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Copenhagen Nanosystems

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We make particle analysis accessible with our patented spectroscopy solutions

114%
 - 
Funded 3 May 2024
€400,000 target
€486,734 from 414 investors
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Business overview

Location Farum, Denmark
Social media
Website cphnano.com
Sectors SaaS/PaaS Mixed Digital/Non-Digital B2B
Company number DK37293903
Incorporation date 11 Dec 2015
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Investment summary

Type Equity
Valuation (pre-money) €5.6M
Equity offered 7.61%
Tax relief N/A
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Business highlights

  • A paradigm shift in nanoparticle testing sold in 25 markets
  • Rapidly growing need for particle testing, but labs are expensive
  • Simplified via UV-VIS spectroscopy, reducing costs by over 99%
  • Patents and license agreements protecting IP and technology
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Key features

  • Secondary Market
  • Nominee investment min. €20.02 +
  • Direct investment min. €25,000.00 +

Idea

Introduction

Copenhagen Nanosystems is an innovative company with the goal to enable affordable monitoring of micro- and nano-particles.

In recent years, a new issue has emerged: the ever-growing presence of micro- and nano-particles. Micro-plastics are in our drinking water, micro-particles play a crucial role in the production of pharmaceuticals, and skin care producers must take care to prevent nano-particles from being able to enter our bodies.

Laboratories that can perform accurate particle testing are few and far between. This is due to the expensive equipment and the high skill level needed to operate it, but that is all changing now.

The new technologies from Copenhagen Nanosystems mean that the cost of getting started is reduced by over 99%.

Our vision is to make next-generation particle testing accessible to everyone in any measurement environment. We are looking to turn Copenhagen Nanosystems into a key player in the market, and we would love for you to be part of our journey.

Substantial accomplishments to date

2017: IP License agreement with The Technical University of Denmark signed.

2017: First soft-funding grant won.

2017: First Angel Investment after securing IP rights.

2020: First major distribution agreement signed.

2020: First institutional investor invests.

2022: IoT solution is shipped to the first customer, enabling smart connectivity for users worldwide.

2022: Winner of KPMG Global Tech Innovator in Denmark.

2023: Our commercial sales channel network reaches 20+ countries.

2023: Patent granted, securing the IP behind particle testing solutions.

Monetisation strategy

We generate revenue through product sales and services. We sell consumables and upgrades for laboratory equipment around the world through our trusted resellers and partners.

Use of proceeds

Here is a breakdown of the use of proceeds:

1. Salaries for commercial and R&D staff: 51%

2. Marketing expenses: 10%

3. Facilities and production upgrades: 13%

4. IP, admin and regulatory costs: 21%

5. Other 5%

We believe that these expenses are essential in order to reach our goals and financial forecast.

Investors 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

IP License Agreement

The company owns intellectual property related to the SpectroWorks™ and SpectroLink™products as well as patented rights related to the NanoCuvette™ S product.

In addition, the company has entered into an exclusive patent license agreement with the Technical University of Denmark for other rights related to both NanoCuvette™ One and NanoCuvette™ S products.

The license is valid for the lifetime of the patent. The company must pay the licensor the higher of a minimum annual royalty of DKK 100,000 (€13,330) or a running annual royalty corresponding to 2% of the Net Sales of NanoCuvette™ products. The company has the right to purchase the patent for a fixed price.

Outstanding Debt

The company has the following outstanding loans in DKK (here converted to EUR with an agreed Exchange Rate of 1 EUR = 7.5 DKK):

1. €266,667 principal amount loan from the Export and Investment Fund of Denmark (EIFO) backed by the Danish state at an interest rate of CIBOR3 + 5 % per annum. The loan is to be repaid on 31 December 2026.

2. €49,362 principal amount loans from three major shareholders at an interest rate at 2.5% per annum. The loans are to be repaid after the EIFO loan is repaid.

3. €15,333 principal amount loan from a founder at an interest rate of 5.0% per annum.

The funds raised from this investment round will not be used to repay these loans.

Convertible Loans

The company has the following outstanding convertible loans in DKK (here converted to EUR with an agreed Exchange Rate of 1 EUR = 7.5 DKK), which may convert to equity after this round and dilute existing shareholders:

1. €226,610 principal amount loan from the Export and Investment Fund of Denmark (EIFO) backed by the Danish state, with the following key terms:
o Interest rate: 8.00%
o Conversion trigger (“Qualified Amount”): €2,000,000.00
o Conversion discount: 20%
o Valuation Cap: €4,613,333.33
o Share class: A Shares
o Repayment date: 08 December 2024

2. €126,667 principal amount loans from a group of investors, with the following key terms:
o Interest rate: 9%
o Conversion trigger: On an exit or on an equity financing round of at least EUR 133,333.33
o Conversion price: the lessor of (a) DKK 500.00 per nom. DKK 1 share in the DEBTOR and a 20% discount on the last funding round share price
o Valuation Cap: None
o Share class: A Shares
o Repayment date: In negotiation

3. €133,333 principal amount loan from Asen 9 ApS, with the following key terms:
o Interest rate: 5%
o Conversion trigger: On an exit or on an equity financing round of at least EUR 1,333,333.33
o Conversion price: the lessor of (a) DKK 500.00 per nom. DKK 1 share in the DEBTOR and the last funding round share price
o Valuation Cap: None
o Share class: A Shares
o Repayment date: 31 May 2024, in negotiation.

4. €133,333 principal amount loan from Asen 9 ApS, with the following key terms:
o Interest rate: From 31 May 2022 until 1 November 2022, five per cent (5%) per annum; From 1 November 2022, nine per cent (9%) per annum until payment in full.
o Conversion trigger: On an exit or on an equity financing round of at least EUR 133,333.33
o Conversion price: the lessor of (a) DKK 500.00 per nom. DKK 1 share in the DEBTOR and a 20% discount on the last funding round share price
o Valuation Cap: None
o Share class: A Shares
o Repayment date: 31 May 2024, in negotiation

Direct Investments and Share Price

Direct investments in the round from investors outside of Seedrs have been paid in Danish Kroner (DKK) at a total amount of DKK 1,012,002.00. These investments have been reflected in the campaign at an agreed Share Price of €0.14 per share corresponding to direct investments of €133,212.66. Investments on Seedrs are made in Euros.

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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

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 campaign for Copenhagen Nanosystems has been approved by Seedrs Limited (trading as Republic Europe) ("Republic Europe", "us" or "we"), as of 11 January 2024 as a financial promotion. Republic Europe is authorised and regulated by the Financial Conduct Authority with firm reference number 550317. In approving this campaign, Republic Europe has concluded that the information, taken as a whole, is "fair, clear and not misleading." This means that for factual statements we have reviewed evidence of their accuracy, and that for aspirational statements we believe they are phrased appropriately in light of their speculative nature. You should note that in the case of factual statements, the evidence we review is provided by the business, and we do not audit it, which means that we may not be able to identify forged or altered evidence. You should further note that in the case of aspirational statements, the nature of the type of businesses presented on the Republic Europe platform is such that they are likely to have high ambitions, and we may approve statements that convey those ambitions even where we do not believe, or we do not have a view on whether it is likely, that they will be fully realised. The pre-money valuation and investment sought in the campaign are those set by the business: they are not reviewed or established by us, and the valuation is not an independent view of what the business is worth. Given the nature and type of businesses presented on the Republic Europe platform, it is possible that the business has very little cash remaining prior to receiving this investment, and the investment sought may be necessary for the business's on-going existence.

Republic Europe does not make investment recommendations to you. No communications from Republic Europe, 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. Republic Europe 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 Republic Europe, 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 €5,557,787

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

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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).

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Nominee investment

This shows if you are able to choose, when making an investment, that you be represented by, and your shareholding be managed by, the Nominee investment.

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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

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Direct investment

This is an option to invest and hold shares 'directly' in the company (rather than via the Nominee investment). 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.

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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.

Security Token

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