One of the leading SaaS reservations platform and worldwide marketplace for golf courses
|Location||London, United Kingdom|
|Sectors||Travel, Leisure & Sport Digital Mixed B2B/B2C|
|Company number||1762145 (BVI)|
|Incorporation date||26 Feb 2013|
- Operating worldwide in 30+ destinations across 5 continents
- Annual transactions of $38M with net revenue of $850K
- One million rounds of golf booked from 100 countries last year
- Applying for Future Fund, not conditional - see Key Info
Learn more about convertible loan campaigns.
Golfscape was founded in 2013 with a vision to revolutionize the golf industry with technology for the modern golfer. Today, golfscape is one of the industry leaders providing its reservations and operations services in over 30 golf destinations across Europe, Africa, Near East, Caribbean, and Asia-Pacific. We've built a truly worldwide tee time booking service with golfscape.com servicing golfers from over 100 countries to play golf across 5 continents”. Our golfscape OS platform delivers course operators next-generation tee sheets, member and visitor mobile apps, as well as revenue generating technologies and services.
In our view; golf is years behind the travel and accommodation industries, in terms of technology adoption. Not all golf clubs have online booking facilities for instance. We have engineered state-of-the-art systems that help push the industry into the future, and have positioned our business to capitalize on the global golfing demand.
Substantial accomplishments to date
• Market managers established across our markets in 6 countries
• Servicing 300 golf courses around the world, including Top 100s
• Accepted into Hub71 (Abu Dhabi) and NUMA New York accelerator programs
• American Express multi-year partnership accross Asia
• $150K in annualized recurring SaaS revenue in 2019*
• Over 500K unique users visited golfscape.com in 2019
*Based on unaudited management accounts
golfscape generates revenue from 3 complementing businesses:
1) Marketplace – we provide instant tee time bookings on golfscape.com at hundreds of golf courses across our worldwide network, and earn a commission fee from golf courses who receive those bookings.
2) Payments – we provide a white label interface of our bookings platform and mobile apps to golf courses, and earn a processing fee from bookings and payments made to those golf courses.
3) SaaS – we have developed a cloud-based platform for courses to manager their golf operations including: tee sheets, reservations, members, promotions, finances, and much more. We also provide courses with website, email, and marketing services to grow their revenues, and earn a monthly subscription fee for each service.
Our unique business model encourages already converted golf courses to utilise another one of our services.Thus, each of our business streams helps to grow the others.
Use of proceeds
We have 3 main objectives to accomplish over the next 12 months:
• Expand our marketshare in the UK and Europe
• Launch golfscape+, our golfer subscription
• Develop the next phase of our technology
In order to accomplish these, we will incur costs as follows:
- Working capital
- HQ2 in London
- Development and innovation
- Streamlining sales
Convertible Loan Note
Seedrs is supporting companies who are intending to apply to the Government backed Future Fund. You can read more about the Future Fund here: https://www.seedrs.com/learn/blog/the-future-fu....
In order for a company to be eligible to seek matched funding from the Future Fund, this investment round must be on the convertible loan terms that have been prescribed by the Future Fund for this purpose. These terms differ to our normal ‘advanced subscription agreements’.
Given this product differs from most campaigns on Seedrs, we urge all investors, including regular Seedrs investors, to read the information below and ensure you understand the terms in full before making your investment.
1. Key terms
You will see a term sheet attached to this Campaign in the Documents section which sets out the key terms of the convertible loan and you can see the full document prescribed by the Future Fund here: https://www.british-business-bank.co.uk/ourpart....
A summary of the key terms is set out below, but should be read in conjunction with the term sheet:
Interest: 8% per annum, non-compounding. On conversion events, the company can choose to repay the interest or convert it to equity (generally without the discount). See the Term Sheet for more details.
Redemption Premium: An amount equal to 100% of the principal loan amount
Qualifying Equity Financing. The convertible loan will automatically convert on an equity financing raising at least the total loan amount, at the lowest share price of equity financing less the Discount.
Maturity Date: 36 months from signing convertible loan agreement.
The default position on the maturity date is that the loan will convert to equity unless the investor majority elect to redeem.
If redeemed, the company will repay the principal together with the Redemption Premium.
If converted, the conversion price will be at the most recent funding round share price less the Discount, provided that funding round happened after 20 April 2020 and was at least a quarter of the size of the convertible loan investment. If no such funding round has occurred, conversion will be at the share price of the last funding round prior to 20 April 2020 (no Discount).
Other events of default or conversion: There are various other scenarios in which the convertible loan may convert or be repaid and investors should reference the term sheet:
Non Qualifying Funding Round: The convertible loan can convert on an equity financing round which does not meet the size criteria of a ‘Qualifying Equity Financing”, at the election of the majority of investors under the loan. Please see the term sheet for how this conversion is priced.
Exit: The convertible loan will automatically convert or be redeemed on an Exit, whichever would give investors the higher cash return. Please see the term sheet for how conversion is priced and payments on redemption in this scenario.
Events of Default: The convertible loan is to be repaid on the events of default, such as liquidation or winding up. See the term sheet for more details.
2. Government matched funding
The company intends to apply to the Future Fund for matched funding on the total eligible amount invested in this funding round. Subject to eligibility criteria and the Future Fund's approval, the Future Fund will “match” the funding raised via Seedrs or other eligible sources, subject to a minimum investment of £125,000 and a maximum investment of £5m. The Future Fund is to be allocated on a ‘first come, first served basis’ to eligible and approved businesses, so there is no guarantee that a company will receive the Future Fund matched funding.
This campaign is not conditional upon receiving matched funding from the Future Fund. Seedrs will complete the investment and transfer the funds raised even if the application for Future Fund investment is rejected. We will ensure an application is made to the Future Fund for matched funding and will not complete until we know the outcome of the application. But if the application is rejected, the company will still be permitted to complete the investment round.
Seedrs does not charge any fees in relation to the Future Fund matched funding, application process or for acting as lead investor with respect to applications.
3. Conversion to equity
The convertible loan agreement prescribed by the Future Fund is equity-focused and favours conversion of the loan to equity as the default position.
Redemption is only available in certain scenarios and is often subject to the vote of the majority of the investors. Where a vote of investors is required, Seedrs will vote on behalf of any investors it represents as nominee.
There is a possibility that the convertible loan will convert in some scenarios without the consent of Seedrs (if we do not make up a majority of investors). It is also Seedrs’ position that this is primarily an instrument for investing in the equity of the fundraising business and our default position would be to vote in favour of converting the loans to shares in the company unless there is a clear or compelling reason not to.
As always, investors should be aware of and accept the risks involved in investing in early-stage and growth-focused businesses: https://www.seedrs.com/pages/risk-warnings
In addition to the usual risk warnings included above, investors should be aware of and accept the following with respect to convertible loans:
The convertible loan agreement is intended as bridge funding to a future funding round, but there is no guarantee that a company will be able to secure further funding.
The Future Fund is to be allocated on a ‘first come, first served basis’ and there is no guarantee that a company will be successful in its application to receive the Future Fund matched funding.
There is a risk that the Company may not have sufficient funds to repay the loan on the maturity date, pay interest when it becomes due or pay the redemption premium included in the terms.
Convertible loans are unsecured obligations and in the event of a winding up or liquidation event will rank behind secured creditors of the Company.
5. Secondary market
Investors will not be able to sell their interest in the convertible loans on the Seedrs Secondary Market unless and until they have converted to shares in the company (and then only subject to eligibility and the terms and conditions of the Seedrs Secondary Market).
6. EIS Relief - past, current and future
As noted above, the convertible loan instrument is not compatible with EIS requirements, so no EIS applications will be made with respect to investments in the convertible loan.
The government has confirmed that investing in the convertible loan will not impact EIS relief previously claimed on investments in the fundraising company:
“The government has confirmed that such previous investments will not be affected where the convertible loan converts into shares. Where the convertible loan note redeems, we have been alerted that the government intends to make changes to the rules to clarify that this is compatible with such previous investments.”
However, investing in a convertible loan could impact your ability to claim EIS relief on future investments into the same company. The government has not clarified the position on this and has said it is a matter for HM Treasury and HMRC.
Seedrs is unable to provide tax advice. Tax treatment depends on individual circumstances and is subject to change.
There are two offline investors who have invested a total of $100k which has been reflected into the campaign. This investment has been reflected as £77,080 using the exchange rate of 1 USD = 0.770826 GBP, which is true of October 29th 2020.
Another offline investment has come through of $17,000. This has been reflected in the campaign as £13,080 with the exchange rate of 1 USD = 0.76966 GBP.
Please note that any discounts, rewards and/or offers listed by a company in its campaign are subject to the terms and conditions applied by that company. It is the company’s responsibility to honour such discounts, rewards and/or offers and Seedrs does not take any responsibility for them.
Open an account to get access to the team members of golfscape
Already have an account? Log in
To comply with financial regulations, we can only show full campaign details to registered users.