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People Matter.

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Our app, Okina, is a mental wellness companion that empowers you to be your best self everyday.

107%
 - 
Funded 23 Sep 2020
£300,000 target
£321,700 from 177 investors
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Business overview

Location Ringwood, United Kingdom
Social media
Website www.peoplematter.tech
Sectors SaaS/PaaS Digital B2B
Company number 11172525
Incorporation date 26 Jan 2018
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Investment summary

Type Convertible
Discount 20%
Share price N/A
Tax relief N/A
Co investor Future Fund
47% raised from Future Fund

Matched funding applied for from Future Fund. See Key Information Tab for more information.

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Business highlights

  • Microsoft Workplace Analytics Global Incubation Programme
  • Won Tech Nation’s Rising Stars competition in 2019
  • Commercial contract with a FTSE100 financial data company
  • Investment conditional upon Future Fund funding - see Key Info
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Key features

  • Secondary Market
  • Nominee investment min. £10.00 +
  • Idea
  • Key Terms
  • Team
  • Updates
  • Investors 177
  • Discussion
  • Documents

Learn more about convertible loan campaigns.

Idea

*Wellness tech market is set to double from 2017 to 2022

Introduction

Imagine a world where everybody can feel at their best at work and at home. At People Matter we’re on a mission to make this world a reality.
Our app, Okina, is a companion that helps you to measure and improve mental wellness and resilience, spotting risks of burnout.
Okina uses the latest scientific understanding of human psychology, cutting edge data science and our proprietary measurement scale (PEBB), to help you find the right balance between your inner resources and the demands of your environment. It helps you recognize what energizes you and to create lasting wellness changes.

We like to think of it as a fitbit for mental health.

To create healthy workplaces, we also believe that organisations need better tools and capabilities to build thriving cultures and reveal hidden burnout risks.

Our enterprise analytics product Okina Care - provides organisations with macro-insights on culture and real-time dashboards that shows how their workforce is feeling and most importantly, why.

Intended impact

We believe that everyone has a right to positive mental health and support.

Yet our modern world has meant that many of us feel overwhelmed by daily demands, distractions and being 'always-on' with little support.

The reality is that over 264 million people suffer from depression globally and 1 in 4 of us will experience significant Stress, Anxiety or Depression. This costs us as individuals as well as costing the global economy $1 trillion every year.

This has to change.

Our purpose is to make digital technologies that help create a more caring world for everybody.

Technology has to be re-engineered as a force for good with human wellbeing at the heart of it.

Okina ensures your data is private and uses AI to learn how your world is impacting your mental wellness, without over-reliance on surveys.

With the wellbeing technology market set to be worth £2.31bn by 2022, Okina offers a new, ethical and science based product that can scale and make an impact to millions.

Substantial accomplishments to date

Founded early 2018, we have had an exciting journey going from product concept to making it a reality. We have developed a predictive model for burnout and resilience built on a psychosocial framework that brings together decades of research.

Our work has been recognised with multiple awards. We are very proud to have won Tech Nation’s Rising Stars competition in 2019. This prestigious award recognised People Matter as one of the top tech start-ups in the UK in 2019. We followed this membership of Tech Nation’s Applied AI cohort in 2019/20 - which brought together the UK’s leading technology start ups with AI at the core of their product offering. In December 2019 we were awarded Start Up of the Year by Tech SouthWest. In May this year we were recognised as a Createch One to Watch for 2020.

Key accomplishments so far:
- Development of our proprietary PEBB model based on decades of psychological research.
- Secured £500k of funding to date.
- Members of the Microsoft Workplace Analytics Global Incubation Programme. We are working in partnership with Microsoft’s workplace data specialists based in Redmond USA - on how we can respectfully and securely leverage O365 and Teams data in our analysis of Digital Self.
- 12 month Research Partnership programme with FTSE100 Enterprise. Analysis of anonymised burnout trends for a cohort of 3000 people across the UK and North America. Utilising anonymised meta-data from Office365, combined with core HR data - we have used machine learning to validate our model and build valuable insight on the link between work based environmental factors and burnout.
- Development of our app, product brand and human-centered UX/UI - Okina. We are now live in the Apple App and Google Play stores.
- Signed our first commercial contract with a FTSE100 financial data company in 2019 - we have followed this with a contract to roll out a resilience programme - based on our Okina app - to their UK operation in 2020. The first customers went live on Okina in June this year.
- In June this year we were awarded a £49,700 grant by Innovate UK (the UK’s Innovation agency) to accelerate bringing our work analysing Microsoft “digital self” data to market. More than 8,600 projects applied for funding of up to £50,000 in this particular Innovate UK competition, with just over 800 projects selected from across the UK.

- Highly experienced and capable team in place to deliver against our vision

Monetisation strategy

- We are a B2B SaaS company - targeting two specific types of companies. Medium to large enterprises - many of whom are wrestling with how to support their people in increasingly challenging times and in often in new remote working environments. We are also looking to work with smaller mission driven start up/scale up businesses who are looking to hire and retain the very best talent to grow their companies.
- We operate a SaaS model, charging an annual license fee per user within the organisation along with an initial set up fee. This includes training to leaders & wellness champions.
- We are initially targeting UK based businesses, we are looking to expand into the States in 2H’21.

Use of proceeds

Money raised so far has been spent on developing our research, product and validating our science.

Just over 70% of the money raised will be used to fund both development of the app and further development of the PEAK data science engine. This includes:

- Additional development resource to accelerate product innovation

- Additional data integrations in to Slack, Gmail, LinkedIn and other digital data sources to drive more seamless automation for users

- Development of additional features within the app to support greater behavioural change, including content, tools and resources

- Development of additional Okina Care analytics features

- Continuous testing of PEAK data models to improve predictive validity

The remaining funds will be used to support our operation and launch our proposition and product to Market. This will include:

- Investment in specific marketing campaigns, PR & targetted Events

- Commercial Manager & lead generation to build 2020 pipeline

Key Terms

Future Fund

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: £75,000,000

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.

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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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 People Matter. has been approved by Seedrs Limited (trading as Republic Europe) ("Republic Europe", "us" or "we"), as of 9 July 2020 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 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.

The investee business is responsible for setting its own valuation, it has not been prescribed by Seedrs.

Pitch type

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.

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.

Find out more

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.

Find out more

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.

Find out more

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.

Security Token

A security token is a digital asset that represents ownership or other rights. It is a digital form of traditional investments. In the future, you may be able to trade your investment through compatible exchanges.

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