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Screach

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Bringing together your favourite content all on one app – simplifying access and saving cost!

151%
 - 
Funded 17 Mar 2021
£1,000,000 target
£1,509,990 from 192 investors
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Business overview

Location Newcastle, United Kingdom
Social media
Website www.screach.com
Sectors Content & Information Digital Mixed B2B/B2C
Company number 07007633
Incorporation date 3 Sep 2009
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Investment summary

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

Designed by government and delivered by the British Business Bank, the Future Fund supports innovative UK companies and matches investments made in eligible companies through convertible loans.

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Business highlights

  • Launched 'First of its kind' live streaming & on demand platform
  • FREE app that combines streaming services to save money
  • Already generating revenues from subscriptions and advertising
  • Approved Future Fund application for £1.5m match funding.
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Key features

  • Secondary Market
  • Nominee investment min. £10.00 +
  • Idea
  • Key Information
  • Team
  • Updates
  • Investors 192
  • Discussion
  • Documents

Learn more about convertible loan campaigns.

Idea

Introduction

Our mission is to make the video streaming experience better for everyone (…just like Spotify have for music).

Screach is a global live streaming and advertising platform that aims to bring together whatever people want to watch on one App!

The video streaming revolution is here... there are now over 300 streaming services, such as Netflix, Amazon Prime etc. The average US household already has 3.4 subscriptions and global spend on streaming services is forecast to reach $130bln by 2022.

This rapid shift to streaming leaves consumers with more subscriptions, more cost and more apps, and businesses (such as pubs) increasingly left behind as more content goes online when they are still using outdated satellite or cable technology to show live sports.

Through our proprietary software and by working in partnership with the content providers and advertisers, we aim to bring all the different services together on one App - with the intention of delivering access to all, simplicity and cost savings.

(Please note, not all of the specific third party services shown above are available on the Screach platform and are used here for illustrative purposes.)

We’ve started building content partner relationships and launched in the B2B market, we’re now looking to launch our consumer App and push our international growth, initially focused on sports then across all categories of content.

Substantial accomplishments to date

People

Internationally experienced, talented, hard working, dedicated team committed to making the business a success.

Technology

· Launched first of its kind B2B content streaming and advertising platform and App, consolidating streamed content from multiple providers accessible by any device (Smart TV, tablet, mobile) anywhere in the world, with combined digital signage capabilities.

Customers & Revenues

· Reached £121k* of business subscription revenues from 352 venues across some big name customers, who present a large growth opportunity of circa 10,000 locations.

· Tested a free B2B proposition with BT Sport which delivered a 49.7% telephone sale conversion rate.

·Over 1,150 businesses already using our ‘free-to-try’ service in the UK – launching internationally and monetised through sports subscriptions and advertising.

*Figures from unaudited management accounts.

Content Partners

· As a first step, Screach is currently focused on building relationships with live sports content rights holders.

· Signed agreement with Premier Sports in Nov 2019 (www.premiersports.com) to show live Serie A and LaLiga football, PRO14 rugby matches and more.

· LaLigaTV promotion delivering a free introductory offer to our customers (Jan - Mar 2020).

· BT Sport agreement for Champions League and English Premier League video on demand highlights.

· Final discussions with DAZN to launch in Spain with preferential pricing over cable and satellite operators.

Advertisers

· Screach offers advertisers a network of TV screens in venues and screen time on the Screach App to advertise to consumers.

· Delivered 63 pilot Ad campaigns generating £275k of advertising revenues (Figures based on unaudited management accounts).

· Proved we can provide advertisers with key measurement data and a totally new way to reach a huge number of consumers.

· Diageo agreement to launch localised Ad campaign.

We've also gained strong press coverage - 27 recent articles in the last 12 months (see more www.screach.com/news-centre).

Monetisation strategy

We generate revenues from advertising, monthly subscriptions and sports content packages.*

Acting as a sales channel for our content partners, we receive an ongoing revenue share for each subscription we sell building a valuable recurring revenue stream. We also intend to resell all the major services, delivering a very broad range of attractive packages from which to generate revenues.

Advertising revenues are generated from brands buying advert space on the TVs in the same way they do today on ITV. In the future we intend to pass back some of these revenues to customers to reduce the net cost of the services they buy from us increasing customer loyalty.

We believe that our ‘free to try’ offer reduces the barrier for customers to adopt the service and increases growth rates. We’ve previously tested a free proposition with BT Sport which delivered a 49.7% telephone sale conversion rate.

*Based on unaudited management accounts

Use of proceeds

1. Driving growth.

40% will be used on sales and marketing to drive awareness and growth. We have a clear multi-channel distribution strategy outlined below. We receive leads from content partners who typically have no mechanism to sell to business customers themselves.

2. Technology Development.

36% will be used to advance our technology in areas such as improved programmatic (data-driven) advert insertion into video content and to launch our consumer app.


3. Customer Operations.

24% will be invested in our customer services to engender loyalty and brand advocacy. We already offer a market leading 24/7 support desk and intend further automation and efficiency improvements.

4. International Launch.

Pilot launch our service internationally in Spain through agreeing a formal relationship with DAZN. In parallel we are looking to launch in five english speaking territories through new content provider relationships.

Key Information

Debt

The company has the following outstanding loans.

- £50,000 bounce back loan facility from Barclays. Interest rate is fixed at 2.5%. First repayment is due on 18/7/21.

- Overdraft facility of £25,000 at an interest rate of 5.01% over base and repayable on demand. Currently none of the overdraft is utilised.

None of the funds raised will be used to repay these loans.

Convertible loan note terms

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: £5,000,000

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 not conditional upon receiving matched funding from the Future Fund. Seedrs will complete the investment and transfer the funds raised even if the application for Future Fund investment is rejected. We will ensure an application is made to the Future Fund for matched funding and will not complete until we know the outcome of the application. But if the application is rejected, the company will still be permitted to complete the investment round.

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 Screach has been approved by Seedrs Limited (trading as Republic Europe) ("Republic Europe", "us" or "we"), as of 6 November 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.

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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.

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

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