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CBD One

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Join CBD One as they enter the food & drink market with an innovative, exciting new range

118%
 - 
Funded 21 Nov 2022
£225,001 target
£266,627 from 124 investors
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Business overview

Location Skipton, United Kingdom
Social media
Website cbd-one.co.uk/
Sectors Food & Beverage Mixed Digital/Non-Digital Mixed B2B/B2C
Company number 10950690
Incorporation date 7 Sep 2017
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Investment summary

Type Equity
Valuation (pre-money) £2.3M
Equity offered 10.58%
Share price £13.24
Tax relief

EIS

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Business highlights

  • Founded in 2017 by brothers Alex & Nick - a qualified osteopath
  • Premium range with a strong focus on quality & effectiveness
  • Winners of 2022 Family Business Awards in Health & Welfare
  • Recently launched innovative range into UK's food & drink market
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Key features

  • Secondary Market
  • Seedrs nominee min. £13.24 +
  • Card payments not accepted
  • Idea
  • Key Information
  • Team
  • Updates
  • Investors 124
  • Discussion
  • Documents

Idea

Introduction

CBD One was founded in 2017 as one of the only CBD companies in the UK owned by a qualified health professional; Nick is an osteopath & natural health enthusiast with over 15 years experience.

Our slick, eye-catching branding helps emphasise our focus on quality, and we have become known for effective products, genuine care and a "no-gimmicks" approach. Our range of products expands across CBD oils, skincare and now are looking to launch two new products into UK Food and Drink market.

We have developed two new products for the F&B industry; "One Shot" and "Hatcha":

One Shot is an innovative water-soluble formula that looks and works like a coffee-syrup, but adds a shot of CBD to any hot or cold drink.

Hatcha is a CBD powder which can be used in a range of food and drink applications, such as smoothies, as a matcha-style CBD tea and even in manufacturing as a food ingredient.

We believe both of these products have huge potential in the F&B industry, and we’re already seeing good results.

We sell our range through a variety of channels including food and drink outlets, wholesale, health stores, pharmacies and D2C online.
We’re now raising money to grow and help bolster their entry into the food & drink market with our exclusive new range.

Substantial accomplishments to date

We have recently won the 2022 Family Business of the Year awards in the Health & Welfare category.

Our early success and momentum was primarily made via "wholesale" sales to health stores, pharmacies and health practicioners. After many of these either closed or were operating under restrictions due to the global pandemic in 2020, we adapted to take a more online-focussed approach. The online store at cbd-one.co.uk was redesigned and relaunched, allowing impressive growth in direct-to-customer sales, which helped to replace some of the lost wholesale income and keep the business operating.

We're working on new channels which are soon to open for further online growth, and we've recently been approved to launch on eBay, as well as an Amazon UK CBD pilot programme. Both schemes are invite-only and allow chosen CBD companies to sell on two major platforms who have previously prohibited the sale of CBD products.

After teaming up with Cognosco in 2019, we have developed two exciting propositions for the food & drink industry in "One Shot" and "Hatcha" - these were only able to be fully launched in late 2021 after the high street started to recover. Cognosco's sales team started driving sales full-time in January 2022 and have seen exciting momentum start to build.

One Shot can already be found nationwide in Black Sheep Coffee outlets (approx. 50+) and is available through a growing number of coffee shops, wholesalers and distributors.

Discussions are ongoing with a national pub & bar group as well as a major supermarket chain.

Monetisation strategy

We generates income via the following channels:

- Coffee shops & food/drink outlets such as Black Sheep Coffee via distributors such as Elite Fine Foods and Allied Drinks Systems

- Wholesale to stores such as The Health Store and other independents

- Online via cbd-one.co.uk

- Raw materials / bulk-supply to other brands

Now, we are looking for funding to help grow existing sales and expand into new channels including:

Food & drink manufacturers - with Hatcha's non-novel status and versatility, we believe there is a big opportunity to sell in bulk to existing manufacturers for fast-track NPD opportunities involving CBD / cannabinoid-infused foods. Hatcha was designed to work as an ingredient in a wide variety of food applications and does not require the lengthy novel-foods authorisation that complicates the use of CBD extracts.

Hatcha is already being looked at by a major peanut butter manufacturer and other food brands.

Extra funds will also support launches on Amazon UK and eBay.

Use of proceeds

The funding will be used as follows:

- Extra purchase of stock. Estimated 20-25%.

- Salary Expenses up to 2 x new roles (when required) including a sales & marketing assistant – 6 months of salary costs, it is envisaged that after this point the roles will be funded by cashflow. Estimated 8-10%.

- 12 months sales activity via Cognosco Marketing – plus PR, social media, and online marketing. We are building the CBD One brand nationally in the UK and we have identified a campaign that suits our requirements. In 2021 we spent circa £8k per month and would like to increase this to £13-15k per month where required (for example around the time of a large trade show). Estimated 35-40%. This work has begun as disclosed in the Key Information section of the campaign.

- 12 months programme of trade and consumer exhibitions. Estimated 15-20%.

- Full retail range launch on Amazon plus marketing budget. Estimated 1-2%.

- Fluid cash-flow. Estimated 10%.

Key Information

Material Debt:

The company has the following outstanding loans:

1. £50,000 Bounce Back Loan from Santander at an interest rate of 2.5% per annum. The loan is to be repaid on 18/05/2026. The current outstanding balance of the loan is £41,592.70.

2. £75,000 loan from Lancashire County Council at an interest rate of 7.5% per annum. The loan is to be repaid by May 2026. The current outstanding balance of the loan is £61,040.84. The loan has a fixed charge over assets of the Company.

3. The Company has an outstanding amount of £26,110.67 owed to the CEO of Pater Zen Producties BV, who manufacture the majority of CBD One's products.

The funds raised from this investment round will not be used to repay these loans.

Early Use of Proceeds:

In line with the Use of Proceeds, some work has already been carried out by CBD One's third-party agencies to support the launch of CBD One’s entry into the food & drink market as early as possible. These agencies agreed to carry out this work in advance, with payments beginning in Q4 2022. The amounts owed are below:

1. The Cognosco team commenced initial consultation work with CBD One in late 2021 and then full sales representation in January 2022. To help cashflow while CBD One explored funding options, Cognosco’s directors agreed to carry out the work in advance and allow CBD One to make payments in the final quarter of 2022. As of September 2022 the balance owed to Cognosco is £36,917 (including VAT).

2. Rawlingson Lane agreed to support cashflow by allowing CBD One to clear down invoices due for marketing work when the Seedrs crowdfund is completed. Current balance due for work between February and May 2022 is £10,740 (including VAT).

Founders Interests:

Nick Tofalos, Co-Founder and CEO of CBD One is currently part-time at the business. Alongside CBD One, Nick is the owner of Garstang Health Food Store, and a practicing osteopath. Nick currently dedicates on average 2 days a week working for CBD One. After this raise, Nick intends to practice Osteopathy less, and dedicate more time to CBD One.

Alex Tofalos, Co -Founder of CBD One is full time at the Company and is responsible for the day-to-day operations of the business.

Sale Agreement with Cognosco:

CBD One’s contract with Cognosco Marketing includes a performance-based incentive relating to the sale of all or part of the equity of the CBD One company, including Intellectual property.

An incentive of the gross monies raised shall be paid to Cognosco Marketing Ltd - with this applying during the period of Cognosco's mentoring of CBD One, and for a period of five years beyond any termination of the services. The incentive is based upon any increase in the Company's turnover over and above £380,000, at the time of the complete or partial sale of the Business.

Upon a sale, the incentive is structured as per the below:

Hatcha Trademark

The 'Hatcha' name is trademarked by the German Hemp Farm which produces the Hatcha product. CBD One have permission to use this trademark, although there is no formal agreement in place.

FSA Novel Food Authorisation:

The Company has submitted the relevant products for FSA Novel Food Authorisation. The products are yet to receive approval as this process can take 12-24 months.

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Investing involves risks, including loss of capital, illiquidity, lack of dividends and dilution, and should be done only as part of a diversified portfolio. Please read the Risk Warnings before investing. Investments should only be made by investors who understand these risks. Tax treatment depends on individual circumstances and is subject to change in future.

This webpage has been approved as a financial promotion by Seedrs Limited ("Seedrs"), which is authorised and regulated by the Financial Conduct Authority. It is not intended to be a promotion of any individual investment opportunity and is not an offer to the public. The summary information provided about investment opportunities on this webpage is intended solely to demonstrate the types of investments available on the Seedrs platform, and any investment decision should be made on the basis of the full campaign. Full campaigns are available to investors who have become authorised to invest on the Seedrs platform. All investment activities take place within the United Kingdom, and any person resident outside the United Kingdom should ensure that they are not subject to any local regulations before investing.

Seedrs does not make investment recommendations to you. No communications from Seedrs, through this website or any other medium, should be construed as an investment recommendation. Further, nothing on this website shall be considered an offer to sell, or a solicitation of an offer to buy, any security to any person in any jurisdiction to whom or in which such offer, solicitation or sale is unlawful. Seedrs does not provide legal, financial or tax advice of any kind. If you have any questions with respect to legal, financial or tax matters relevant to your interactions with Seedrs, you should consult a professional adviser.

Tax Relief (SEIS)

This business is eligible for SEIS relief - providing qualifying investors with income tax relief of 50% of their investment and certain other tax reliefs. Tax treatment depends on individual circumstances and is subject to change in future. Click to learn more.

Tax Relief (EIS)

This business is eligible for EIS relief - providing qualifying investors with income tax relief of 30% of their investment and certain other tax reliefs. Tax treatment depends on individual circumstances and is subject to change in future. Click to learn more.

Valuation (pre-money)

Valuation rounded from £2,250,800

This is the fully-diluted pre-money valuation of the business (i.e. before the new investment comes in and including issued options and other equity interests). In contrast, the post-money valuation is based on inclusion of the new investment in the value.

It is calculated as the pre-money valuation plus the amount of new investment. e.g. If Company A is ascribed a pre-money valuation of £1,200,000 by prospective investors investing £300,000, its post-money valuation is £1,500,000.

Pitch type

There are 5 types of investment pitch available on Seedrs.

  • Equity
  • Convertible
  • Fund
  • Cohort
  • Secondary

Investing in a regular equity campaign is the simplest and most common way to invest in a startup. You decide which business you want to invest in, and if the campaign hits its funding target then you will become one of their shareholders. As the company becomes more valuable, so do your shares; allowing you the opportunity to share in the future success of the business.

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Equity Offered

The equity offered is the percentage of the company’s shares being issued in return for the amount of investment raised.

When the amount raised is less than 100%, the equity offered is based on the target raise. Once the company has raised over 100% it is based on the total raised.

In some scenarios, entrepreneurs may accept additional direct investment after closing their Seedrs campaign. Provided this is within 6 months of the closing and on the same terms, we do not typically offer pre-emption rights on that extra investment (where you have the opportunity to invest again to maintain your percentage shareholding).

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Seedrs nominee

This shows if you are able to choose, when making an investment, that you be represented by, and your shareholding be managed by, the Seedrs nominee.

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Custodian

If you invest in this Campaign, Seedrs will act as Custodian rather than provide our standard nominee service. This is due to the fact that the business is not directly involved in the share sale and Seedrs will not benefit from any rights under a shareholder agreement. As a result, Seedrs will handle administrative tasks as we do normally, but you will not have information or voting rights, updates from the business, preemption on future fundraising, or ongoing support about business trading activity.

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Secondary market

This shows if the business has opted-in or opted-out of allowing its shares to be bought and sold on the secondary market.

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Direct investment

This is an option to invest and hold shares 'directly' in the company (rather than via the Seedrs Nominee). This option is only available to those investing over the threshold amount, which is determined by the fundraising company.

If you choose to hold your shares directly, you will be responsible for any contractual or administrative arrangements with the company you are investing in.

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Payment options

We are not able to accept card payments for investments into this sector. You can pay for your investment by creating a bank transfer, using funds in your investment account or create a Pay by Bank payment. Your investment will only be completed once the funds have reached our account.

Business Involvement

This Campaign offers shares for sale in business that is not directly involved in this Campaign or the sale. As a result, the Campaign and post-investment experience, including investor rights, will differ from a business-led campaign on Seedrs. Most notably, the business will not engage with investors in the discussion forums both during and after the sale or provide any updates to investors.

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Payment options

We are not able to accept Pay by Bank payments for investments into this sector. You can pay for your investment with a card payment, by creating a bank transfer or by using funds in your investment account. Your investment will only be completed once the funds have reached our account.

Drawdowns

This campaign offers the ability to pay for an investment by drawdowns.

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