Race Space

Idea

Introduction

This campaign is to allow investors the ability to exercise their pre-emption rights on a £70k investment that Race Space is raising offline. The investment is structured as a convertible, the terms of which are set out below. As this is a pre-emption campaign open only for existing shareholders, minimum details are being provided. More information on Race Space can be found on the company's website or by requesting access to the pitch deck. Please note, this information has not been verified or approved by Seedrs.

Please note that the company has a director loan of £150k. The funds raised will not be used to re-pay this loan.

Convertible details

This investment round is being raised by way of a convertible equity investment structure. Please see document attached to the campaign titled “Race Space Convertible Key Terms” to see how the terms operate.

The headline terms are as follows:

• Discount: 20%.
• Valuation cap: £5,000,000.
• Conversion will happen on a Trigger Event, the Longstop Date or a Winding Up.
• If conversion takes place on a Trigger Event, the instrument will convert at the lower of: (1) a 20% discount to the share price set by the Trigger Event or (2) the valuation cap.

• If conversion takes place on the Longstop Date, which is 12 months from the date the agreement is signed, or on a winding up event, conversion will take place at the lower of: (1) the lowest price of any Ordinary Share issued after the date of the agreement; and (2) a valuation of £2,500,000.

• Trigger Events are:
• o Qualify Equity Fundraise – defined as the Company raising investment capital of at least £200,000 from one transaction or a series of transactions, in exchange for the company issuing equity shares;
• 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.