Voyager CBD

Idea

Introduction

Voyager has announced it will be listing on the AQSE Growth Market and investors have the opportunity to participate in the IPO via Seedrs.

Voyager was founded in 2020 by Nick Tulloch, former CEO of Zoetic International plc, the first CBD company listed on the London Stock Exchange. The Company offers a range of products containing CBD and hemp seed oil. These include oils, gummies, bath products and skincare products, which are available online through the Company’s website and through more than 20 third-party websites. Following the reduction In Covid-related restrictions, in recent weeks the Company's sales mix has altered with trade customers now making up the majority of its revenue.

The Company believes that a significant opportunity exists in the CBD sector as a result of the expected growth of the market coupled with the changing regulatory environment for CBD products. It has now formally applied for admission on the AQSE Growth Market as it prepares to open its first store and extend its product range further.

Very often IPOs have excluded retail investors, but it was important to Voyager to recognise the support of its Seedrs investors and include them in this important part of the Company's journey.

Participating in the IPO

The Company has raised £367,300 from direct investors in an initial public offering and Seedrs investors are invited to take part in the offering through this private campaign.

The share price and pre-money valuation for the IPO is £0.58, i.e. an indicative pre-money valuation of between £4,996,693.12.

As this is a private campaign, limited information is being provided. You'll be able to find more information on the business and listing by requesting the draft admission document. The Company has also shared a number of updates on the business since it's last raise on its Seedrs post-investment page. Please note that updates and additional documents have not been reviewed or approved by Seedrs.

Investors will have until 5pm (London Time) on Friday 25 June 2021, to make their investment through Seedrs.

As the shares will be traded on the AQSE Growth Market, shares purchased via Seedrs will be held by the Seedrs Nominee through a broker and will not be traded on the Seedrs secondary market.

Seedrs' broker at this time is Canaccord but an alternative broker may be appointed in the event that the terms of such brokerage arrangement become uncommercial. If any Seedrs investor wishes to sell shares held through the Seedrs Nominee, you will need to notify Seedrs who will then instruct Canaccord (or an alternative broker) to sell your shares.

The fees for any transaction are as follows:
- £30 administration charge + commission of 0.75% on consideration. For sales of consideration over £10,000, there is a £1 PTM levy fee.
- Seedrs charges a 7.5% nominee fee on any profit made, i.e. in excess of the capital invested (after broker fees).

Please note that the AQSE Growth Market, which is operated by Aquis Exchange PLC, is a market designed primarily for emerging or smaller companies to which a higher investment risk tends to be attached than to larger or more established companies.

It is not classified as a Regulated Market under applicable financial services law and AQSE Growth Market securities are not admitted to the Official List of the United Kingdom Listing Authority.

Options & Warrants

Please note that as part of the IPO, the Company will be creating an employee share option scheme of up to 15% of issued share capital to incentive management and employees. The Company expects to grant options over around 11.5% of this in the near future, reserving the remaining for further hires. These options will be subject to performance conditions including share price performance and continued service of at least two years by each option recipient.

Voyager will also be issuing the following warrants to its advisors in the IPO:
- warrants over shares equal to 1% of the Company's post-IPO share capital to its corporate advisor, Cairn Financial Advisers LLP, exercisable at the IPO price for a period of 3 years following IPO.

- warrants over shares equivalent to 2% of the amount raised in the IPO to its broker, Bixteth Partners, exercisable at the IPO price a period of 3 years following IPO.

Further warrants over 34,474 shares will also be issued Bixteth Partners, exercisable at a price of £0.38 per shares a period of 3 years following IPO (these warrants represent part of Bixteth Partners remuneration for the fundraising carried out by Voyager in April of this year).
These options and warrants have not been factored into the pre-money valuation and will therefore dilute investors when exercised.