SquareBook is the auction technology platform for equity capital raises.
Business overview
Location | Edinburgh, United Kingdom |
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Social media | |
Website | www.squarebook.com |
Sectors | Finance & Payments Digital Mixed B2B/B2C |
Company number | 11971730 |
Incorporation date | 4 Jan 2017 |
Business highlights
- Digital auction platform for equity raises
- 8 signed clients, 2 advisor partners & more in the pipeline
- Bringing fairness and transparency to price discovery
- FCA authorised, built in FCA innovation hub
Key features
Learn more about convertible campaigns.
Idea
Introduction
SquareBook is a tech platform for equity fundraising. Squarebook is an independent, conflict-free provider of auction technology for companies to carry out raises at all stages, from private deals to IPOs and secondaries.
Most capital raises are still very manual. Companies have to navigate clunky offline processes, where phone calls and spreadsheets dominate. SquareBook is re-engineering equity capital raising by giving issuers and their advisors access to the widest investor base, and a digital toolkit to manage the whole thing, from start to finish.
The SquareBook platform brings companies, their advisers, and investors together in one place, putting companies in control of share pricing by using rule-based auctions. We’re bringing real innovation to a $400 billion market that hasn't changed in decades.
Substantial accomplishments to date
2017: SquareBook is Incorporated
2018: Build-out, model developed and rigorously tested as part of FCA Sandbox, the UK regulator’s innovation hub. Edinburgh office established.
2019: FCA authorisation, recognition in Financial Times and industry press (Euromoney, Fintech Times and more). First client signed - one of Europe’s largest pharmaceutical cannabis businesses. Inaugural SquareBook IPO Conference held in London, featuring high-profile speakers and panellists from the London Stock Exchange, Schroders, AFME, Aquis Stock Exchange, Baillie Gifford, PwC, RateSetter and more, with delegates from the finance industry, high-growth companies and entrepreneurial community.
2020: Graduate of Tech Nation, the UK government’s tech accelerator programme. Recognised by Tech Nation as a Fintech to watch.
2021: London office opened, new key hires made in tech, marketing and sales.
2022: First fundraise transaction completed on SquareBook. Partnership with Instinet announced. B Corp certification granted. Selected for Tech Nation’s International Programme for expansion in Singapore.
2023: Officially released from FCA Sandbox; full authorisation granted. Joined Barclays Innovation Workspace for Fintechs in London. Confirmed client fundraise pipeline set to take place in Q3 and Q4. New Operations Lead join the team.
Monetisation strategy
SquareBook has two main sources of revenue:
1. Monthly subscription fees
2. Transaction fees
As standard we charge each company a monthly SaaS fee of £1,000 to use the platform.
When a company executes a deal through SquareBook, it pays typically 1% of the capital raised. This is much less than the typical fees companies pay investment banks for IPOs, which are usually 4.1% to 7%. The average value of an IPO executed globally in 2021 was $227 million.
The SquareBook platform is designed for different kinds of equity capital raise, including share placings and follow-ons, which can raise more capital than IPOs.
Use of proceeds
The funds will give us a twelve-month runway, which will help SquareBook to execute our current pipeline of deals (gross volume valued up to £150 million) and give us momentum until we are ready to have our Series A raise.
The full breakdown:
- Product delivery and development: 35%
- Sales and marketing: 45%
- Office, admin, overheads: 14%
- Legal and financial: 6%
The focus of the funds raised will be used to further develop our data analytics capabilities and strengthen our sales and marketing spend. In addition, we plan to focus on expanding SquareBook geographically into Europe and the US with additional key business hires in these areas.
Funds will also be allocated to our key near-term goals of building our brand and establishing ourselves as thought leaders in the equity capital markets.
Key Information
Convertible Key Terms
Investments in this Campaign will be made under an Advanced Subscription Agreement (“ASA”). Under an ASA, investments convert into shares upon the occurrence of a future specified trigger (at a price dependent on the type of trigger). Please also refer to the “Key Terms” document attached to this Campaign in the Documents section for more detailed information.
If the Company raises at least £1,000,000 in new equity investment over one or more funding rounds in the next 6 months, that will constitute a “Qualifying Equity Fundraise”.
If there is a Qualifying Equity Fundraise, a sale of the Company resulting in a change of control (a “Change of Control”) or an IPO, then the ASA will convert at the lower of:
- a 20% discount to the lowest price of a share issued (or sold) in connection with that Qualifying Equity Fundraise, Change of Control or IPO; and
- a price per share assuming a pre-money valuation of £35,000,000.
If there is no Qualifying Equity Fundraise, Change of Control or IPO within 9 months of the ASA, or there is a winding-up or cessation of business by the Company of any kind prior to any such event, then the ASA will convert into shares assuming a valuation of £24,493,388.43.
Material Debt
The Company has the following outstanding loans:
1. £20,000 Bounce Back Loan from Santander with an interest rate of 2.5% per annum. The loan is to be repaid in May 2026.
2. £32,000 Directors Loan with an interest rate of 1% per annum. The loan is to be repaid in December 2024.
The funds raised as part of this round will not be used to repay these loans.
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