Before the capital increase in which Spreds Finance will participate at the end of the offer, the entrepreneurs of Nirli SPRL jointly hold 100% of the shares of the company while the external investors hold jointly 0% of the shares.
Forecasted capital increase
The capital increase to which Spreds Finance will participate is part of a broader funding of Nirli SPRL considered between 149,900 EUR and 249,900 EUR.
This funding will be allocated as follow :
- Between minimum 50,000 EUR and maximum 99,900 EUR will be subscribed by Spreds Finance based on the results of the issuing Notes ;
- A minimum of 50,000 EUR and a maximum of 150,000 EUR will be invested by other investors, i.e business angels.
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 899,900 EUR and 999,900 EUR, meaning an estimated valuation of 750,000 EUR before increase of capital plus between 149,900 EUR and 249,900 EUR of new money brought in.
Before the capital increase, the 300 existing shares will be replaced so that there is 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.
The table below indicates the distribution of the shares of the company following this capital increase on the basis of the following assumptions:
- Spreds Finance will subscribe the maximum amount of 99,900 EUR;
- The other investors, including the entrepreneurs, will subscribe the minimum amount that is allotted them, i.e. 50,000 EUR.
The table below presents the percentages of the capital held by the Nirli SPRL account of Spreds Finance depending on the results of the Notes issue (i.e., a minimum of 50,000 EUR and maximum of 99,900 EUR) and the minimum and maximum amounts contributed by the other investors (i.e., a minimum of 50,000 EUR and a maximum of 150,000 EUR).
- A total dilution of maximum 4.8% of the share capital is foreseen for all investors, as a consequence of the Stock Option Plan foreseen for the staff being part of the team at the time of the crowdfunding campaign. In this connection, it must be borne in mind that the Terms of Investment mandate Spreds Finance to take any decision that implies a dilution of up to 20% of the participation without consulting the crowd investors.
- A minimum amount of 149,900 EUR will have to be raised in order to meet the financing need of the company.