Really Local Group
We create vibrant high street community spaces that promote local culture, arts and area regeneration.
- We have a pipeline of 6 sites across London & SE England
- 1st site, Catford Mews, successfully launched in 2019
- Investment conditional upon Future Fund funding - see Key Info
- Business has raised £1.25 million from 3rd party investors
Learn more about convertible loan campaigns.
MORE THAN JUST A CINEMA
Really Local Group creates and restores cinema led cultural infrastructure through the regeneration and renewal of the UK’s high streets. We deliver high quality community and cultural hubs, acccessible to all residents.
Each of our bespoke venues provides a mixture of:
• a 3-4 screen cinema with community spaces
• a vibrant live music & comedy programme
• coffee shop and roastery
• bar with a wide range and locally sourced offering
• ‘pop up’ stalls for local traders
Our vision focuses on:
• Localism: Each of our venues is uniquely designed to reflect its locality and we recruit from the communities we are serving. We are proud to be a London Living Wage employer.
• Accessibility: Our average ticket price is between £5 and £8 for cinema. We control our programming, allowing a local focus at each venue.
• Creativity: In each of our venues artists and entrepreneurs can work, create and reach out to the community through affordable performance, art and learning.
Substantial accomplishments to date
August 2018: Signed our 1st deal, the 21,000 square foot Poundland site in the Catford Centre, SE6. Began design work to transform into "Catford Mews"
December 2018: Awarded £1.2 million grant from the Mayor of London's 'Good Growth Fund' towards the design and development of 'The Gramophone' in Hayes, West London
February 2019: Succesfully completed SEIS funding round
March 2019: With a total budget of £1.2 million, demolition and development work begins at Catford Mews
July 2019: During a pre-sale, 300 memberships sold for Catford Mews
September 2019: Catford Mews officially launches and is well received by the community
October 2019: Successfully completed significant EIS funding round
November 2019: Acquired the Old Pressing Plant from U&I; Catford Mews Comedy Club launches; Selected by Southwark Council as preferred delivery partner for the Old Blue
December 2019: Appointed Cultural Strategic Adviser on Hutchinson Property Group's Convoys Wharf site in Deptford
January 2020: Signed 2nd deal for the 14,000 square foot 'Biscuit Factory' in Reading
February 2020: Catford Mews sells its 1,200 membership, reaching 1st year target in 6 months; sells its 30,000 cinema ticket
March 2020: Successfully completed over £250k EIS funding round; development work begins on the 'Biscuit Factory' and continues through lockdown
20 March 2020: Catford Mews forced to close by the government; all staff furloughed
June 2020: Signed 4th site at Hallsville Quarter in Canning Town, due to open 2023
Our business has 8 diverse revenue streams, providing a resilience not seen in a traditional cinema.
• Ticket revenue: Average ticket price is c. £6.57 and our occupancy for year 1 was over 20%
• Special events: Spaces can be rented by the hour for special events. To date, we have had a wide range of events, from late night birthday parties to planned weddings!
• Pre-show advertising: We have a deal with Pearl & Dean where we earn c. £8/quarter from pre-cinema advertising
• Memberships: A range of memberships, from student (£20) to family (£50). We had sold in excess of 1,250 before COVID
• Food & drink (non-coffee): We stock a range of local goods, from beer to snacks and everything in betwen (yes, popcorn too!)
• Compound Coffee: Our 'in house' coffee brand sells it's own blend as well as a range of other goodies
• Vendor concessions: We charge a turnover rent of 20% for each concession
• Consulting: Retainers to assist developers with their cultural strategies
Use of proceeds
The majority of the proceeds (80%) will be used to complete the development of our 2nd site, the 'Biscuit Factory' in Reading. This 14,000 square foot venue will be Reading's only independent cinema and will contain 4 screens, a new Compound Coffee cafe, a modern bar, a food hall and event space.
The remaining proceeds (20%) will be used to progress design work on our pipeline sites in Bermondsey, Sidcup and Canning Town.
Any additional monies raised will be used towards the development of our Gramophone site in Hayes, West London. The site, home of the original EMI record printing press, will open in 2021 and wil house a 4 screen cinema and live music venue, as well as a bar/cafe and interactive exhibition celebrating the area's musical heritage.
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.
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:
• Discount: 20%
• 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.
o The default position is 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:
o 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.
o 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.
o 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.
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. 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’, so there is no guarantee that a company will receive the Future Fund matched funding.
This campaign is conditional upon receiving matched funding from the Future Fund. Seedrs will not complete the investment and transfer the funds raised until we have confirmation that the Future Fund matched funding application has been approved and that the Future Fund is ready to make the investment. If the application is denied, the campaign will be cancelled and funds will be returned to investors.
Because this campaign is conditional upon the matched funding, you will see that we have reflected the Future Fund investment as part of the round. It is distinguished in pink in the progress bar of the campaign. This is to give investors an indication of the potential total size of the funding round (and potential dilution on conversion), but to also distinguish it from regular investment through the Seedrs platform.
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.
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 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.
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).
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.
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