We make beautiful, spacious eco-friendly homes for all. Designed to last. Built offsite in the UK.
Business overview
Location | Norwich, United Kingdom |
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Social media | |
Website | www.the-nhouse.com |
Sectors | Property Non-Digital Mixed B2B/B2C |
Company number | 10453844 |
Incorporation date | 31 Oct 2016 |
Investment summary
Business highlights
- Investment conditional upon Future Fund funding - see Key Info
- Full 'mortgage friendly' quality accreditation achieved (BOPAS)
- Sales pipeline of over 30 houses being prepared or in planning
- Highly experienced management team and award winning architects
Learn more about convertible loan campaigns.
Idea
Introduction
nHouse is a young disruptive housing company challenging the status quo of the UK residential construction sector.
We make houses using modular methods - which means they are constructed in separate parts in a factory before being transported and connected together at a building site.
We have streamlined the product range so we can focus on our core 9 homes. These homes in our range are eco-friendly, full of lifestyle technology, spacious, have healthy home attributes, are low cost to run and are made of high-quality materials - we have BOPAS accreditation meaning they are mortgage friendly and have a 60 year structural warranty.
Our market includes self-builders, developers and volume house purchasers (e.g. Housing Associations).
The UK government wants the 'offsite' sector to help solve the housing crisis, tackling the 100,000 annual housing supply shortfall, particularly because we can make a house in 12-16 weeks. They have set a target of 75,000 new homes to be manufactured using modern methods of construction by 2030, such as 'factory-made' modular housing.

Substantial accomplishments to date
Money.
Since launch we have raised over £1.8m from c.2,000 investors via crowd raises and private investment.
nHouse have contracts equating to over £800K of income to date.
A report by McKinsey predicts offsite sector value to be $130 billion by 2030
Products / Production
nHouse offer a range of 9 residential properties, from bungalows up to large six-bed houses, using a variety of construction materials, finishes and specifications as well as optional extras.
We have selected manufacturing partners, secured supply chains, reached design and engineering 'freeze' on core range and achieved BOPAS accreditation.
Marketing.
nHouse has created a strong brand with brochures, a website and other marketing materials.
We have exhibited at numerous conferences and events including Grand Designs and ModMatch.
We are ranked on the front page of Google for modular house searches.
We have been written about by major UK newspapers like the FT, The Times, The Guardian, and The Sun.

Monetisation strategy
Our business plan outlines planned sales and revenues (delivered/completed homes):
2021 - 26 houses
2022 - 100 houses
2023 - 186 houses
This Seedrs round is designed to provide funds equating to £125,000 which will then be matched via the UK governments Future Fund.
These funds provide a conservative runway until September 2021 allowing the current sales in the pipeline to exit planning and become contracted, strengthening our negotiating position during the planned VC round
After 2025 we aim to exit via either a listing or trade sale.

Use of proceeds
Funds will be used to support growth and delivery of homes exiting the planning process during the next 6 months, providing a strong platform to enter the VC round.

Disclosures
Outstanding debt:
The company has the following outstanding loans:
1. £38,000 shareholder loan. This loan has no interest and no agreed repayment date
2. £33,862 director loan. This loan has no interest and no agreed repayment date.
3. A bounce back loan of £19,000, interest-free for 12 months, and 2.5% thereafter. This is to be repaid over 60 monthly installments starting in June 2021.
None of the funds raised will be used to repay these loans.
Outstanding Advance Subscription Agreement:
The company also has an outstanding Advance Subscription Agreement for £147,470, raised in September 2020.
Terms for this include:
- 20% discount
- £30m valuation cap
- Conversion on an equity round of £500,000, a change of control, or an IPO.
- Longstop date Sept 2021.
More details can be viewed here www.seedrs.com/nhouse1
Key Information
Convertible Loan Note
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.
1. Key terms
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
Valuation Cap: £30,000,000
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 or, if lower, the Valuation Cap share price.
Maturity Date: 36 months from signing convertible loan agreement.
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).
Or, if lower, at the Valuation Cap share price.
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:
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.
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.
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.
2. 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. Subject to eligibility criteria and the Future Fund's approval, 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’ to eligible and approved businesses, 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.
3. 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.
4. Risks
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.
5. Secondary market
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).
6. 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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