Before the capital increase in which MyMIcroInvest Finance will participate at the end of the offer, the entrepreneurs of Helpigo jointly hold 68% of the shares of the company while the external investors hold jointly 32% of the shares.
Forecasted Capital Increase
The capital increase to which MyMicroInvest Finance will participate is part of a broader funding of Helpigo considered between 200.000 EUR and 500.000 EUR.
This funding will be allocated as follow :
-Between minimum 44.000 EUR and maximum 87.912 EUR will be subscribed by MyMicroInvest Finance based on the results of the issuing Notes.
- A minimum of 112.088 EUR and a maximum of 456.000 EUR will be invested by other investors, i.e business angels.
Intentions of investment for a total value of 180.000 EUR have already been signed by several interested parties. Their investment is subject to the realisation of the following conditions (all letters of intention included):
- signing of the contract with IPB (RTL Group)
- total capital increase of at least 400.000 EUR
- writing of a shareholder agreement
The value of the company before this increase in capital is presently estimated to be a maximum of 750.000 EUR. Following this increase in capital, the value of the company will be between 950.000 EUR and 1.250.000 EUR, meaning an estimated valuation of 750.000 EUR before increase of capital plus between 200.000 EUR and 500.000 EUR of new money brought in.
Before the capital increase, the 1.250 existing shares will be replaced so that there are 750.000 shares, 750.000 EUR representing the value of the company before the capital increase, expressed in EUR. This does not affect the present and future allocation of shares.
This capital increase will therefore be done at a subscription price per share of 1,00 EUR.
The capital will be between 325.000 EUR and 625.000 EUR, constituted as follows:
-125.000 EUR present capital.
-Between 200.000 EUR and 500.000 EUR of new capital.
The table below indicates the distribution of the shares of the company following this capital increase on the basis of the following assumptions:
-MyMicroInvest Finance will subscribe the maximum amount of 87.912 EUR.
-The other investors, including the entrepreneurs, will subscribe the minimum amount that is allotted them, i.e. 112.088 EUR.
Capital held by MyMicroInvest Finance
The table below presents the percentages of the capital held by the Helpigo account of MyMicroInvest Finance depending on the results of the Notes issue (i.e., a minimum of 44.000 EUR and maximum of 87.912 EUR) and the minimum and maximum amounts contributed by the other investors (i.e., a minimum of 112.088 EUR and a maximum of 456.000 EUR):
Potential dilution upon conversion of debt into equity
A contract is currently being negociated between Helpigo and IPB, the advertising agency of TV channels RTL BELUX SA & CIE SECS (RTL TVi, Club RTL and Plug RTL) as well as radio stations Bel RTL and Radio Contact. Helpigo and IPB have made steps toward the closing of a deal with regard to the provision of advertising space during a period of three years. At the end of this period, invoices for a total amount of 450.000 EUR will either be invoiced by IPB, or converted in capital, in exchange of 25.1% of Helpigo’s shares. Helpigo will be able to choose for no capital conversion through a compensatory payment of an additional 150.000 EUR.
The table below presents the percentages of the capital held by the Helpigo account of MyMicroInvest Finance depending on the results of the Notes issue (i.e., a minimum of 44.000 EUR and maximum of 87.912 EUR) and the minimum and maximum amounts contributed by the other investors (i.e., a minimum of 112.088 EUR and a maximum of 456.000 EUR) as well as the potential dilution upon the creation of the new shares so that IPB holds 25,1% of the society.