The TRICKLE 1A compartment of Spreds Finance would participate in the financing of INNOVATION VENTURES BV/SRL planned between € 25,000 and € 500,000 (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.

 

 

The minimum subscription amount per investor is €500.
The minimum offering amount is €25,000.
 
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 INNOVATION VENTURES by Spreds Finance (see below) are met:
 

 
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 subscription period begins on 25/09/2024 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 Finance reaches the maximum amount of the offer. 
 
The Participatory Notes will be issued on the date of the capital increase, if the conditions precedent 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).

 

This investment is eligible for a tax reduction for Belgian investors under the tax incentive on tax shelter for start-ups. 

The reduction of up to 45% of the total nominal amount of the Participatory Notes invested will be applicable since BAR.ON is a micro-enterprise. 

The total tax reduction is therefore a maximum of €225 per Participatory Note. 

The available tax shelter budget is €250,000. 

imec.istart Fund (the renowned accelerator), which is currently a 6% shareholder of INNOVATION VENTURES and which is accompanying the company, could make an additional investment in the company. 

This would take the form of a convertible loan and would be for a maximum amount of €50,000. 

Obtaining the loan is subject to some conditions, including raising more than €100,000 through this offer. 

The purpose of the convertible loan is a conversion into shares at a later date (the interest on the loan could also be converted into shares). 

The conversion of this loan (if obtained) will result in dilution for existing shareholders (including the TRICKLE 1A compartment of Spreds Finance, as the conversion will not take place in the current financing round). 

Note that a discount will be applied to the conversion of the convertible loan, which is common for this type of investment. In fact, a discount is granted to compensate for the risk taken by the lenders by making capital available earlier than investors making a cash contribution at the time of a capital increase. 

The discount taken into account is 20% on the pre-money valuation that will apply to the capital increase where the loan is converted into shares.