may also be decided if the total amount of orders contained in the subscription forms signed and transferred to Spreds Finance reaches the maximum amount of the offer.
Consequences if the target capital is not raised by the deadline: If the target capital is not raised, the Participatory Notes will not be issued and all commitments related to this offer will be cancelled. Investors will be reimbursed for their respective Subscription Amount no later than 15 business days after the Deadline. Investors will not incur any fees or expenses as a result of the offer not reaching the targeted amount.
TAX SHELTER
45%
Investments in this company benefit from a 45% personal income tax reduction. Read more…
A remaining amount of €422,500 is available for the Tax Shelter benefit.
