Idea

Introduction

In recent years the global food market has experienced a macro-level shift, with an unprecedented number of consumers actively seeking healthy and nutritious foods. At the same time, Africa has emerged as a major new consumer trend and there has been a groundswell in demand for products with positive social and environmental impact.

As a purpose-driven brand that takes innovative African superfoods and markets them through mainstream food and drink categories, Aduna is at the intersection of all these trends. And we are growing fast.

In 2016, we rolled out into all 750 Holland & Barrett stores, secured our first grocery listing with Ocado, entered five new international markets, achieved our first two profitable months and hit over £1m in turnover. Our award-winning range of superfood powders and energy bars are now sold in more than 2,000 stores in 18 countries - and this is just the beginning.

Further terms and conditions may apply to any rewards offered. All rewards are the responsibility of the company to administer directly with investors.

Convertible Terms

The key terms that apply to the Aduna convertible are as follows:
• Valuation cap - £6m

• Discount - conversion at a 20% discount to the valuation set by a Trigger Event.

• Conversion is triggered by ("Trigger Events"):
o An Equity Fundraise – defined as the Company raising investment capital of at least £500,000 from one transaction or a series of transactions, in exchange for the issue of equity shares. The Seedrs fund raise does not count as a transaction;
o A Change of Control of the company (transfer of more than 50% of the share capital); or
o An IPO – being a listing of the company’s shares on a recognised stock market or secondary market.

• The Longstop Date on this convertible is: 31 January 2018

• If a Trigger Event has not happened by the Longstop Date, it will convert on the Longstop Date at the lower of:
o a share price based on a pre-money company valuation of £3.03m; and
o the price for any share issued during the period.

Intended impact

Aduna was created to connect small-scale producers in Africa with the $1tn global Health & Wellness market, combining major commercial opportunity with social impact - in equal measure. We do this in four ways:

1. Ingredient Innovation
• We identify exciting new African superfoods like Baobab, Moringa and Super-Cacao and pioneer them into the market.
• This drives category expansion for our retail partners.

2. Supply Chain
• We develop our own exclusive, ethical supply chains.
• This creates competitive advantage whilst increasing producer income by up to 10 times.

3. Brand Stretch
• Aduna was built to stretch across multiple categories.
• Our range currently includes superfood powders (for boosting food and drinks) & raw energy bars (made from cold-pressed fruit & nuts) - with much more to come.

4. Social Mission
• By buying Aduna, consumers can "feel good while doing good".
• 33% of UK consumers actively choose to buy brands doing social good and 67% of millennials are willing to pay more for them.

Substantial accomplishments to date

2016

• Exceeded budget by 25% with turnover of over £1 million*.
• Achieved our first two profitable months.
• Launched major #MakeBaobabFamous campaign that included window displays in all 750 Holland & Barrett stores and created an estimated 129m impressions**.
• Won listing with Ocado - our first step into mainstream grocery.
• Launched in five new international markets including South Korea and Taiwan.
• Tripled our Ghana baobab harvest to 144 tonnes, creating income for 700 women.
• Exceeded 1,000 pieces of media coverage to date.
• Built our community of 20,000 newsletter subscribers, 30,000 followers of our social media channels and 30,000 monthly visitors to our website.

2015
• Increased turnover by 269%*.
• Won Holland & Barrett New Supplier of the Year Award.
• Finalist in Virgin's #VOOM contest winning £100k.
• Shortlisted for two Guardian Sustainable Business Awards.
• Won UKBAA's Social Impact Investment of the Year Award.
• Won Natwest SE100 Storyteller Award.
• Won GSC Most Innovative Supply Chain Award.
• Won two Great Taste Awards for our baobab powder and bars.
• Moved out of Andrew's flat and into grown up office!

2014
• More than doubled turnover*.
• Gained listing with Holland & Barrett.

2013
• More than doubled turnover*.
• Gained listings in Liberty, Whole Foods Market, As Nature Intended & key independents.
• Created baobab as the best-selling superfood in Planet Organic & Whole Foods Market.

2012
• Launched Aduna (November).
• Gained listings in Planet Organic and Revital.

Monetisation strategy

Aduna's primary revenue stream is from the manufacture and sale of consumer branded products, which are sold via various distribution channels:

• Direct to major multiple retailers
• Via distributors to UK independents
• Via exclusive distributors for sale in international markets
• Online via our webshop, Amazon and select e-retailers

Wherever possible raw materials are sourced directly from small-scale producers in Africa, processed in-country and then shipped to the UK where they are filled into final packaging. All UK manufacturing, including the bars, is outsourced.

Aduna's direct sourcing model means that we achieve better cost prices for our major raw materials than competitors and has also enabled us to open up a second revenue stream within the bulk ingredients trade.

Use of proceeds

We believe this is an exciting time to be involved with Aduna. We have established our brand and signature ingredients within two high-growth categories of the health food market, built a superb team and developed excellent relationships with our suppliers and customers - all of which gives us a fantastic platform for growth.

This convertible will help to finance the major growth initiatives we have slated for 2017, prior to a larger institutional raise which is planned for later in the year. These include:

• The launch of a major new product range which has already been sold into our existing global distribution
• Business development work for a major new international market
• Expansion of our sales team to lead the charge into new distribution channels

We believe 2017 is going to be another exciting year for Aduna and we look forward to welcoming you on the journey.

Note: Aduna has a working capital facility for baobab production and processing in Northern Ghana. Within this they have an outstanding balance of £75k for the 2015/16 season and has also drawn down the first £40k tranche of a total £100k facility that is available for 2016/17. None of the proceeds of investment are intended to be used to repay this.

*source: unaudited accounts
**based on an aggregate of approximate retail footfall, estimated views of digital, print & broadcast coverage and social media impressions