Why did you give away shares?
Because you are awesome.
We have decided to allocate a number of shares to our early users. We believe this is an excellent way to build a relationship with you, our early community - helping give you a voice in our development, and an interest in our success.
As an ecosystem, we will only work if we create an environment for everyone to benefit. To clarify we are likely to designate these shares as Coins, which are fractional shares (see below).
Plus it's kinda cool to give away free stuff to awesome Upsiders like you!
Is there any limit to how many I get?
Yes, each user/applicant will receive one share.*
(*) these shares may also be issued as Coins and will be allocated upon the closing of our current investment round.
I am based outside of the UK, can I own shares?
We are sadly unable to give jurisdictional and investment advice.
Are there any tax implications I need to worry about?
The serious stuff… ok, well we don't think so, but you should seek your own tax advice in every case. We cannot give tax advice, sorry.
We expect any tax implications to arise at the exit or sale of the company or shares.
What is the value of these shares/units?
Today? The implied value based upon A round at £24m pre-money is ~£8 per share
In the future? Who knows - we think they’ll be worth a fortune... but let's see!
Should the round value change upwards or downwards the implied valuation of these units will change.
The unit's future value will be dictated by the valuation and success of the business as a whole, any valuation changes will be reflected in holders’ in-app statements.
Can I buy more?
Great thinking! Not currently, but we have some exciting plans for our Marketplace, and then - yes!
Can I sell them?
Genuine counter-question: why would you want to?
Once we launch the Marketplace, you will be able to buy, sell and in fact spend Upside Coins.
Will I have a vote at company meetings?
You don't need a share or a Coin to have a vote.
As our early founding community, your voice will always be (and especially) heard, however legally you will not receive a vote at company meetings under the proposed structure.
Want to have your say? Email us! help@upsidetechnology.co
DISCLAIMER
Upside Technologies Limited is a UK registered company and is in the process of raising up to or in excess of £5m as a part of its current fundraising round.
Upon the successful completion of this round, a new Shareholders Agreement will come into being, along with the required issuance of new shares. At that moment the legal structure of the issuance will be completed and the shares (or such units as is legally confirmed at that time) be transferred to the holder's benefit.
Upside is working on the basis of issuing Coins to users, which will have an implied value based upon the share price at that time. The Coins will be of variable supply based upon a fixed number of issued share capital. The number of Coins in circulation versus that fixed supply will only decrease, not increase.
Coin holders will not be able to buy, sell, or otherwise transfer or dispose of these units until the formation of the Marketplace, at which point the rules and requirements for the acquisition, sale or spending of these units will be described.
The term “shares” in this document means interchangeably Coins or shares or fractional units and this offer infers no legal obligation until such time as the holder provides such information as Upside is legally required to request to complete the formal transfer of value of these units AND the round has closed.
Nothing in this document is an offer or solicitation, recommendation or advice.