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Ugani Prosthetics 2A
State-of-the-art Prosthetics and Orthotics, at a fraction of the cost
Key Investment Information Sheet
Terms & Conditions
€246,500
total amount raised in round
- Backed by over 70 investors
- Eligible for a tax reduction
The UGANI PROSTHETICS 2A compartment of Spreds Finance would participate in the financing of UGANI PROSTHETICS BV/SRL planned between € 25,000 and € 400,500 (the "Capital Increase").
Of the total amount raised during the period of the offering, Spreds Finance will use an amount of € 500 per Participatory Notes for these purposes, subject to the fulfilment of the conditions for such placement.
Of the total amount raised during the period of the offering, Spreds Finance will use an amount of € 500 per Participatory Notes for these purposes, subject to the fulfilment of the conditions for such placement.
Cumulative conditions precedent
The minimum subscription amount per investor is €500.
The minimum offer amount is €25,000.
The maximum offer amount is €308,746. An increase of €91,754 is possible, up to a maximum amount of €400,500.
Condition for increasing the maximum amount of the offer: The maximum amount of the offer can be increased to a maximum of €400,500 provided that the total amount of subscriptions in this financing round (taking into account the exercise of the preferential right by existing shareholders) does not exceed the amount of €400,500. In other words, €400,500 is the maximum amount for this financing round and, depending on other subscriptions (notably by existing shareholders), the maximum amount for this offer will be increased, without the total amount of subscriptions in this financing round ever exceeding €400,500.
The Notes will only be issued if, within 6 months from the Closing Date, the following listed cumulative and conditions precedent to the subscription of shares of UGANI PROSTHETICS by Spreds Finance (see below) are met:
- The total amount of commitments to subscribe to this Capital Increase is at least € 25,000 and not more than € 400,500.
- The Capital increase is based on a maximum pre-money valuation of €4,000,000.
- The UGANI PROSTHETICS 2A compartment of Spreds Finance participates in the Capital Increase in an amount equal to the result of the subscription of Notes of the UGANI PROSTHETICS 2A compartment. This amount must be a minimum of €25,000.
Spreds Finance verifies that such conditions precedent are met no later than 6 months after the Closing Date ("Effective Date"), i.e. 15/06/2025. In the event that one or more of these conditions are not met by the Effective Date, the Notes will not be issued and the Subscription Amount paid by the Investors respectively will be refunded no later than 15 business days after the Effective Date.
The minimum offer amount is €25,000.
The maximum offer amount is €308,746. An increase of €91,754 is possible, up to a maximum amount of €400,500.
Condition for increasing the maximum amount of the offer: The maximum amount of the offer can be increased to a maximum of €400,500 provided that the total amount of subscriptions in this financing round (taking into account the exercise of the preferential right by existing shareholders) does not exceed the amount of €400,500. In other words, €400,500 is the maximum amount for this financing round and, depending on other subscriptions (notably by existing shareholders), the maximum amount for this offer will be increased, without the total amount of subscriptions in this financing round ever exceeding €400,500.
The Notes will only be issued if, within 6 months from the Closing Date, the following listed cumulative and conditions precedent to the subscription of shares of UGANI PROSTHETICS by Spreds Finance (see below) are met:
- The total amount of commitments to subscribe to this Capital Increase is at least € 25,000 and not more than € 400,500.
- The Capital increase is based on a maximum pre-money valuation of €4,000,000.
- The UGANI PROSTHETICS 2A compartment of Spreds Finance participates in the Capital Increase in an amount equal to the result of the subscription of Notes of the UGANI PROSTHETICS 2A compartment. This amount must be a minimum of €25,000.
Spreds Finance verifies that such conditions precedent are met no later than 6 months after the Closing Date ("Effective Date"), i.e. 15/06/2025. In the event that one or more of these conditions are not met by the Effective Date, the Notes will not be issued and the Subscription Amount paid by the Investors respectively will be refunded no later than 15 business days after the Effective Date.
Subscription period
The subscription period begins on 09/10/2024 and ends on the Closing Date, which is in principle 15/12/2024.
It may be decided to extend the subscription period by 3 months, until 15/03/2025 at the latest, if the total amount of subscriptions on 15/12/2024 is at least €20,000.
The offering may be closed early once the minimum offering amount, of €25,000, has been reached. Early closure of the offer may also be decided if the total amount of orders contained in the subscription forms signed and transferred to Spreds reaches the maximum amount of the offer.
The Participatory Notes will be issued on the date of the capital increase, if the conditions for issuing these Participatory Notes are met. That is, at the latest on 15/06/2025 if the subscription period ends on 15/12/2024. This may be earlier (if the offering closes early) or later (if the subscription period is extended).
It may be decided to extend the subscription period by 3 months, until 15/03/2025 at the latest, if the total amount of subscriptions on 15/12/2024 is at least €20,000.
The offering may be closed early once the minimum offering amount, of €25,000, has been reached. Early closure of the offer may also be decided if the total amount of orders contained in the subscription forms signed and transferred to Spreds reaches the maximum amount of the offer.
The Participatory Notes will be issued on the date of the capital increase, if the conditions for issuing these Participatory Notes are met. That is, at the latest on 15/06/2025 if the subscription period ends on 15/12/2024. This may be earlier (if the offering closes early) or later (if the subscription period is extended).
Tax Shelter (45%)
This investment opportunity is eligible for an income tax reduction for Belgian investors under the Belgian tax incentive system, the Start-Up Tax Shelter.
The maximum reduction of 45% of the total nominal amount invested in Participatory Notes is applicable because the underlying assets are the shares of a micro-enterprise.
This means that the total tax benefit will amount to a maximum of €225 per Participatory Note subscribed by the investor.
The available tax shelter budget is €308,746.
However, investors are informed that existing shareholders still have the option to exercise their preferential rights and reinvest in UGANI PROSTHETICS until 07/11/2024. Their investments will also be able to take place under the Tax Shelter regime. This means that the Tax Shelter budget available for this offer can be increased if existing shareholders do not subscribe (on time).
Spreds will provide an update on 12/11/2024 on the available tax shelter budget for this offer (which is at least €308,746 in any event).
This update will be available here: https://www.spreds.com/compartments/10718-ugani-prosthetics/deal.
However, investors are informed that existing shareholders still have the option to exercise their preferential rights and reinvest in UGANI PROSTHETICS until 07/11/2024. Their investments will also be able to take place under the Tax Shelter regime. This means that the Tax Shelter budget available for this offer can be increased if existing shareholders do not subscribe (on time).
Spreds will provide an update on 12/11/2024 on the available tax shelter budget for this offer (which is at least €308,746 in any event).
This update will be available here: https://www.spreds.com/compartments/10718-ugani-prosthetics/deal.
Incubator support
UGANI PROSTHETICS has been supported by MB100, Social Enterprise International Ltd and MovingWorlds.
It has also participated in Startit@KBC, Founders Institute (Germany), EIT Health Accelerator and Innovate Now (Kenya).
TAX SHELTER 45%
Investments in this company benefit from a 45% personal income tax reduction. Read more…A remaining amount of €62,746 is available for the Tax Shelter benefit.
Fact sheet
| Advised by a professional start-up advisor | |
| Valuation is set by the co-investor or incubator | |
| Co-investor or incubator will be members or observers to the board | |
| At the closing, an incubator, accelerator, or studio will have shares | |
| At the closing, the entrepreneurs have contributed a minimum of €15,000 in cash in exchange for shares | |
| Raised €10,000 during a private phase | |
| At the closing, a professional co-investor will have invested at least €25,000 | |
| Prior fundraising in equity or convertible loan with 10 or more investors | |
| Seasoned entrepreneurs | |
| Minimum 2 active entrepreneurs | |
| Valuation set by an organisation specialized in valuations of comparable size | |
| Valuation is less than €1 million or 10x last year’s turnover |
Raise summary
| Crowd investments | €246,500 |
| Committed by others | €0 |
| Amount raised | €246,500 |
| Minimum round | €25,000 |
| Maximum round | €400,500 |
| Shares in the company (total round) | 9.101% |
| Pre-money valuation | €4,000,000 |
| Post-money valuation min. | €4,025,000 |
| Post-money valuation max. | €4,400,500 |