Tuesday, 31 October 2017

Vita Mojo admits to 'clerical errors' with Companies House - wink wink say no more.

This one is a cracker. Vita Mojo tried to silence this blog with threats of legal action after we showed how their filings at CH were incorrect, along with the stated numbers in their Crowdcube pitch for the year before they funded in 2017.

As requested a couple of days ago by Vita Mojo, we removed the offending paragraphs whilst we gave them time to check their facts. They have now responded - 

Dear Rob,
It appears there may have been a clerical error in the recent filing which is being corrected. In relation to your previous comments:
The accounts presented at the time of the crowdfunding raise were draft accounts and communicated as such - we filed our accounts in accordance with GAAP, and they were signed off by our independent accountants. Any detail beyond this and what is posted on Companies House is not for the public domain. 
We ask that you refrain from further slander and defamatory commentary. Failing that, you’ll be hearing from our lawyers.

Firstly the accounts for YE Dec2016 are unaudited and not signed off by any accounting firm. Secondly GAAP is a acronym that has little meaning and certainly has no place here. Thirdly none of this is or ever was slander - it is as we explained to you in the first instance, all factual. You have now agreed this. Thanks

We had pointed out several problems with the filings going back over the last two years. They have not addressed these here. 

The accounts that they produced on Crowdcube as 'prior year' were not the filed accounts, as we all know. Had they been, then one hopes there would have been no discrepancy.  But they declared them to be the real numbers for the past 12 months - which by the time they were on Crowdcube, had already been finished for 5 months. They were happy, as were Crowdcube, to use these numbers tagged 'prior period' for the purpose of selling equity for cash to the general public on the FCA regulated, Crowdcube platform.  The difference between a £1m loss as described on Crowdcube and the real £1.5m loss as filed, we would claim is material. Even if it's a another clerical error, it doesnt reflect well on the management. Actually it is completely hopeless. How can you not know about another £500k in losses 5 months after the year end?

Talking of clerical errors and management, they seem to have a few problems in that area. On 10th May 2017, the company split its shares by a factor of 10 - SH02  filed at CH. However they then failed to reflect this in any of the subsequent share dealings - including the one that involved a £3.2m investment via Crowdcube. Take a look at the filings - it's all there in black and white. Why SHs have not picked up on this is a surprise. 

What this means is the clerical error has given Crowdcube shareholders their proportion of the company under the pre split conditions - a fraction of the holding they paid for . So for an easy example say company A had 100 shares and sold 20% of its business for another 25 shares - total 125 shares of which new owners hold 25 or 20%. However if ,as we have seen with Vita Mojo, they had split the original shares by a factor of 10 but failed to allow for this/failed to file it correctly or simply just failed, new owners would be sitting with 25 shares out of total holding of 1025 or around 2.5%. OOPPS! Some clerical error by Jove.

Apart from this clerical mishap, we cannot find in these filings this £3.2m - we can only find around £1.8m. But hey, it's probably just another error of the clerical variety. If I was a new SH, Id sure want my holding checked. 

They have never thanked us for helping them avoid a very embarrassing mess had these clerical errors not been pointed out to them. No manners. 

Actually the underling who was sent forth to tackle us, armed only with legal phrases such 'cease and desist', suggested as his first gambit that we didnt know how to read accounts. BIG mistake. HUGE. His genius idea was that we had somehow mixed up cash flow with the balance sheet - oh dear. 

When you learn that he was previously the intern in charge of the offerings at Crowdcube, it all makes perfect sense! A perfect circle.

It is all highly embarrassing for the management of Vita Mojo, their backers if they didnt pull out and for Crowdcube. Of course for Crowdcube this is the norm, although at £3.2m this was a substantial raise for them. It reflects very poorly on the skill sets that our SME businesses have and on our education system. It is a lose lose and we need to do something about it. 

Zovolt are Crowdcube's first massive success story!!!

Zovolt raised money on Crowdcube in 2013. Since then they appear to have teamed up with Irish company Streembit and have just announced a £4.8m profit for YE Jan 2017. Lucky shareholders will be keen to cash in.

Zovolt makes a heart rate monitor which can be linked to mobile devices. Well that is what it claimed in its Crowdcube pitch. We couldnt find this product.

On their website they say they produce a thing called Streembit - which aims to implement a secure peer to peer comms system. Streembit turns out to be a different Irish registered company, Streembit Ltd which shares the Zovolt website. Did it takeover Zovolt? Streembit has been going for just 12 months and has the same director as Zovolt. 

Now the interesting bit.

To get the balance sheet to balance it appears Zovolt, run by Mr TZ Pardi, has grown the company's intangible assets from all but zero in the Crowdcube pitch to over £5m. As a shareholder you might want to know what these assets are? One problem here is that despite these extraordinary numbers, the company is still filing micro accounts with no notes and virtually no entries. Intangibles shot up from £390k to £5.1m in the 12 month period. Profits from £64,000 to £4.8m. That's a phenomenon.

As Zovolt has a balance sheet value of over £5m it must adhere to the other 2 criteria that allow it to file micro accounts as per the CH rules. One of these is that it employs fewer than 10 people and the other is that its turnover is less than £632,000. Now we may be wrong but how is it possible to generate profits of £4.8m with a turnover of less than £632k? Have Zolvolt managed to lay golden eggs for free? 

In August 2016 they raised more money by issuing new shares. But this event is not included in the YE Jan 2017 accounts, where the called up share capital remains rigidly the same as the previous year. 

Zovolt was valued at around £500k in 2013 but with net profits of at least £4.8m (ignoring any dividend) in the last year, they must be worth well over £50m now - a ROI for SHs of 100 times.

Odd thing is that Crowdcube, who are never shy when it comes to deafening everyone with their PR horn section, have remained totally silent. Nothing. That silence says a lot. 

Do you think that means their client Zovolt might have got their accounts wrong? If so have they ever managed to get them right and why would Crowdcube promote a client who cant file basic accounts. Surely not even Crowdcube could be that hopeless?

Any clues please get in touch. 

Sunday, 29 October 2017

Shaw Academy's Crowdcube pitch illustrates rewards based Crowdfunding at its best

Shaw has raised over £2m from almost 1500 punters on Crowdcube. Well with a lifetime membership of free courses for just a £1k is it really surprising?

If you wanted to take a complete course with SA say in marketing, they give you the first month for free, then charge you £45 for the each of the next three segments - giving you a completion and a certificate. The freebie is just a one off introduction promotion.

So if you wanted to take say 6 of their courses over the next 5 years, you would have to pay around £1600 (assuming each course is made up 4 modules). We havent taken a course but assume if you dont complete the modules then it's a waste of time. Their marketing course should teach that ploy. 

So to the rewards. 

For a £1000 investment you get free access to all the courses - forever. Plus you get some shares at a valuation of £86m. Seems that Company Valuations is not one of their courses. But who cares. 

With more than 4m courses delivered, the company has a great following. Expect this one to make it way past £2m. It isnt really equity crowdfunding, they are just pre selling their product. They must know that the average punter doesnt take 6 or more courses and as everything is remote, they are not about to sell out. That should also be in the marketing course.

One thing that has to be considered here is that the free courses for life rely on the company remaining in business. Get those courses booked for 2018 just in case.

Saturday, 28 October 2017

Does Equity Crowdfunding encourage Phoenixes?

Quantock Brewery raised money on Crowdcube and went bust - no surprises there. But now they have simply renamed themselves Somerset Ales, off loaded those tiresome shareholders, and are in business again, with cut price assets.

It is all a little too easy these days to create a business, fund it via some make believe projections for the mugs on Crowdcube, go bust, ditch the mugs and start again using the assets bought at a snip from the old Co. In fact the administrator positively encourages it, as it allows him to complete his main role - gain the best outcome for the creditors.

Do we need to look again at how the insolvency laws seem to encourage this type of transaction before it becomes the norm? It is not currently illegal to do any of this.

Seedrs follow Crowdcube in using completely misleading numbers

It is like something out of a kindergarten, not a serious business venture. Equity Crowdfunding platforms Crowdcube and Seedrs have set a new low in their levels of PRing - completely misleading unsuspecting punters. 

First there was Crowdcube's claim of businesses having raised £X off their platform. The X turned out to be the total pledged into all deals, not the total invested. It included all the deals that never completed so never received any investment. So its bit like a company being asked what its revenue figure is and adding in all the enquiries that they quoted on, that never became orders and then revenue.

Hey, maybe thats what they do! That would certainly explain the massive gap between projections and reality.

Now Seedrs have done the same. Their latest PRing announces in a very bold heading that they have had £40m plus invested into campaigns. Somewhere below this, they give you the real figure for money actually invested via the site - £24.9m. You get the idea. FCA nowhere to be seen.

Anyone familiar with Seedrs and Crowdcube will probably have worked this out for themselves but punters new to ECF and the platforms will be deceived. That is why they do it - to deceive, to make it look like they are doing more business than they are. An investment is by definition an act which has completed not one that falls through before any money changes hands.

Whats more ECF has grown on the back of its image of being open and honest. An image which if its not entirely blackened, would have taken on a darker hue with this development.

The one good thing you could say for Seedrs is that they at least gave the real figure, whereas Crowdcube just pretended their fake one was real - as you would expect we wrote about it on here.

Look, if you cant trust a platform's own PR, then why would you trust anything they claim to have vetted?

Time to grow up guys.

Friday, 27 October 2017

Vita's Mojo melts away

Vita Mojo raised £3.2m on Crowdcube in May 2017; apparently. Actually it was one of Crowdcube's usual fudges, as £1m was already in the bag from a corporate investor. At the time Vita Mojo had three outlets. They promised to open another 2 in 2017 plus their first licensee unit.

Well here we are in October 2017, just 5 months later. And Vita Mojo has just two restaurants - one lost along the way and it seems no new openings. We couldnt find any licensee units out there. The opening line in the 2017 Crowdcube pitch is -

''Vita Mojo is a fast growing restaurant chain......''

Snails are fast. And if you can catch them, taste delicious.

We wrote about them when the pitch was live here


Checking the filings at CH, it is hard to find this £3.2m that Crowdcube claim they raised for the company. For the whole of 2017 to date, we could only find around £1.8m of new equity funding.

When you have been following CC for this long this doesnt come as any surprise. Accounts and Confirmation will clear up the mess when they come out soon.

NEWS FLASH - Yorkshire balls on a sticky wicket leads to total collapse.

Yorkshire Meatball Company, another Crowdcube success, fails to impress and closes.

There's nought like a meatball from Yorkshire. A statement which recently became true when the YMC decided to close down - taking all of the Crowdcube investor's cash with it. Oh well, we have heard it all before.

We had been expecting this given its restaurant closure and lack of accounts. When they raised on CC they had another version of the same thing in liquidation - we wrote about it here  - the warning signs were there all of the time. Thanks to the Grocer for this piece - 

Crowdcube's FCA regulated platform promoted the pitch with this  - 

We’ve also received interest for a potential international franchise, and a leading snack food producer has approached us with a view to working with our brand and flavours.

And talked about the success of the company's two restaurants. Like hell. 

The liquidators stated - 

“The company’s financial difficulties arose from a culmination of the historic losses from its restaurant operations and insufficient working capital to promote its products to a wider audience.”

This hardly seems to fit with the Crowdcube version but then they never do. Crowdcube never mentioned the liquidated subsidiary in the pitch.

When will people wake up. What you are being told on the Crowdcube site hardly ever turns out to be true. Do your own research or lose your money on the horses.

Monday, 23 October 2017

Monetaflex has gone - Long Live EarlyAce. A common tale from the Crowdcube.

In more shenanigans on the Crowdcube platform, ex Crowdcube success Monetflex director Simbarashe Chiguma, has set up a newco doing the same thing - EarlyAce. 

Chiguma, a co founder, resigned from Monetaflex last year, just 12 months after the Crowdcube campaign. The company raised £160k on Crowdcube for the business which was an online platform for the sale of invoice credit. We wrote about them here. They recently decided to close with the loss of all investors cash.

In the video that they used to take money off Crowdcube investors, they had all sorts of successful businesses using their services and an 'investor' who was purported to be a highly successful individual. This all  looks a little odd now.

Since incorporating EarlyAce in November 2016, the month he resigned from Monetaflex, Chiguma has been busy raising funding - 4 small tranches which give him around £200k to play with. Lets  hope he does better this time. 

Thanks to our reader for the heads up. 

Friday, 20 October 2017

Are Crowdcube success Atlantic Seaweeds sinking?

We had hoped to bring you good news - but there isnt any. Atlantic Seaweeds took £125k off Crowdcube punters in 2014. Although they are still open, the accounts are not a pretty sight.

We should be looking at profits of over £100k by now according to the Crowdcube pitch - you know, it's the usual story. Accounts show the company as insolvent with little activity, no new money and from what we can see, a difficult future. The year does seem to have produced no further losses but this may just be because it didnt do much. Some new money must have appeared from somewhere to pay of the current creditors.

Nothing new on the blog since January 17.

A bit of a mystery but then that's seaweed for you.

Filmore and Union raise £3.5m from The Business Growth Fund.

Filmore and Union - a northern based chain of health food cafes - has raised a new £3.5m from BGF at what we think is a valuation of just over £6m. It raised over £800k in 2015 on Crowdcube at a valuation of around £5m.

Their accounts are due out in December so we will have to wait and see how they compare to the Crowdcube projections - last year's missed by someway. Revenues for 2017 do seem to be roughly in line with what they stated. The company has certainly been active since taking the Crowdcube money. It has opened 7 new sites, doubling its size and done a deal with John Lewis in Leeds. This might explain the need for cash.

Whilst selling what appears to be around 40% of their company to BGF is in many ways a coup for the company, it is not all good news for Crowdcube shareholders. Firstly they are diluted and secondly this raise was never part of the 2015 plans.  It does ensure the near future however and as we are likely to see some rocky trading for consumer facing outfits in the next 3 years, this can be no bad thing in terms of the business surviving.

BGF have deep pockets. It's too early to see if they are good at picking winners though. They have invested £1.2bn to date in UK start ups and early growth companies. It does not simply invest, it helps the companies grow and can provide further funding - a model we applaud and one that we would hope equity crowdfunding could eventually learn from. So for example instead of making a commission on the raise and then moving on to the next campaign, as happens now, platforms would take more skin in the game and be mentoring these companies. It is a whole different mind set and Crowdcube couldn't manage it. But is there a platform that could?  We think so. 

Thursday, 19 October 2017

Crowdcube's Shamba Technology has no news, no money and no assets.

Shamba Technologies raised £112k on Crowdcube in 2014. From the accounts most of this is now spent and the company has no fixed assets.

It is quite literally an extraordinary business. Its balance sheet suggests it is dormant and has been for some time. The website news section has had no news for over 12 months.

Yet it won a Siemens award in 2016 - small but still an award.

It was supposed to help get electricity to the poor in Africa, using a combination of small time solar powered units and their IOsolar system, which being modular, allowed it to be built in stages as and when it could be afforded. To be fair it is not a bad idea and its for a great cause.

We have no idea what has gone wrong. It was,according to Crowdcube, to be making around £1m profit in 2016 and almost £2m in 2017. In fact it made a small loss on negligible trading. A £400k loan was supposed to be in place for 2016 according to Crowdcube but this has not appeared. The turnover was projected to go from £40k to £1.7m in the twelve months post funding. Clearly that didnt happen either.

We hate to say it but we have been telling you for years that the kind of businesses Crowdcube supports will, in the round, go nowhere.

Wednesday, 18 October 2017

Pavegen fails to light the world with kinetic energy.

Pavegen raised £1.9m on Crowdcube in 2015. Their power generating footfall slabs are excellent at creating PR if little else. Is it just a vanity project for their star actor, CEO and Tom Hiddlestone look a like, Kemball-Cook? 

This is one we saw coming - we are not there yet but shouldnt take much longer. 

Pavegen claims be part of the solution for one of  the world's most pressing crises - energy use.

It was sold on Crowdcube in 2015 as an energy alternative. Or you could say it was over sold.

So to date the tiles have been used in some very high profile locations but as promotions not power generators. The Pavegen team all sing in tune off the same sheet and it sounds great. They are as slick as Hiddlestone's suits and not shy of comparing themselves to Tesla. The product is of the now but does it really help anything?

If you can stand it, watch this Apple launch style video -  http://www.pavegen.com/livestream/ and you will get some idea of the paf. The CEO says as at one stage 'So what do we call this'. We have our own idea. In this display, given to an audience of investors and hangers on, the CEO very proudly announces the first full time commercial installation - a major break through for the company. No ifs, no buts, no maybes. The venue is to be the Westfield Shopping Centre at the old Olympic Park Stratford City, we are told. He goes on about this being one of busiest sites in the world, which it may well be. The problem really is that this installation never took place. Despite the exciting announcement Pavegen never installed a single tile.  It was all nonsense. 

As an investor, we'd be worried about a few other things.

Firstly getting the price down to their stated level - the same price as standard flooring is never going to happen unless we have a critical global flooring shortage. The company has made some headway - the last figures we could find suggested £600 psm. So a long way to go.

The second issue is the power each step generates. Pavegen claim that the new triangular version which can generate off all three corners, produces 200 times more power than its original. That's fine at 5watts per step but it just means the original was nonsense. Can it get better? Well that is the billion dollar Q.

This level of power generation isnt really going to solve anything - its more of a gimmick for PR stunts; which is precisely how it has been used to date. Whats more, watching people walk over a section of them makes you wonder how long it would be before the lawyers would be involved over elderly sprained ankles or worse. The 5mm downward and back up movement cannot be comfortable. 

In any high footfall situation you also have to wonder what happens when litter, grit and general dirt gets down the gaps between tiles and if someone is already on one side but leaving and another person is just treading down - how do the tiles/people respond? None of this has been trialled as they have no high footfall sites that are in long term operation - despite the announcement. Used on pavements, we may find people walking on the roads.

The one thing that Pavegen should be applauded for in all of this is their ability to get people to focus on the crisis. Alternative power is the solution but just not this hype. 

And we almost forgot its new use - as a customer data collection tool. Im sorry but this has to be one of the most expensive ways to collect footfall data ever invented.  

Finally  - the one thing Pavegen have a proven record of, is the generation of large losses when they claimed they would be making large profits. Filed accounts show losses of £1.5m against Crowdcube's figure of a £280k profit for 2016. Dilution a go go; all the usual Crowdcube features apply. 

Mind the gap in more ways than one. 

Scaramouche and Fandango way off Crowdcube targets.

S&F or Galileo Group Ltd, have just filed accounts for YE Dec2016. According to the first HY update for 2016, they were on track for a record year. So what went so wrong?

The HY report that we have seen states that the company is on track to break through its Crowdcube 2016 revenue projection of £2.2m and is aiming for £2.8m. You have to dig a little to get the real figures for Galileo - the word Group in the title does not refer to the accounts. We have found a YE revenue of £2.15m between the Group and Galileo Products. So not close to the anticipated £2.8m. The Crowdcube projected profit of £658k on a £2.2m revenue, is filed as an overall profit of just £60k.

At the end of 2016, Galileo 'bought' the industry leader, Watermark Ltd. Actually they gave them 230k new issue Galileo shares and around £200k for the deal. Watermark had been making losses since 2000 and was technically insolvent by 2016. Restructuring, including a capital injection of over £6m, in 2007 enabled a small profit for two years but then it was back to heavy losses. Formed back in the 1980's to service the then growing corporate gadget market, Watermark had made substantial annual profits and paid juicy dividends. But expansion into the travel accessories market seems to have brought with it problems that were insurmountable. What is the point in having to service low margin contracts (Watermark's own description of its core problem), just to have a multi million pound turnover? If there is a message there it might be -  Drive for show putt for dough. As we keep on pointing out deals with he big boys at low margins are not really for small turnover companies - the impact on the cash and profit line is too severe.

Why the purchase of Watermark took place isn't exactly clear but may become so with another year's accounts. Watermark's 2016 revenues were $14m, down almost $4m on 2015. So there maybe synergies that will give Galileo the leg up it needs and of course a short term windfall may come from the fall in the £/$. Unless of course they bought forward in anticipation of a remain vote, as any sensible business with manufacturing and sales both in dollars would have done. It does give them instant access to some interesting overseas (HK for one) markets and alternative accounting centres.  

Issuing another 230k shares will dilute Crowdcube shareholders as it represents a 20% increase in the issued share capital. But they will be used to that.

A total turnover of only £2.15m for a company claiming to have deals with most the UKs top retailers and some of the world's top airlines seems to be very low to us. Are they giving the stuff away?

It is hard to reconcile such an upbeat shareholder report in 2016 and the accounts filed for the year.  Galileo posted a small overall profit of £60k for 2016, against a £650k projected NP. But more importantly it took out a £250k loan in the year; filed as coming from its shareholders. New updates have apparently not been forthcoming.

Tuesday, 17 October 2017

Please let us help you Crowdfund - you are making so many easily avoided mistakes

Looking at the Crowdcube platform recently, it is obvious many of the pitches have little clue what they are doing. We can help you - for free.

So many of Crowdcube's recent pitches have failed to get even close to 50% completed. 

ECF Solutions, our ECF consultancy, could help you avoid the heartache and waste of time that this involves. You either need to revamp your pitch, look at another platform or choose a totally different route for your financing. 

We will look over your business and your pitch and help you place it on the best possible platform, at the best value to achieve the capital raise you require and in the best possible shape to be a success.

We can do this effectively because - 

- We are totally independent.

- We have 30 years experience in creating SMEs

- We have reviewed over 2,000 ECF pitches

- We have been involved in ECF since 2011, are recognised by the FCA as a genuinely independent information source, work for various platforms on a contract basis and have this blog which is read by around 1000 people a week - many if them investors.

- We have called many of the failures on Crowdcube, before they happened and continue to do so.

Our initial service is free. If we believe that your business is suited to this type of funding, we will then charge you a small upfront fee to put together your campaign and help you through it. If it is not, then we tell you that and try to advise on other avenues.

When you are successful, we then take a prearranged percentage as a fee - so the impact on your cashflow is zero. 

With our help, Crowdcube could have a much higher success rate and far fewer very sad looking campaigns at 10% or 20% completed, by the time they end. It's bad for moral and it's bad for business to fail.

Email us now on info@ecfsolutions.co.uk to have a chat.

Some of the articles featuring us - 






Monday, 16 October 2017

Crowdcube, Little Brew, less beer, and the tale of the open company and closed brewery.

Little Brew raised £109k on Crowdcube in 2013. Crowdcube decsribed it as 'Little Brewery with Big Plans'. They were wrong.

This a classic tale of Crowdcube's incompetence. We had this comment from a Little Brew shareholder - 

Little Brew are a disgrace - it's been over 6 months since the founder emailed shareholders saying that he had sold all of their equipment and that the only realistic outcome "may" be to wind up the company. That's more than enough time to either create a plan for the business, or announce a wind up. Instead we have no news, and investors cannot claim tax relief. He says that he takes investors' money seriously, yet he is happy to deny them loss relief through silence. 

Crowdcube, as you would expect, have been utterly useless. They should just send an intern up to have a chat to him (surely they have his home address??) - a cheap way to keep credibility. Instead they just try emailing him at an account that has been closed. 

Little Brew are now 17 months overdue with their accounts and other filings. As you can read above, they seem unlikely to be making any revenue again. The brewery has been closed in all but name for at least a year but CC SHs are unable to claim their loss relief because there is some reason the company hasnt actually been closed. CC are either unwilling or unable to find out why. Its a zero service game for the people who trusted Crowdcube to pitch them a reasonable business. 

As with so many of Crowdcube's businesses, it is no the fact that they have failed but the way they have failed and the total incompetence of Crowdcube to offer shareholders any help. Read through our posts and it is by far the most common theme. 

It will continue until the only people who can do something, do something. Hello the FCA - which should really stand for Failing to Correct Anything.   

Sunday, 15 October 2017

Jam Vehicles eventually provide accounts -

Crowdcube funded Jam Vehicles have now filed accounts for YE April 16, just a few months before the 2017 ones are due. 

These accounts show losses of £200k, little cash, negative CA and a BS that is £240k in the red. Around £430k has been raised since in equity finance. 

According to their KS campaign no bikes have been delivered yet, despite various promises and updates. The estimated delivery date for the bikes these people bought was April 2015.

Are we yet again seeing Crowdcube funding being used to fill the hole left by KS creditors - ie unfulfilled orders. You would think that at some stage people will learn that this is not a great idea as an investment. 

Judgement reserved until the next accounts arrive in January 2018 - if they do. The good news for CC investors is that the paper value from the last funding puts the company at around £2.2m, so well ahead of the CC campaign's £700k. They just need to provide a bike or two. 

Square Pie and the mystery of the Disappearing Restaurants

When Square Pie managed to get £650k off 324 Crowdcube punters for their 4 year mini bond in September 2015, they promised mass openings. Now in October 2017, they have fewer restaurants than two years ago.

We have given these guys some previous coverage - here

The original target for the bond was £2m but that soon looked untenable so they reduced it to £450k. That was a dumb idea. Then they had 6 restaurants in London, now they have only 3. Plus one in Birmingham.

In lieu of restaurants, they have teamed up with Vue - the cinema operators - to offer a pie selection to film goers. They have one Vue in London and one in Bristol. 

The last accounts to YE Dec 16 will not have thrilled SHs - a loss of around £300k against a projected profit of £75k. It is hardly surprising given the change in company's core strategy. 3 of the London restaurants from 2015 have now closed - which strikes us as very odd considering what the Crowdcube pitch said about them. The 2015 pitch showed the company operating 12 restaurants by YE 2016 - with 20 by the end of this year. 

So now they have joined The Eden Project and Riverside to see who can be the first Crowdcube mini bond funded company to fail to repay investors. Square Pie have little cash and now new investment this year. Their reviews remain poor. I wouldnt bet against them.  

Vrumi lose their vavavoom as Venrex zero them.

Vrumi raised just shy of £1m on Seedrs in 2015. Now along with their VC backers Venrex, they have valued themselves at zero as they try to find a way to work their market.

It's not the end but must be close. Vrumi are in the now rather overcrowded shared space market - they were the self proclaimed Airbnb of the work place. Their plans have failed to create the demand that they predicted, so in a move that must be a first in ECF, they have sent SHs an email stating that they have valued themselves at zero, after receiving the same figure from Venrex.

In 2015 they were valued at £3.5m pre money  - so £4.5m post. Why the company has felt it sensible or necessary to follow the Venrex valuation is not explained. It's not very encouraging for the Seedrs shareholders who were told in the pitch that the company had an 'exceptionally strong' management team. One assumes that cash has run out, targets have been missed and Venrex declined to back another round. 

It sounds like another sad ending - one to be shared amongst you all.

Friday, 13 October 2017

1Rebel raise another £6.6m in a downround for another go at expansion

In a great sleight of hand, old Crowdcube darlings, 1Rebel, have raised £6.6m to do what they stated they would do with their Crowdcube 2015 £2.9m jackpot. Open gyms.

1Rebel originally took £1.5m off Crowdcube members in 2014 - to open gyms. By the end of 2015, they had opened two and came back for more cash - with the plan that they would open another 8 (2pa) over the next 4 years. This got them a round of applause and another £2.9m.

Now in October 2017, they still have just two units but have convinced backers at Codex Capital that they need another £6.6m to open the gyms they havent yet opened. This new deal was not in the plans and will leave CC investors seriously diluted. The £6.6m has been taken in at a valuation of £10m  - so below the 2015 CC round. Shareholders first learnt of this 'progress' via an article in CityAM. Following this, management sent a SH letter out. The question still remains  - have all shareholders been diluted equally? James Jack, the Chairman, has assured all CC SHs that the Board approved the down round and that these new SHs are serious business players who will help propel Rebel on to success. He didnt ask them though.

In all the previous SH updates, Rebel referred to the need for new debt finance - not equity. Using the much abused EBITDA profit gambit, they hoped to be able to borrow. Clearly this didnt happen as required. EBITDA was been hammered as a cash generating indicator post the Tech bubble crash. We could have told them that.

Of course it goes without saying that they have missed all of their Crowdcube targets and that this £6.6m was not in the plans.

This latest round of funding prevents them from closing but it also hugely dilutes the people who took the risk in 2014 and 2015 on promises that have failed to materialise.

Where has the 2015 money gone? No new units were opened which would have soaked it up - that is what it was for after all. They have delayed their accounts, so we will just have wait till Christmas to find out. Our guess is that the original model was not right and we have Rebel admitting as much to SHs. Then a couple of left field ideas wasted time and money. They were running to just stand still with loses in 2015 of £1.7m - more than twice the projected figure, which was in fact mainly historic.
Maybe that's what they mean by burning the fat?

Perhaps now with the metrics pointing in the right direction they have a chance - which is more than you would guess CC shareholders have.

As a footnote, we wonder if this down round will be featured by Crowdcube in their 'valuation' game that they publish every year? Somehow we doubt it.

Thursday, 12 October 2017

Government response to ECF regulation query

As expected, our Government have run for cover when it comes to answering any detailed queries about the lack of proper regulation in the equity crowdfunding sector.

Stephen Barclay MP is Economic Secretary to the Treasury. He stated in a reply to a query on the matter, that ECF is regulated by the FCA - as if this was news. He made no mention of what this meant but continued that  - 

''The Government has implemented a regulatory regime that is robust and proportionate......'' 

As we all know this is total nonsense. The FCA do what you tell them Stephen and as you are not telling them anything that is exactly what they are doing. 

He goes on to raise the vital issue but spectacularly manages to miss the nail and hit his thumb. The issue is that ECF is new and that the FCA have no experience or expertise or Government advice on how to treat it - because it is new. Its all part of the new age with new technologies and the old system cannot cope with it. The best he can offer is that the ECF platforms are supposed to regulate offers so that they are clear and fair. 

Thank you, Stephen.

It is a lengthy answer which says absolutely nothing and addresses none of the real issues. That presumably is why he has been given his job.

He might of course have a few other pressing matters stuck to his desk. Meanwhile the ECF mess continues to build.

Pass the fudge. 

Crowdcube funded companies queuing up to close

21 Crowdcube funded companies are currently late filing accounts and with one recent, new closure, it seems many of these will go the same way. 

HMRC give you nine months to prepare company accounts so filing late is simply a sign of very poor management or something worse. All of these 21 will be preparing accounts for a small co, so its a very simple spreadsheet version. 

Peach Lettings were dissolved this week; another Crowdcube success, hitting the stone wall with a large smack. They never filed accounts or did anything apart from help themselves to other people's money. We contacted them but got nowhere. 

Little Brew is now over 12 months late filing and has been in and out of striking off so many times we have lost count. Jam Vehicles is the same. 

The queue is growing as October rumbles on. 

Wednesday, 11 October 2017

What Crowdfunder dont tell you in their new Crowdcube pitch

Crowdfunder is back on Crowdcube - seeking £750k for 4.27%. Reading the pitch you would be forgiven for thinking that it is on track for their 2015 projections. 

Back in 2015/16, when they took over £1.3m off Crowdcube punters, they showed £3.99m revenues.

Now the new Crowdcube pitch states that the company are on track for a turnover of £2.2m for 2017 - so well off the £3.99m. This new raise was not part of the 15/16 plans.  

This doesnt mean they wont go on to succeed - just that some of the figures being banded about are misleading. The 2015 (historic) revenues were given by CC as £909k. It now turns out this figure was in fact only £800k. These anomalies are hardly surprising seeing that Crowdcube's Darren Westlake is on their board.

All of this could so easily be avoided if CC would just do a direct comparison. But then that would lead to people asking  - so if they missed these targets by that much why has the valuation gone up by so much. To which they would answer - well look at our future figures. To which any sensible investor would come back with - well the last time you told us this, your figures were out by a rather a long way. 

Tuesday, 10 October 2017

Monetaflex call it a day - a bad one.

Monetaflex took £169k off Crowdcube punters in 2015. Now that money is gone they have decided to call it a day.

Look - we dont make this stuff up. Crowdcube do.

The final communication from founders to their SHs, was the usual - we could have made it but things just went against us. Actually it was the usual poor idea even more poorly performed.

And the main point made by the founders to the 133 Crowdcube SHs, is that they will now be able to reclaim their tax. What does that say about the chances for UKplc?

A quick look at how a couple of Crowdcube bond issuers are doing - The Eden Project and River Cottage

Both the Eden Project and River Cottage raised money on Crowdcube via its mini bond offer. The former's bond is due for repayment in 12 months and River Cottage's in 2019. Neither has managed to get near to its projected success.

Reading through the Crowdcube prospectus for these two it is hard to believe that they are the same companies that now bear these names.

Eden borrowed £1.5m to purchase and develop two Grade II listed steadings. They showed considerable increases in revenues that have failed to materialise and the steadings remain undeveloped - 3 years later. No planning applications are currently listed as being live at the Council planning office, except for an advisory one. No permissions are outstanding.

An article in the Plymouth Herald from January 2017 questioned what was happening with the buildings as they had fallen in further disrepair since the purchase. Officially the reply was, the renovation was ongoing. We asked them how this could be so if no planning applications were currently live. They declined to reply. 

The same reply told us  - 

The Eden Project made a cash surplus from trading of more than £1.6 million in the last financial year, the fourth successive year of significant profit.
We asked what this meant, as they had posted a loss in the accounts for 2017 and 2016 and 2015...... Again they chose not to clarify but from looking over the accounts, this looks like a case of using EBITDA as a free cash flow declaration - something allowed by the UKs accounting system but since the dotcom crash, a fudge that is not generally thought to be best practice. Its debatable at least and as Warren Buffet said of it -

"Does management think the tooth fairy pays for capital expenditures?"  

After ITDA, Eden reported a small lose for 2017 - well around half a million. As the Eden project is intensely capital orientated, it seems sensible to include DA and the ensuing I from borrowings, in the real cash generated figure, especially if this results in a NP that is negative. One thing is for sure, the final declaration given here that they had four years of significant profits is not backed up by the filed accounts - EBITDA or no EBITDA. 

At any rate, revenues are way short of the anticipated numbers used to sell the bond. Sure the bond will get repaid but will it come from free cash flow? They seemed very defensive when we approached them and repeatedly told us that any statements inferring this or that, would be considered 'wrong and damaging'. Sad really. We only want to get at the truth.

River Cottage borrowed £1m to roll out more of their canteens. They now have fewer canteens than they did during the pitch, having closed their largest one in Plymouth this year. How much did that cost - reports show that they did a midnight raid on the day they closed to remove the F&F! 

According to a statement from the management it had always been a poor performer - although it was described as a roaring success in the bond pitch. Again the numbers are a long way off those suggested in the pitch documents. 

Where does this leave us?

Well both companies will surely repay their loans, even if it means raising their borrowings - the PR fallout would be too damaging and they are both nationally known and loved brands. But it yet again illustrates the futile job Crowdcube do in checking these numbers before using their FCA regulated platform to promote them.   

Monday, 9 October 2017

Just like we have been saying all along - Beeline on Dragons Den proves our point!

Last night, one of the Golden Boys of Seedrs successful pitches stable, got a roasting from the BBC Dragons. Beeline entered the Den with high hopes of attracting £100k for 2.5%. They left with rear ends smoking.

All of the Dragons' points about the cycling gadget made perfect sense to us. A gadget that doesnt really do much, certainly not cutting edge and will most likely be irrelevant in a year's time. More than £500k burnt so far with little knowledge as to where it has gone. A future raise with dilution anticipated within 6 months. A ludicrous valuation which gives future investors little hope of a return. 

The Beeline boys' hands tied by their SH and previous valuations. In fact the boys seemed incredibly clueless to us, although that may have been the pressure of the Den. They were far from convincing.

The most positive thing that was said about the pitch was that the packaging was nice. Thanks Deborah. We are not big fans of DD - telly at its worst most of the time. For once they were spot on. 

We see all of the above daily and investors still invest. When will they learn?   

Thursday, 5 October 2017

Easy Property does a deal with

Easy Property or Eprop raised over £1.3m on Crowdcube in 2014, valuing the company at over £60m. They then got themselves into a right mess and have now relaunched having done a deal with GPEA. The business model is now B2B2C as opposed to B2C. 

It's unclear what the exact deal entails but the company recently replaced most of its management team and from figures at CH, raised around £16m in an equity deal with GPEA, which massively dilutes CC shareholders and is technically a Big Dipper of a downround.

Still the good news is, at least they are still going. Where we go from here is anyone's guess. 

Please fasten your seat belts for take off and good luck.

Muted applause greets Wealthify sale to Aviva

Wealthify raised £1.1m on Seedrs a year ago. Now they have sold a majority share to Aviva. Seedrs investors have no choice but to sell out, it's part of the deal the founders made. Is this really what equity crowdfunding is about?

So in 12 months, Seedrs investors will see a return of 18.74% gross profit on their money. They will lose their EIS from last year's tax return. You also have to figure in the Seedrs Carry Fee, which they take off any profits before handing them out. This fee is 7.5% of the profit - you can do the math.

Well done to the founders of Wealthify first off. Opportunity knocked and you grabbed it.

However to start your SH letter by claiming that your SHs are 'valued' is clearly nonsense. They had no say in this decision. The company may now go on to become very successful but the people who risked their necks for you, have been fobbed off with a 12 month return of under 20%. They were merely human stepping stones used for your own purposes.

Im pretty sure that if that had been on offer but obviously not guaranteed, a year ago you would have failed to raise anything. After you have allowed for the lost opportunity cost and the hassle of the EIS cancellation, is this such a great deal?

Founders and maybe a few others will maintain their holdings and get the full benefit of this down the line if it all goes well.

It is yet another example of the fact that even when things go well for an ECF funded company, shareholders will be lucky to see much by way of a return. In this instance, why were Seedrs shareholders not better protected?

Wednesday, 4 October 2017

Crowdcube top their own table of failures

There is certain irony to the recent results we have collated, that show Crowdcube, the UK's best known equity crowdfunding site, sitting on top of the list of the largest variance between projections and reality.

September has produced a large number of filed accounts for Crowdcube funded businesses and taken with ones from previous months, we have an accurate picture of how these companies have operated in relation to the promises they made when raising funding on Crowdcube's FCA regulated platform.

It is nearly all bad - with Crowdcube leading the way.

Here are some highlights - the projections and filed NP are for a single, 12 month period -

Crowdcube      YE Sept16 - Projected NP £3,764,000 -  Filed NP (£5,352,000)-Var  (£9,116,000)

Hochanda        YE Sept16 -                        (£1,000,000) -                (£8,500,000)          (£7,500,000)

Airlander         YE Sept16 -                        £     526,000 -                 (£2,800,000)          (£3,300,000)

Watertogo        YE Sept16 -                        £2,500,000  -                  (£   200,000)          (£2,700,000)

The list goes on and on. Of the 118 companies that we have recent filed accounts for, ie June/July and Sept 17, that raised money on Crowdcube, all but 4 have missed their projections. We have another 30 that are late filing.

This week Crowdcube claimed that things were going well. They claimed to have landed over £25m in investments for companies in the last Q to Sept 17. We all know that is rubbish. Need we say more. 

And yet another Crowdcube success goes dark - Living Indie aint anymore.

Living Indie is a classic Crowdcube mess. It's a live streaming music website with no website or any SM presence.

Living Indie took £200k off Crowdcube members in 2015. Now if you look for the company on the web it has vanished. All links to their Tw, FB, Inst, etc sites are dead ends. And Crowdcube have removed the pitch from their platform.

It is still live at CH. So it is what have termed a zombie - still registered but not doing anything. 

Whatever happened to the £200k? 

Onelane took £280k off investors via Crowdcube, spent it all and more and liquidated.

Led by Camron Moradi, Onelane's story is now the norm for Crowdcube successes.

They traded for little over a year post investment and then went off to do something else. There was no value created; nothing but outstanding creditors. What Camron did with the £280k will never be known. UKplc is left to clean up the mess.

Yet another great story from the Crowdcube stables.

We wrote about them here and we had comms with Camron. It turns out he is not to be trusted. 

Monday, 2 October 2017

Seedrs posts increased losses on tiny turnover

Seedrs - the UK's other retail equity crowdfunding site, has just filed losses of £3.8m, up from last year's loss of £1.6m. Is it any wonder they are raising another £4m?

They are building, apparently. A large CA, with £9.5m (from the £10m equity raise) in the bank and very low creditors, displays admirable restraint that another company could learn from. The cash plus the new £4m raise, has a purpose. 

But the income of just over £1m looks very vulnerable on this current market. It wouldnt take much to make this head south. If you are going to make increasing losses then you do need to be seeing some good progress on the traction side. £1m is quite frankly pathetic for the noise they make. That equates to £25m in completions at a 4% commission or even less if they are working off a higher rate.

Seedrs has expenditure of over £5m - so they need to making 5 times the revenue just to BE with a constant cost base. Given the time it has taken to get here, what are the chances of this before we all die? 

We really thought they were doing better than this after 8 years. For their revenues to grow by only 25% (2015 revenue was £800k) is hardly impressive in a growth business.  It also puts their claim to have raised over £230m since they started, into doubt? Either that or 2016 was a nightmare. But then that's what the PR Dept. is for. 

Hochanda file losses of over £8,000,000. CEO resigns.

Hochanda raised £1.9m on Crowdcube in 2016. They were due to file these accounts to Dec16 in June but changed the date. They signed them off in June 2016 - so why the delay? Now they have a deficit on their BS of over £5m.

Even by Crowdcube's standards this one is looking messy.

The CEO Jamie Morris Brian Martin resigned the day these numbers came out. This is worth a read in light of today's news. Something smells - http://startups.co.uk/the-entrepreneur-jamie-martin-hochanda/

When we read the BS (here that stands for Balance Sheet although the other meaning might be just as appropriate), we had to recheck what it said five times and then change glasses just to be sure. The Crowdcube 2016 financials showed the company making a £2m loss in 2016; not £8m. And the long term borrowings that appeared on the BS in 2016 of over £5m have no note and are not mentioned in the Crowdcube documents.

Shareholders may be disappointed to hear that the dividend they bought into for 2017 and probably 2018, totalling £2.4m, seems unlikely!

Watch this space for more Crowdcube crazy stories as we have a raft of company accounts filed for YE Dec 2106 to share with you. 

Sunday, 1 October 2017

River Cottage closes its Plymouth restaurant and now has only 3 units.

Hugh Fernley Whittingstall's River Cottage brand, raised £1m on Crowdcube by way of a mini bond in 2014. The money was to open new restaurants. 3 years later, they have fewer restaurants than they did then.

In the pitch for £1m, River Cottage made it quite clear that this £1m was to open new units over the next 5 years - taking then from 4 to 7. It already had 4 units (one was opening in conjunction with the raise).

In May of this year, this appeared in The Caterer - 

Hugh Fearnley-Whittingstall’s River Cottage Canteen and Deli in Plymouth has closed suddenly, according to the Plymouth Herald.
After six years in business, “lorries were seen hauling away furniture and parts of the kitchen” from the restaurant at the Royal William Yard and the unit was “left deserted”, reports the paper.
A spokesperson for River Cottage told The Herald the site had “struggled” and the decision has been made to close the restaurant 

So this Plymouth unit had struggled? It opened in 2011, 3 years before they raised the CC bond. According to the pitch, Plymouth was a great success. It was RC's largest unit so closure will have had a major impact on revenues - see here for the piece we wrote on RC in Jan 17. The company as at March 2016, was already making large losses, with revenues stagnant at £4.4m. Plymouth accounted for at least £1.5m of the 2014 £4m t/o.  
285 Crowdcube punters must now wait another 18 months to see if their principle sum will be repaid. One thing is for sure; it wont be taken out of revenues from new restaurants. They raised another £396k in equity in 2016. Accounts for YE March 17 due out before Christmas. 

Revolut goes dark

Revolut, the online bank funded by Crowdcube (£1m) and Seedrs (£4m), has server issues and accounts are blocked for 24 hours.

We will never know what happened in full, Revolut say that their server started having problems and the back up server crashed due to overloading. Outcome - customers lost service.

It's all fixed now apparently.

Was moving into insurance before getting this type of glitch sorted such a good idea? One things for sure when the internet goes wrong the world stops.