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Mindstone

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Learn faster & remember more. Take certified courses built from the best content available online.

209%
 - 
Funded 4 Nov 2021
£700,000 target
£1,473,520 from 275 investors
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Business overview

Location London, United Kingdom
Social media
Website www.mindstone.com
Sectors Content & Information Digital Mixed B2B/B2C
Company number 12535319
Incorporation date 26 Mar 2020
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Investment summary

Type Convertible
Discount 20%
Share price N/A
Tax relief

EIS

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Business highlights

  • Experienced team with successful track record and previous exit
  • Investors with past bets on Klarna ($46B+) & Supercell ($10B+)
  • Edtech market set to double in the next 5 years to $400B+
  • Over 50,000 users signed up since the start of the year
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Key features

  • Secondary Market
  • Seedrs nominee min. £16.00 +
  • Direct investment min. £25,000.00 +
  • Idea
  • Investor Perks
  • Key Information
  • Team
  • Updates
  • Investors 275
  • Discussion
  • Documents

Learn more about convertible campaigns.

Idea

Introduction

We are proud to announce the launch of the next stage of our company: A platform that enables you to learn faster & remember more by taking certified courses built from the best articles, podcasts and videos available online.

At Mindstone, we are on a mission to create the best learning experiences & opportunities for anyone, anywhere.

Learning is central to the way our society is built today. It provides a path to achieve both our personal ambitions and wellbeing as well as our societal goals of economic and cultural growth.

Our vision is to help people become better learners, enabling them - and humanity as a whole - to push back at the limits of what they can become.

We built a platform that helps you learn faster & remember more by enabling you to take certified courses, curated by anyone, from the best videos, podcasts & articles available online. Supported by true, multi-modal content, and cutting edge learning science, Mindstone is here to help you get that next promotion, make the career switch you always dreamed of, or just become a better learner.

The internet made information universally accessible, Google organised it, and now Mindstone helps you not just consume, but really learn from it.

Substantial accomplishments to date

- Universally available on Web, iOS & Android

- Over 50k sign-ups since the start of the year

- Usage and engagement on the platform has grown at a compound average growth of 66% MoM since January

- Integration with Harvard Business Publishing to go live in the next few months

- Many amazing course creators providing courses ready for launch, including:
--- The Bitcoin Association - Bitcoin Basics: Protocol and Design
--- The Body Collective - Women's Health: How to live your best life after 40
--- Techstars - Building Product People Love
--- UnJaded Jade - How to self study
--- Eleanor Neale - How to research a true crime case
--- And many more...

- Investors include Mattias Ljungman, co-founder of Atomico and early investor in Klarna (valuation $46B), Supercell (valuation $10B+) & ViaGoGo (Valuation $2B+)

- Team have previously co-founded and helped build multiple successful companies, including the likes of SuperAwesome (Acquired by Epic Games), Monzo and Knewton

Monetisation strategy

Mindstone has plans for 3 core monetization models, each of which we believe is a sizable opportunity standalone.

B2B:

Corporates will be able to use Mindstone to support training and improve knowledge management, licensing the platform on a per seat basis. Multiple organisations are already using the platform for this purpose.

B2C:

As the Mindstone network grows, so does its value. New courses will attract learners who in turn encourage course creation in a virtuous cycle. We will therefore prioritize community growth in the near term. Longer term we plan to introduce a freemium model which will provide anyone with basic access; whilst premium courses and accreditation will be via subscription or one-off payment.

Sponsored content:

We believe corporates and institutions will pay for the right to promote courses on our platform, whether related to their core business, or based on CSR agendas. This model is being successfully executed by platforms such as Kahoot and we have already engaged with brands wanting to use the platform this way.

Use of proceeds

With the funds raised in this round, we intend to:

- Build out our mobile app teams (2 Android & 1 additional iOS developer)
- Improve experience across the board (1 UX designer)
- Roll-out our B2B offering for internal re-skilling & up-skilling (2 Full-Stack developers)
- Build a functioning, recognised skill-profile

Investor Perks

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.

Key Information

Advanced Subscription Agreement

This investment round is being raised by way of a convertible equity investment structure, in this case an "advanced subscription agreement".

The key terms that apply to the Company’s advanced subscription agreement are set out below. See also attached Key Terms document for further details.

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

• Valuation Cap: £20,000,000.

• Conversion is triggered by (“Trigger Events”):
- An Equity Fundraise – defined as the Company raising investment capital of at least £1,000,000 from one transaction or a series of transactions, in exchange for the company issuing shares;
- A Change of Control of the company (transfer of more than 50% of the share capital); or
- An IPO – being a listing of the company’s shares on a recognised stock market or secondary market.

• Longstop Date: 6 months from signing of instrument. (Note: this will be after the campaign closes).

• If conversion has not been triggered by the Longstop Date shares will be issued on the longstop date at the Default Share Price, which is the lower of:
- the lowest price of any shares issued after the date of this Agreement; and
- a price per share based on a pre-money company valuation of £15,000,000 on a fully diluted basis.

• The convertible would also convert to equity at the Default Share Price in the event of winding up or liquidation of the company.

Share Classes

The company currently has 3 classes of shares, Ordinary, Ordinary B and Preferred A.

Seedrs investors in this round will be receiving Ordinary shares in order to ensure EIS eligibility. Under the terms of the Advanced Subscription Agreement, some direct investors in this round may receive Preferred A shares, if the investor is not eligible for EIS tax relief.

The rights attached to the share classes are as follows:

• Ordinary shares:
- Full voting rights
- Full dividend rights
- No preference and no anti-dilution rights

• B Ordinary shares:
- No voting rights
- No preference and no anti-dilution rights
- These shares are reserved for the employee option pool

• A Preferred shares:
- Full voting and dividend rights
- 1x non-participating preference on liquidation and exit: A Preferred shareholders will first receive 1x their initial investment amount before the remaining proceeds are distributed between the Ordinary shareholders pro rata.
- Broad-based weighted average anti-dilution rights: right to be issued additional shares at nominal value in event of a down-round.

Existing Advanced Subscription Agreement

The company has the following outstanding Advance Subscription Agreement, which may convert to equity in the future and dilute existing shareholders:

1. £10,000 from an individual, with the following key terms:


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

• Conversion is triggered by (“Trigger Events”):


- An Equity Fundraise – defined as the Company raising investment capital of at least £1,000,000 from one transaction or a series of transactions, in exchange for the company issuing of ordinary shares;

- A Change of Control of the company (transfer of more than 50% of the share capital); or

- An IPO – being a listing of the company’s shares on a recognised stock market or secondary market.

In which case, shares will convert at a discount of 20% to the Subscription or exit price.

• Longstop Date: 10/03/2023. If conversion has not been triggered by the Longstop Date shares will be issued on the longstop date at a price per share based on a pre-money company valuation of £10,000,000 on a fully diluted basis.

• On a Winding Up or Dissolution of the company, shares will convert in the same manner as at the Longstop Date.

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Only shareholders can access this page

If you successfully purchase a share lot of this business, you will be granted access.

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Only shareholders can access this page

If you successfully purchase a share lot of this business, you will be granted access.

Buy shares

Only shareholders can access this page

If you successfully purchase a share lot of this business, you will be granted access.

Buy shares

Share on:

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 Convertible

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.

The investee business is responsible for setting its own valuation, it has not been prescribed by Seedrs.

Pitch type

There are 5 types of investment pitch available on Seedrs.

  • Equity
  • Convertible
  • Fund
  • Cohort
  • Secondary

Investing in a convertible campaign allows you to invest today, with your investment converting into equity in the future, at a discount compared to other investors.

Learn more about pitch type on Seedrs

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).

Learn more about investing and pre-emption rights.

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.

Find out more

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.

Learn more about Custodian here

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.

Find out more

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.

Find out more

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.

Learn more here

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.

Warning

You are following a link outside of www.seedrs.com.

None of the information in constitutes part of the campaign and it has not been approved or reviewed by Seedrs.

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