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Portfolio

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The FinTech that's transforming the way people invest in property

214%
 - 
Funded 5 May 2023
£600,036 target
£1,332,114 from 1,096 investors
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Business overview

Location London, United Kingdom
Social media
Website portfolio.co.uk
Sectors Finance & Payments Mixed Digital/Non-Digital B2C
Company number 13997249
Incorporation date 23 Mar 2022
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Investment summary

Type Equity
Valuation (pre-money) £58.9M
Equity offered 2.14%
Tax relief N/A
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Business highlights

  • Making a £1.7 trillion asset class accessible to everyone
  • Mature business paired with scalable tech
  • Awards nominations and national media presence
  • Multiple established revenue streams
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Key features

  • Secondary Market
  • Nominee investment min. £57.31 +

Idea

Please note that this is not an investment in The Portfolio REIT. Read on for full details of the investment opportunity.

Introduction

Over the 10 years we’ve been serving and educating property investors, one trend has been accelerating: property is becoming further out of reach for all but the wealthy minority.

That’s why we’ve created a groundbreaking combination of a mobile app and institutional-grade investment structure to open up this popular asset class to potentially millions more investors.

Portfolio captures the full property investment experience, with none of the hassle and a fraction of the cash needed for traditional buy-to-let. Investors can enjoy in-app video updates and property tours – and have the potential to benefit from capital growth and rental income, just like owning property directly.

Your investment is into our entire group – which has a decade-plus track record, multiple revenue streams and a huge audience.

Over a year when others have struggled, we’ve made huge strides in developing the product and increasing our audience, and our Q1 revenue for 2023 was the strongest in years.

Substantial accomplishments to date

First, we established our property expertise and built a solid business:

• More than 1,500 lifetime transactions arranged.
• £69m of property sourced and sold in 2021.
• Transacted with 3 FTSE-listed house-builders.

And developed a large, dedicated audience across multiple channels:

Then we built the Portfolio product:

• Established the fund (a Real Estate Investment Trust) that sits behind the app and holds the property assets.
• Raised £5.6m at IPO and listed it on The International Stock Exchange.
• Built and launched the Portfolio app (iOS and Android).
• Advised the fund in the purchase of 18 properties in its first year, including one of Europe’s highest penthouses!

Our users and the wider industry are loving what we’re doing:

Over the last year we’ve been building our team and improving the product:

• Tech and Product team built from zero to 7 people, headed by experienced leaders with financial services backgrounds.
• Automatic dividend reinvestment enabled.
• Security and stability improvements to prepare us for scale.

And across the group we’ve had some spectacular accomplishments:

Monetisation strategy

The group has three principal sources of revenue:

1: Recurring fund management fees, based on percentage of the net assets of the fund.

• Like most funds, we charge investors in the Portfolio REIT an annual fee of 1% of funds under management. This is a recurring income stream for the business, which will increase over time as the size of the fund grows.

2: Transaction fees payable on properties acquired by the fund.

• We also charge an acquisition fee to the sellers of properties The Portfolio REIT buys. This generates another income stream for the business as the fund grows, at no cost to investors.

3: Fees generated by Property Hub Invest for sourcing and transacting on buy-to-let properties for clients.

• Property Hub Invest clients pay a consultancy fee when they find a property. We don’t just find and negotiate the opportunity, but also liaise with their mortgage broker and solicitor, arrange furniture and fittings if needed, and set them up with a managing agent.

Use of proceeds

With this funding round, we plan to unlock the next phase of our growth plan, significantly expanding the reach of the Portfolio app and preparing us to become a mainstream investment product.

This will require further technology development, investment in our future regulatory application, establishing new product features like SIPP and ISA investment, expanding our marketing and supporting the operations of the growing business.

Key Information

Founder Interests:

Robert Dix co-owns a company called Team Incredible Limited with his wife (Company Number: 07440416). This company was set up in 2010 as an entity through which they could both provide consultancy services. The only activity within the company that Robert is responsible for, is providing consultancy services to the Portfolio group, which he is contracted to do on a full time basis.

Robert also owns a personal website called ‘Property Geek’ which provides advice and guidance on property investing. This site pre-dates his involvement with the Portfolio group. His only other commitments are writing property related books in a personal capacity from time- to-time, which brings indirect benefit to the Portfolio group through expanding awareness.

Material Debt:

The company or subsidiary entities have the following outstanding loans:

1. Non-interest bearing Director’s loan of £325,300 from Robert Dix. This loan has no set repayment date but will be repaid from future revenues when the company is in a suitable position to do so.

2. Non-interest bearing Director’s loan of £86,000 from Robert Bence. This loan has no set repayment date but will be repaid from future revenues when the company is in a suitable position to do so.

3. £250,000 Coronavirus Business Interruption Loan (CBILS) loan from Funding Circle at an interest rate of 13.1% per annum. The loan was entered into in June 2020, and is to be repaid by June 2025. The current outstanding balance as at 28 February 2023 stands at £140,625.

4. £250,000 Coronavirus Business Interruption Loan (CBILS) loan from Iwoca at an interest rate of 12.69% per annum. The loan was entered into in March 2021, and is to be repaid by March 2024. The current outstanding balance as at 28 February 2023 of the loan stands at £135,417.

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

As part of its business of providing property sourcing services to its property investment clients, Property Hub Invest Limited has contracted with the developer of the Derby Nightingale Quarter regeneration scheme (which is currently under development), for Property Hub Invest Limited to market for sale 179 individual residential units in the development to its clients. Under the arrangement, Property Hub Invest Limited contributes a deposit (the PH Nightingale Deposit) to the project.

In connection with this, Property Hub Invest Limited established a wholly-owned subsidiary, Property Hub Nightingale Investment Limited, as a special purpose vehicle to enter into a series of loan agreements with individual (not corporate) lenders, to borrow funds to contribute to the PH Nightingale Deposit.

The company has raised a total of £1,575,000 through these loans, at an interest rate of 14% per annum. The loans are to be repaid by May 2024.

The repayment of the loans is guaranteed by Property Hub Invest Limited.

Although Property Hub Invest Limited is engaged to market the units for sale until April 2024, as at 17 April 2023 Property Hub Invest Limited’s clients have already reserved, in total, 163 of the 179 individual units. The PH Nightingale Deposit will be refunded to the Property Hub companies as the unit sales complete, and the Property Hub Nightingale Investment Limited loans (guaranteed by Property Hub Investment Limited) will subsequently be repaid to the lenders.

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

Group Structure:

Investors in this round are investing into, and will become shareholders of, Portfolio Group Holdings Limited, Co. No.13997249. This is the top holding company for the Portfolio group, with no trading activities. Portfolio Group Holdings Limited has a wholly owned subsidiary, Property Hub Holdings Limited, which in turn has seven further wholly-owned subsidiary limited companies, and one subsidiary LLP. Two of those subsidiary companies (Portfolio Communications Limited and Property Hub Advisors Limited) are the designated members of the LLP. Further details on the group structure is as follows:

- Property Hub Holdings Limited: A wholly-owned subsidiary of Portfolio Group Holdings Limited. It is the holding company for the remainder of the Portfolio group of companies.

- Property Hub Advisors Limited: Provides investment advisory and consultancy services to property investment fund, Portfolio REIT plc, which invests in residential properties in UK.

- Portfolio Communications Limited: Introducer Appointed Representative (IAR) of the fund manager of Portfolio REIT plc, mainly focusing on distributing financial promotions via various platforms and media under the applicable regulations.

- Portfolio Technologies Limited: Develops and maintains the investment application, which enables investors to buy shares in Portfolio REIT plc (and potentially more investment products in future).

- Property Hub Forum Limited: Provides educational materials to property investors via various channels such as magazine and podcasts. It also acts as a central cost centre for group costs.

- Property Hub Invest Limited: Provides investment sourcing, consultancy, and conveyancing management services to property investors.

- Property Hub Nightingale Investment Limited: A wholly owned subsidiary of Property Hub Invest Limited, set up as a special purpose vehicle in connection with the Derby Nightingale transaction.

- Olive Property Construction Limited: Property development company which is no longer the strategic focus of the business.

- Property Hub Advisory LLP: General partner of Property Hub No.1 LP, which is a subsidiary of Portfolio REIT plc.- Portfolio Property Management and Lettings Limited: Provides property management and lettings services to the Portfolio REIT plc group of companies.

Share Classes:

Portfolio Group Holdings Limited currently has 4 classes of shares: A Ordinary Shares, B Ordinary Shares, C Ordinary Shares and Ordinary Shares.

All investors in this round, including Seedrs investors, will be receiving Ordinary Shares in Portfolio Group Holdings Limited. Ordinary Shares rank equally with A Ordinary Shares, B Ordinary Shares and C Ordinary Shares in terms of voting, capital on winding up and dividends, the only difference being that the holders of A Ordinary Shares, B Ordinary Shares and C Ordinary Shares are entitled to receive special preferential dividends in lieu of salary to the Founders (the amount of which is capped at market salary rates). For so long as Robert Dix receives his remuneration via consultancy fees, he has agreed not participate in the payment of any special preferential dividends.

Landlord Client Agreements:

Property Hub Invest Limited has a large number of non-material landlord client agreements. At any one time, it is possible that individual clients may wish to terminate these arrangements due to a change in their circumstances, or mere preferences. Given the volume of these agreements, the Founders do not consider that the termination of individual agreements would have a material impact on the business.

Investor 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.

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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.

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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 Portfolio has been approved by Seedrs Limited (trading as Republic Europe) ("Republic Europe", "us" or "we"), as of 18 April 2023 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 £58,910,038

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 regular equity campaign is the simplest and most common way to invest in a startup. You decide which business you want to invest in, and if the campaign hits its funding target then you will become one of their shareholders. As the company becomes more valuable, so do your shares; allowing you the opportunity to share in the future success of the business.

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.

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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 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.

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.

Warning

You are following a link outside of europe.republic.com.

None of the information in constitutes part of the campaign and it has not been approved or reviewed by Seedrs.

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