Investor Data Room

Everything in One Place.

You are inside the private investor data room for The Hub Seed Round 2026. All documents and information on this page are confidential and provided for due diligence purposes only. They are not for distribution.

SEIS Tranche £250,000
EIS Tranche £500,000–£750,000
Total Raise £750k–£1m
Minimum £10,000
Instrument ASA
Legal Documents

Download & Review.

Both legal documents are provided in draft form pending final legal review. You are encouraged to review them with your own solicitor before signing.

Document 01
Advanced Subscription Agreement
The primary investment instrument. Sets out all terms — discount rate, valuation cap, conversion mechanics, MFN clause, exit protection, and longstop provisions.
Draft — subject to legal review Download PDF
Document 02
Subscription Form
Completed and returned to confirm your investment commitment. Includes investor details, investment amount, SEIS or EIS election, and investor status declaration.
Draft — subject to legal review Download PDF

Cap Table Scenarios

How Your Investment Converts.

How it works: At Series A, your ASA converts to equity at whichever price gives you more shares — either 20% below the Series A issue price, or the price implied by a £3,000,000 valuation cap. The scenarios below show how this plays out across three possible Series A valuations.
Scenario A — Conservative
Series A at £2.5m
pre-money valuation
Series A share price £0.25
20% discount price £0.20 ✓
Cap price (£3m) £0.30
Your conversion price £0.20
Shares on £25,000 125,000
New investors pay £0.25/share
Discount applies — you pay 20% less than new investors. The cap doesn't improve on the discount at this valuation.
Scenario B — Base Case
Series A at £5m
pre-money valuation
Series A share price £0.50
20% discount price £0.40
Cap price (£3m) £0.30 ✓
Your conversion price £0.30
Shares on £25,000 83,333
New investors pay £0.50/share
Cap applies — you convert as if the company is worth £3m, giving you 40% off the Series A price. The cap becomes more powerful as the valuation rises.
Scenario C — Upside
Series A at £10m
pre-money valuation
Series A share price £1.00
20% discount price £0.80
Cap price (£3m) £0.30 ✓
Your conversion price £0.30
Shares on £25,000 83,333
New investors pay £1.00/share
Cap applies — you convert at 70% below the Series A price. The higher the Series A valuation, the stronger the protection the £3m cap provides.
Illustrative only. Based on 10,000,000 shares in issue at Series A (pre-new issue). Actual figures will depend on the company's capitalisation at the point of conversion, the total shares outstanding, and the final Series A terms. These scenarios are provided to illustrate how the ASA mechanics interact — they are not a forecast or guarantee of returns. The investor takes whichever of the two prices (discount or cap) gives the greater number of shares.

Use of Funds

Where Capital is Allocated.

The Seed raise funds Stage 01 in full — everything required to reach Series A with a validated flagship and a confirmed operator pipeline.

Category Allocation Amount
Technology MVP X% £XXX,XXX
Curriculum & Environment Design X% £XXX,XXX
Chiswick Site — Identification & Heads of Terms X% £XXX,XXX
Core Team X% £XXX,XXX
Operator & Commercial Development X% £XXX,XXX
Legal & Operating Costs X% £XXX,XXX
Total 100% £750,000

Figures shown at the £750,000 target raise. Ceiling raise of £1,000,000 accelerates technology and site timelines; allocation proportions remain broadly consistent.


Tax Relief

SEIS & EIS — What You Get Back.

£5,000
back from HMRC on a £10,000 SEIS investment.
Net cost: £5,000.
EIS Investors

30% income tax relief and full CGT exemption on profits. Identical ASA terms — same discount, same cap, same conversion point. The only difference is the relief rate.

50% Income Tax Relief
Claim £5,000 back against your income tax bill on a £10,000 investment — recoverable via self-assessment.
CGT Exemption
Zero capital gains tax on any profit when you sell your shares.
Loss Relief
Effective downside as low as approximately £2,750 on a £10,000 investment for an additional-rate taxpayer.
CGT Reinvestment Relief
50% of an existing qualifying capital gain may be exempt when reinvested into SEIS-qualifying shares.
SEIS Status
Advance assurance in preparation. Application to be submitted prior to close. Tax reliefs are subject to eligibility and HMRC approval.

Investor FAQ

Questions & Answers.

When does the SEIS tranche close?

The SEIS tranche closes when £250,000 is committed, or by mutual agreement with the founding team — whichever comes first. There is no reserved allocation. EIS opens immediately on SEIS close. If you are interested in the SEIS tranche, early commitment is advisable.

When does my ASA convert to equity?

All ASA holders convert simultaneously at Series A. The conversion trigger is a qualifying raise of £2,000,000 or more. At that point, your investment converts to equity at whichever price is more favourable to you: 20% below the Series A share price, or the price implied by a £3,000,000 valuation cap. SEIS and EIS investors convert on the same terms at the same moment.

What does the MFN clause mean in practice?

MFN stands for Most Favoured Nation. If any subsequent ASA investor — someone who comes in after you — receives better terms than you (a larger discount, a lower valuation cap, or stronger protections of any kind), those better terms automatically apply to all existing ASA holders. You will never be on worse terms than a later investor in this round.

What is the 2× exit protection?

Before your ASA converts to equity, you are entitled to a 2× return of your investment in any exit or liquidity event. This means that if the company is sold or has a liquidity event before Series A, you receive twice your invested amount before conversion mechanics apply. It is a protective floor, not a return cap.

What happens if Series A doesn't happen within 36 months?

The longstop clause gives you the right to request repayment of your investment at the end of the 36-month period if no qualifying Series A has occurred. The longstop does not trigger automatically — it is your right to exercise. If you choose not to exercise it, the ASA continues.

Can I invest via a SIPP or ISA?

No. SEIS and EIS investments cannot be held inside an ISA or pension wrapper (SIPP). They are held directly by the individual investor, which is how the income tax relief and CGT exemptions are claimed. Your solicitor or financial adviser can confirm this as part of your due diligence.

Do I need to use a solicitor?

It is recommended but not required. The ASA is a standard early-stage investment instrument and is straightforward to review. We encourage you to show it to your own adviser. There is no pressure to sign quickly — the round has a timeline, but we will not rush your decision.

Who do I contact with questions?

Sean Rafter directly. He handles all investor conversations personally.

Email: sean@thehubinvest.com
Phone: +44 (0)7467 875 533

Ready to take the next step?

Speak to Sean. No obligation. Any question answered.

Sean Rafter — CEO & Founder +44 (0)7467 875 533 sean@thehubinvest.com