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THIS™

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We make hyper-realistic plant-based food for meat lovers.

200%
 - 
Funded 6 Aug 2020
£2,000,000 target
£4,476,520 from 1,844 investors
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Business overview

Location London, United Kingdom
Social media
Website this.co/
Sectors Food & Beverage Non-Digital Mixed B2B/B2C
Company number 11104088
Incorporation date 8 Dec 2017
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Investment summary

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

  • 2000+ retail & restaurant stockists incl. Tesco, Waitrose, Ocado
  • Achieved c. 700% growth in one year (launched June 2019)
  • Best vegan bacon & chicken awards by The Times, DailyMail, PETA
  • 4 core products that mimic meat in taste, texture, appearance
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Key features

  • No Secondary Market
  • Seedrs nominee min. £10.00 +
  • Pay by Bank payments not accepted
  • Idea
  • Perks
  • Key Information
  • Team
  • Updates
  • Investors 1,844
  • Discussion
  • Documents

Learn more about convertible campaigns.

Idea

Please note that this round has a maximum capacity of £4m and therefore will not be accepting any further investment before closing later today.

Introduction

THIS™ was created when we (we’re Andy & Pete. Hi.) checked out meat-free food, and decided that we didn’t really like any of it. After successfully exiting our meat-based restaurant business, Chosen Bun, we set out to make hyper-realistic plant-based food that mimics meat in taste, texture and appearance. But properly - not like some of the Frankenfood that’s been on shelves over the past few years.

We launched 12 months ago, and we’ve been growing obscenely quickly. We’re in our early thirties and face-lifts have been suggested to us both this year – more than once. Our four core products (plant-based THIS™ Isn’t Chicken and THIS™ Isn’t Bacon) are now in over 2000 stores and restaurants (including Tesco, Waitrose, Ocado, and Honest Burger), we’re listed with wholesale behemoth, Brakes, we’ve had hundreds of national PR features or mentions, we’ve won stuff and we’ve raised £5.6m from VC funds. We’ve also agreed to launch in two additional major supermarket chains in 2020. Also, our revenue for the month of July (our 12th full month of trading) was c£450k.

On Instagram we have now reached over 69,000 followers and are continuing to see rapid growth: www.instagram.com/this.uk

Substantial accomplishments to date

*Revenue source: unaudited management accounts

June 2019
• Launched into first restaurant chain (Patty & Bun)
• Tricked 25 food critics and bloggers into thinking our plant-based products were meat (story headlined in the Mirror)

July 2019
• Launched in 660 Holland and Barrett stores
• Launched on Ocado

August 2019
• Won Great Taste award

October 2019
• Won PETA best vegan chicken and best vegan bacon

November 2019
• Won Food Matters Live award for Best New Food Product of the Year


January 2020
• Launched with major restaurant chains: Honest Burger, Pho, Coco di Mama, Pure
• Tricked loads of members of the public into thinking our chicken nuggets are real (and that the real Ed Sheeran was handing them out (he was a lookalike))
• Launched in 280 Waitrose stores
• Won Best Vegan Bacon in The Times Plant-based Awards

February 2020
• Listed as Best Vegan Bacon by Daily Mail
• Launched with Brakes (second biggest UK wholesaler)

March 2020
• Finalist for Veggie Awards
• Finalist for Grocer Gold Awards Best Start up

May 2020
• Launched in 740 Tesco stores
• Reached milestone of 2000 restaurant and retailer listings

June 2020
• 5m portions of THIS™ sold

July 2020
• Listed as a Rising Star by Idinvest
• Listed in StartUps100 (No 30)
• Achieved c. 700% growth in one year (based on June sales for each year*)
• Saved 1,734,879kg of CO2 through people eating our products (vs consuming animal-based equivalents)
• Grew to 69000+ Instagram followers

Monetisation strategy

THIS™ is on a mission to shatter meat-eaters’ preconceptions of plant-based food, one rasher or nugget at a time. We launched a year ago, and our products are now available in over 2000 retailers and restaurants across the UK (with a 75:25 retailer restaurant revenue split).

Our retail outlets include 740 Tescos, 280 Waitroses, 660 Holland & Barretts, over 50 Central England Co-ops, and Ocado, as well as many independent bricks & mortar and online retailers.

We co-brand with our restaurant partners in order to increase engagement and brand awareness (providing exposure to them too). The products are available in restaurants nationwide, including the following major chains: Honest Burger, Pho, Coco di Mama, Barburrito and Pure.

We are listed in Brakes, VegExpress, and Bidfood which supply to hotels, pubs, cafes, caterers and restaurants nationwide.
Major retail wholesalers Suma, Blakemore and Wholegood stock our products too.

We’re launching in two more major ‘big four’ supermarkets later this year, as well as some additional well-known restaurant chains.

Our aim is to increase brand awareness and market penetration via both streams.

As well as aiming to massively increase our distribution, we also are investing heavily into building a formidable innovation engine within the company, so that we can deliver loads more plant-based innovation to the category.

Use of proceeds

Our aim is to accelerate growth, and this investment will be used to:

- Expand our innovation function - we’re planning to invest £1m in a London-based innovation centre. We think of it like a Willy Wonka-esque facility for plant-based R&D. It will house sensory, textural and other processing equipment. A team of world-leading food-scientists, engineers and flavourists will staff the centre. We’re also planning to launch 10 products per year for 3 years across a number of categories

- Boost our manufacturing capability – we’ve grown 700% in the last year (based on June sales for each year*), and the £1.8 billion UK plant-based industry is only getting bigger. We’re launching in two additional major retailers this year, and we intend to remain ahead of the game and to continue to meet demand

- Maximise our marketing reach – we’ve made headlines with our stunts and we plan to make them bigger and naughtier

Convertible Key Terms

This investment round is being raised by way of a convertible equity structure, in this case a convertible loan agreement.

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

● Automatic Conversion - the convertible loan will automatically convert into shares on:
○ A Qualifying Financing - which means the next equity financing of the Company raising at least £2,000,000; and
○ An Exit - which means a share sale (a merger or sale of the company resulting in the buyer acquiring control of Company) or a disposal of all or a substantial part of the Company’s business or assets.

● Voluntary Conversion: the convertible loan will convert into shares at the election of each investor
○ A Non-Qualifying Financing, which means the next equity financing of the Company raising less than £2,000,000; and
○ The Longstop Date, which is 30 months from the date of the convertible loan agreement is signed.
Please note that the election for Seedrs investors will be made by Seedrs for investors as a whole.

● Conversion Price
○ On a Qualifying Financing, Exit or Non-Qualifying Financing (a “Trigger Event”), the convertible will convert into shares at the lower share price of (i) a discount of 20% to the share price of the Trigger Event and (ii) a fully-diluted pre-money valuation cap of £50,000,000. NB: The £50m valuation cap is NOT a valuation of the company at this investment round - it is a protection in place to ensure that this convertible note does not convert based on a company valuation of above £50m at the qualifying financing round
○ On the Longstop Date, the convertible will convert into shares at a share price of £22.04 (which equates to a pre-money valuation of £21,779,597, based on the current fully-diluted cap table, excluding the impact from any notes converting or any top-ups to the share option pool required pursuant to the existing loan agreements).

● Event of Default
○ On an Event of Default, which includes a winding up event, administration or liquidation, the convertible loan will be repaid by the Company at the election of investors holding more than 50% of the outstanding convertible loans.

Perks

£10+
• Virtual air hug from Andy
• Virtual air fist pump from Pete

£250+
• Online THIS™ shop discount of 20% for 2 years

£5K+
• Personalised THIS™ T-shirt with your name on it
• Online THIS™ shop discount of 20% for 2 years

£10K
• Personalised THIS™ T-shirt with your name on it
• Online THIS™ shop discount of 20% for 2 years
• Preview screening of our next stunt

£100K+
• Personalised THIS™ T-shirt with your name on it
• Online THIS™ shop discount of 20% for 2 years
• Monthly hamper of THIS™ products
• Invitation to annual investor update and Q&A with Andy + Pete

Key Information

Outstanding Convertible Investments

The company has the following outstanding convertible loans:

1. £3,250,000 convertible loan from Backed, Five Seasons Ventures, Idinvest Partners, Seedcamp and Manta Ray Ventures, who are also participating in this investment round. The convertible loan was entered into on 28 November 2019 and the key terms are as follows:

● Automatic conversion: the loan will automatically convert into shares on an exit or an equity financing raising over £2,000,000 at a share price that is the lower of (i) a 20% discount (the “Discount”) and (ii) a price per share based on a fully-diluted pre-money valuation of £27,000,000 (the “Valuation Cap”). 


● Voluntary conversion: the loan will convert into shares at the option of each lender on the longstop date or an equity financing raising less than £2,000,000.
The longstop date for this convertible loan agreement has been extended to the same longstop date as this investment round. The conversion share price on the longstop date will be £19.99 per share (which equates to a pre-money valuation of £19,753,818 based on the current fully-diluted cap table, excluding the impact from any notes converting or any top-ups to the share option pool required pursuant to the existing loan agreements).
The conversion price on an equity financing raising less than £2,000,000 will be based on the same Discount and Valuation Cap as an automatic conversion event.

● Repayment
○ On an Event of Default, which includes a winding up event, administration or liquidation, the convertible loan will be repaid by the Company at the election of investors holding more than 50% of the outstanding convertible loans.
○ The lenders may also request voluntary repayment of the loan at any time in agreement with the Company.

2. £1,400,000 convertible loan from Five Seasons Ventures, Idinvest Partners, Seedcamp and Manta Ray Ventures. The convertible loan was entered into on 4 July 2019 and the key terms are similar to the £3.25m convertible loan described above, with the differences being:

a. A valuation cap of £15,000,000 on a conversion triggered by an equity financing or exit.

b. A default share price of £2.5992 per share (which equates to a pre-money valuation of £2,568,490 based on the current fully-diluted cap table, excluding the impact from any notes converting or any top-ups to the share option pool required pursuant to the existing loan agreements)

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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 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.

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.

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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.

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.

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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.

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.

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