Crowdfunding open

When will the campaign go live?

Our crowdfunding campaign will go live imminently. For a limited time, those who pre-register will have exclusive early access before the campaign opens to the public. Be sure to pre-register on this page so you can be among the first to know when it's live.

If I pre-register, am I committed to invest?

Not at all. Pre-registering means you're part of the exclusive community who will be able to invest first to secure your investment. This means you have the chance to invest before we hit our maximum target and close the round.

Who can invest?

Anyone over the age of 18 from anywhere in the world. However, due to local laws and regulations, retail investors located in the USA, Canada and Japan will not be able to invest in this crowdfunding round.

How much can I invest?

You can invest as little as €20

Why should I pre-register for early access to the campaign?

By pre-registering early, you will get exclusive access to invest in Cowboy for a limited time, before the crowdfunding campaign opens to the wider Crowdcube community. To ensure you can be among the first to invest, sign up with your name, email and pledged investment amount on this page.

What happens after I pre-register?

By pre-registering, you'll get early access to our crowdfunding campaign for a limited time. We will be sure to notify by email you when the campaign goes live, so keep an eye on your inbox.

Who is Crowdcube?

Crowdcube is an European regulated platform which enables private businesses to attract investment from professionals and venture capital firms, as well as from everyday investors like you. They have facilitated equity crowdfunding raises for BrewDog, Revolut, Monzo, Cruve, Zoe, What3Words, Freetrade and more. Learn more about Crowdcube here. We have partnered previously with Crowdcube in 2020 and 2022.

How do I make a return on my investment?

In the short term, we don't expect to distribute profits as we will use these to support the growth of the business. For the longer term, there are multiple ways in which you could make a return such as if we start buying back equity from investors, if we are floated on the stock market, or any other future liquidity event such as a sale or merger of the business. Whatever happens, you'll get to be part of our future success. As with other investments, there is a risk that you will lose all your investment. Please Invest Aware.

What does a convertible note mean?

A convertible is a debt instrument convertible, subject to shareholders' approval, for equity in a company where shares will be issued at a future date.

Why a convertible note?

Businesses tend to raise finance through a convertible as part of a wider funding strategy. A convertible allows a company to raise equity finance without setting a valuation (subject to shareholders' approval) - the valuation will be set by a subsequent investment round or at an agreed valuation on a longstop date.

When will the convertible note convert to shares?

The shareholders will vote on the conversion of the convertible notes into shares at the earliest of the next AGM (expected in June 2023) or the next fundraising event. Crowdcube will automatically contact Cowboy to ensure when/if the conversion occurs and they will send you an email when the shares are issued so that you can download your declaration of beneficial ownership in your Crowdcube profile.

What are the terms of the convertible?

In the event Cowboy completes a fundraising before the CLN maturity date, the loan will convert into Series C2 shares at a valuation of the lower between i) 70% of the price per share paid by any investor in the fundraising, or ii) 70% of the fully diluted price per share resulting from a pre-money valuation of EUR100m. The full terms of the convertible will be available as a PDF on the pitch and a summary of these terms will be included in the Legal Review that is sent to investors in the cooling-off email after the pitch closes. Please ensure that you read the key terms document and the convertible loan agreement when made available.

What benefits do I have as an investor with a convertible note?

By investing in a convertible round, you are investing at a discount on the valuation set in the following round when shares are issued or a 30% discount on capped valuation of EUR100m. Investors into the current crowdfunding round will receive Series C2 preference shares at conversion of the Convertible Loan Note with enhanced preferential rights, including a liquidation preference of 2x. Shares from previous crowdfunding events will also be upgraded to the same rights and protections as the new Series C2 preference shares. This means that both the new Series C2 preference shares to be issued upon conversion of the CLN and the shares issued in previous crowdfunding have the highest ranking and protections of all classes of shares.

What does a 2x liquidation preference mean?

The 2x liquidation preference means that, in the event of a sale or liquidation of the business, proceeds will be distributed to Series C2 Preferred shareholders before any other class of shares so that they receive a minimum of 2x their invested amount. In the event the proceeds are not sufficient to guarantee the minimum 2x liquidation preference amount, the available proceeds will be distributed pro-rata amongst Series C2 shareholders.

What other protections do I have as an investor?

The terms of the convertible will give you contractual protections and Crowdcube will liaise with the company to preserve your rights in line with the agreed terms and at the right time. However, it is important to remember that investing in a convertible has the same level of risk as investing directly into equity in a start-up company and interest, if applicable, is not guaranteed. Please read all risks before investing

How can I know more about the performance of the company?

Once the campaign is live, you'll be able to download company materials including an investor deck where you can find more information about our performance and vision for the future. We'll also be hosting a live Fireside Chat with Crowdcube where you'll have the chance to listen to a presentation from the management team and submit any questions you may have in advance. Make sure to pre-register, and keep an eye on your inbox as we'll send you a save the date for this event.

Investment Disclaimer
Investing in start-ups and early stage businesses involves risks, including illiquidity, lack of dividends, loss of investment and dilution, and should be done only as part of a diversified portfolio. This web page has been approved as a financial promotion by Crowdcube Capital Ltd who is authorised and regulated by the Financial Conduct Authority (No 650205).

Rewards Disclaimer
Due to legal restrictions in Belgium with respect to joint offers, such as this crowdfunding campaign, the rewards will not be available to investors who are Belgian resident consumers.


This web page has been approved as a financial promotion by Crowdcube Capital Ltd who is authorised and regulated by the Financial Conduct Authority (No 650205)