COPENHAGEN BOMBAY

The share offering Compenhagen Bombay Holding A/S is organized by Invesdor Oy. Shares can be subscribed through the electronic subscription platform of Invesdor in www.invesdor.com/copenhagenbombay. Please familiarize with the material presented there and base your investment decision on the material as a whole and note that the material on this page is not checked or approved by Invesdor. Also, please be aware that investing in unlisted shares is always high-risk.

Premoney valuation 65 million DKK represent 782.882 shares

This crowd equity round offers 181.357 shares.

One share is valued 82.71 DKK - the minimum investment is 25 shares.

For 2.067,75 DKK you can become a shareholder of Copenhagen Bombay

The estimated revenue over a 4 year period is ~ 6 times.

Future spin out companies are planned to be OXY and GNU

Our financial partner in this offering is Invesdor.com.

All investments will be made through them.

Our Story

In today’s competitive media landscape, there is a need for quality stories created by the most talented storytellers. Copenhagen Bombay is exactly the answer to that need, with a clear and compelling vision on how to create original stories, innovative products and new business cases.

 

Copenhagen Bombay was founded by the current CEO and owner Sarita Christensen 12 years ago, based on her dream; creating a storytelling power house, developing original stories for the children and youth audience. This aim has led to some of the most loved animated movies, series and concepts – such as The Great Bear, Tigers and Tattoos, Kiwi & Strit, Sprinter Galore and Carsten & Gitte. In total 30 IPs (intellectual properties) have already been developed as marketable products.

 

Our unique approach to the market and strong competitiveness has led to collaborations with large international brands like Rovio (Angry Birds Toons season1), Lego (Duplo and Minifigures), Cartoon Network, King.se and CinemaxX (MinimaxX). We have also worked with top NGO’s such as Dansk Flygtningehjælp and SOS børnebyerne. And least but not last the digital children’s library concept for the Danish government

We are proud to see, that our productions are displayed, shown and distributed in the US, UK, Germany, Brazil, Japan, China and Korea and numerous other countries. The company’s projects have won many awards and received recognition at festivals –  internationally as well as in Denmark: 2013 Sachuan Tv Festival International Gold Panda Awards for (animation) “Den Kæmpestore Bjørn” and  Fredrikstad animation film festival Audience Award Winner “Beyond Beyond”. In spring 2018 we received a “Sær- Bodil – Honorary Award” for our efforts in Danish animation. The “Bodil” is the Danish equivalent to an Oscar award.

Also, our CEO, Sarita Christensen, was appointed by Animation Magazine 2015 on the list of the 25 Executives to Watch globally.  

 

The vision of Copenhagen Bombay has encouraged us to start up the new business area, creative learning. The most notable project so far is CoboStories, which will be the group’s first spin-out business in 2019. It will be an independent organization but 100% owned by the group and its investors. We have already distribution partners in Germany, India and China. We believe CoboStories will lead Copenhagen Bombay to global growth.

 

The group in total is expecting a total turnover of 224 million DKK in 2023. ~170 million is represented by CoboStories.

Copenhagen Bombay has a clear vision:
To stimulate the curious child to stay creative, innovative and entrepreneurial

This vision has formed a set of core values that is underlying everything we do:

Quality content, original design, humour as well as high ethical standards, that ensures a continued capability to attract and maintain the most talented people.

 

Combining these thoughts, a clear mission forms:
To create long-lasting and original stories for children and youth

All our productions are infused with our values, mission and vision. We need to tell stories, that matter. This feeling permeates our work; that without constantly developing, designing, innovating, producing and launching new ideas, Copenhagen Bombay would be just another media house. This we are most definitely not. Copenhagen Bombay represents a future vision of sustainable growth, where the end goal is to receive the payout in a long-lasting relationship with the world around us – rather than just a big payout in short term.

 

Copenhagen Bombay has 12 years of history. During this time, we have created movies and concepts. This is our backbone. When you combine this storytelling background with creative learning tools, the possibilities of global growth are enormous. For the past 8 years, Copenhagen Bombay has invested heavily in creating Copenhagen Bombay Learning. Now these investments are on the verge of becoming fruitful.

That is because Copenhagen Bombay manages to turn compelling stories into compelling concepts.

CoboStories will be the first learning concept to fill in a need and a demand, in the market for learning that globally teaches children 21st century skills in innovative ways.

 

We believe in the importance of standing up for the children and youth audiences and their right to have quality stories. An investment in Copenhagen Bombay is not only one investment. It is several investments in one. You will invest in a modern media house. You will invest in original storytellers. You will invest in the future creative learning tools.

CoboStories

A creative learning tool with an enormous potential

CoboStories is a digital – and analogue – platform, enabling children with the power of storytelling. It consists of an app and a physical platform with endless possibilities. It’s all the stories you can imagine – in one bag!

CoboStories is also a potential spin-out company from the Copenhagen Bombay Group and it is set to revolutionize the pedagogical industry with its “play-to-learn” philosophy.

 

CoboStories’ mission is to let children be actively creative and thus enhance their imagination, entrepreneurship, linguistic and social skills as well as literacy.

 

With the CoboStories-platform, you gain access to a magical place, where all stories can be told, in countless creative ways. You also gain access to a proven methodology of teaching, where you ensure that your children learn most of the 21st century skills which are vital for them – starting from a young age.

 

The business model for CoboStories is a onetime sign-up fee + ongoing annual subscription. CoboStories is already making its way to market and will continue rolling out over the next 3 years. We have already accomplished the first sales to schools and kindergartens in Denmark and Germany.

Below we’ve stated the most important and potential markets for CoboStories and the partnerships that we already have established:

In Denmark we are partnered with University College Carlsberg. With this partnership, we have assured the quality of our development and the result.

 

In Denmark the estimate is to sell 15.800 (analogue and digital) in the first 3 years together with our partner legeakademiet.dk We have also established an early partnership with Samsung and its fulfillment partner Ingram-Micro. This enables us to deliver a solution, combining comprehensive hardware + CoboStories, to market, with a trusted partner.

 

In Germany the estimate is to sell 12.700 units (analogue and digital) in the first 3 years in Germany, starting from January 2019. We have established a sales and distribution partnership with Dusyma, a market leading German sales and distribution company, focusing on schools and kindergartens. Via Dusyma, there is also a collaboration with KLAX – a pedagogical didactic company. With the top competences of KLAX working with us, we will further develop the potential of CoboStories.

 

In China the estimate is to sell 20.950 units (analogue and digital) in the first 3 years. In China, sales and distribution cooperation has been established with LESI.com, a leading supplier for Chinese learning centers. It is expected, through the forthcoming collaboration, to roll out CoboStories from 2019 in the Chinese market.

We tell stories that makes children play, think and learn. When you invest in us, you invest in the future of storytelling and the impact it has on our children.

 

Become part of our story!

Our financial partner in this offering is Invesdor.com.

All investments will be made through them.

Company Structure

Copenhagen Bombay Holding A/S:

 

Copenhagen Bombay Holding A/S represents 6 companies. The picture below in the documents visualizes the structure in detail. Every subsidiary company is 100% owned and controlled by Copenhagen Bombay Holding A/S. Besides the core businesses (Production, Learning, Sales and Rights), we also have a company in place in Sweden and in Hong Kong where these subsidiaries are responsible for the local operations.

 

The core business areas of Copenhagen Bombay are structured like this:

 

Copenhagen Bombay Productions:

Production’s business model is based on the following areas:

  • Development of original content (Tv-series, Feature Films, Web content, Games)
  • Partnerships with other media houses
  • Talent development.
  • CoboStudios (animation, production)
Copenhagen Bombay Learning

 

Learning is currently among the largest growth sectors in the world according to the world economic forum

At Copenhagen Bombay Learning we leverage existing original content and develop new and exciting learning materials such as:

  • CoboStories: Stop Motion- animation learning tool for children
  • OXY: Web community news platform for the 20-25-year-olds
  • GNU: Web magazine for the 10-15-year-olds

 

The above-mentioned products are also the key drivers for our current growth.

 

Copenhagen Bombay Sales / Copenhagen Bombay Rights

Sales and distribution ensure availability of our IP’s through:

  • Sales in all markets all platforms
  • Attending film festivals and fairs
  • Licensing IP rights
GNU Presentation video
OXY Presentation video

Business Model

Copenhagen Bombay group is a storytelling power house with many diverse businesses working with the same vision. As part of being a sustainable growth company, we pursue a wide range of approaches to how we create our turnover.

 

This is what we call the CoboMIND.

 

It is the collective creative in- and output of every department in the company. We firmly believe, that a great idea does not care, who conceives it. We have a shared “mind” that collects, processes and conceptualizes all the great ideas, that we, as a group, come up with. We work with communication strategy, concept development, ideation and creativity, product development, production and animation. The CoboMIND is responsible for communication strategies – as well as for ensuring our own continuous development of new IPs and new products. All our projects and developments have emerged from this shared collective – and we have also on numerous occasions sold its abilities to create great storytelling with external partners.

 

The great part about this hive-mind approach is that the income generating activities, support each other. A very simplified example:

 

  • A new IP is created – for instance an animated children’s TV show.
  • CoboMIND says: Should we use the content as part of CoboStories to create a new theme?
  • New theme for CoboStories is created
  • The artist creating the content turns out to be amazing
  • Lead animator hires artist for next project
  • In this way we are ensuring a continuous cycle, which is self-sustaining
Competition – and why we love it?

With the three core business areas, we have a variety of competitors in all different aspects of, what we do. But because of our sustainability and our ability to position ourselves in the markets, we prefer to look upon these rivals as potential partners. The income generating parts of Copenhagen Bombay can be divided accordingly

 

  • Development and production of own IPs:  Films, TV-shows, short-films, books, games, radio shows and learning products
  • Communications Strategies and Concepts for hire
  • Using the CoboMIND with external partners
  • Sales of IP-rights to international clients.
  • Learning products: National and international distribution of learning products

 

Copenhagen Bombay stands out because:
  • We have a proven track record of creating new IPs (As previously stated we have created 30 IPs so far)
  • We are a leader in animation in the Nordics
  • We have a proven methodology when we incubate new ideas
  • We can create spin-out companies (CoboStories, OXY and GNU)
  • We walk our own talk and solely focus on projects that make the world a better place, and empowers children to find their own voice

 

We stand out in the way we create new learning products from existing original content, such as CoboStories. This is something, that our competitors don’t do, and it sets us apart. Others have knowledge of either content production, or educational production, but we are Ground-breaking in the way, we combine the two. There is a global movement in the educational market towards digital learning where the digital element becomes a functional tool, instead of an end goal. Our story-driven learning products are exceptionally well suited for this.

This image illustrates our partnerships. We are working with thought leaders and market leaders across the board:

Our Team

Our core team consists of talented and experienced people in all departments. We have 12 full time employees and annually 35-55 freelancers employed. The company’s Board of Directors currently consists of three members: Steen Jakobsen (chairman of the board), Maiken Wexø and Sarita Christensen. We have a collective experience of many years from animation, concept development, business strategy, design, IT development and financial management.

Sarita Christensen

Chief Executive Officer

The founder and Chief Executive Officer of Copenhagen Bombay. Sarita has worked in the media industry since 1997 and became the owner of Copenhagen Bombay in 2006. She has an extensive network, a wide experience and background in producing content and is a well-respected entrepreneur and CEO – as well as a thought-leader. She is often called for upon to be a spokesperson for the world-renowned Danish animation industry.

Lars Christiansen

Chief Creative Officer

Chief Creative Officer and the “brain” behind the development of Copenhagen Bombay’s creative vision. With extensive experience in concept development and media platforms, Lars leads the way and is one of the reasons other creative souls flock to Copenhagen Bombay to find work. Creator of successes like Danish Broadcasting Corporation’ “Carsten and Gitte”, “Morning Hair” and “Sprinter Galore”.

Anders Djurhuus

Chief Operations Officer / Copenhagen Bombay Learning

Anders has a long story as an entrepreneur and broad experience from starting businesses in many areas – from tech start-ups to large marketing companies – all in the digital realm. Anders has also had a career in the corporate world, working for Gyldendal Innovation (Denmark’s largest educational publisher). Anders is a creative, driven go-getter, focused on creating the best future for Copenhagen Bombay Learning

Bolette Guldager

Chief Financial Officer

Chief Financial Officer at Copenhagen Bombay. Bolette has wide financial and administrative experience from both the private and the public. Bolette has experience from having led large IT and process teams in the Danish hospital (Gentofte). She also has management experience from the department of culture and has worked with management and finance in all her previous jobs. Bolette is essential in ensuring the financial flow at Copenhagen Bombay.

Kristjan Møller

Chief Operations Officer / Copenhagen Bombay Productions

Chief Operations Officer and director of Copenhagen Bombay’s animation studio. Kristjan has 20 years of experience in animation. Kristjan is an internationally acclaimed animator and director and is often requested as a panelist at international conventions and film festivals. Kristjan is running the animation department at Copenhagen Bombay, and ensuring the quality level, that Copenhagen Bombay is expected to meet.

Lars Feilberg

Chief Operations Officer / Copenhagen Bombay Holding A/S

Lars has a lot of experience from managing international television and movie production companies and has been in the storytelling world since 1989. Lars has been a high-level executive in several production companies and has worked with “everyone” in the Scandinavian film industry. Now Lars is working as COO at Copenhagen Bombay Holding A/S. Lars’ vast experience is a great tool, that the company benefits from every day.

sprinter_live_action

Our financial partner in this offering is Invesdor.com.

All investments will be made through them.

Growth Capital

In this equity offering the goal is to raise a minimum of DKK 6,500,000 and a maximum of DKK 15,000,000 of funding. The investments we are looking for will be used as growth capital for:

  • CoboStories go to market
  • OXY and GNU development and 1-2 years preparing spin out / “go to market”
  • CoboStudio lineup / focus on new originals and talents
  • CobosBio / distribution platform – globally handpicked originals

 

30% of the funding will be used as growth capital for CoboStories:

As the concept has already been launched in Denmark, we primarily need to focus on recruiting and strengthening our team for foreign markets. Commercial launch is in 2019 for both Germany and China as well as other selected markets – primarily in Scandinavia.

 

20% of the funding will be used for developing OXY:

We expect to further develop OXY web magazine for young adults before launch. OXY is expected to be marketable in 2020.

15% of the funding will be used for developing GNU:

The GNU web magazine for children, is expected to be ready for the market in 2019.

 

10% of the funding will be used for marketing the CobosBio service:

We are launching a Video on Demand service called CobosBio. The initial investment has already been made and more capital is needed to market the service.

 

15% of the funding will be used for the CoboStudios Lineup:

As seen in the files and documentation we have a wide range of projects under development in CoboStudios. 15% of the funding will go towards further developing these concepts.

 

10% of the funding will be used as a buffer:

The remaining 10 % will work as a buffer (reserve), to ensure we have enough capital to run the other operations besides the actions mentioned above.

If the funding received is short from DKK 15M, the allocation may be amended from what’s presented above, in order to be able to put more focus on the most important business areas.

In the picture below, we have visualized how the received funding will be allocated, into different objectives:

invesdor_pitch_lagkagediagram2

Valuation

The valuation of the company in this funding round is set to be ~ 65.000.000 DKK (pre-money). The valuation is based on our documented income statement, the market value of our spin-out concepts (e.g. CoboStories) and estimates for the future growth development.

 

The valuation is also based on the average of the last 3 years’ results and budgeted EBITDA (2018-2021). The business potential of the spin-out companies CoboStories, OXY and GNU has been considered in this valuation.

Risks

Unlisted growth companies are high-risk investments. Making a high-risk investment involves risks, for example the risk of losing your investment, lack of liquidity, irregular or rare dividends and dilution of your stake. Please study this risk warning before making a high-risk investment.

It is recommended that you familiarize yourself with the investment target of your choice, reduce risks by investing in several investment targets and balance your investment portfolio with more liquid investments. We also advise you to pay attention to the Target Company specific risk descriptions, which you will find here.

You can find a creditworthiness report here that may be relevant for the investment decision

IP-risks:

Copenhagen Bombay is not infringing or violating any Intellectual Property Rights and all our proprietary IP’s are continuously legally secured by proven contracts and with legal assistance when, it is needed.

 

Operative risks:

There is a risk of unsuccessful projects having a negative effect on cash flow. The fact that we consider ourselves as an international media house offers great opportunities, but with great opportunities come also risks. We believe, that our projects and productions shall be launched and commercialized through more than one sales channel. This approach will decrease the risk of unsuccessful projects, as we are able to leverage the assets in the project in a variety of ways.

 

Key personnel risks:

Currently our CEO is also majority owner. We have standard contracts with all other key personnel and at the moment no employees are leaving or under termination.

Market risks:

Unsuccessful IPs can have a negative effect on the business.

Copenhagen Bombay Holding’s strengths are clearly rooted in our innovative approach and know-how in media productions and learning concepts for children and young people. But originality is no guarantee of consumer success.  Even though an original proprietary IP is the result of a unsuccessful product, the pay-off in terms of possibilities and monetary value is of much greater worth in the long term, than the risks involved.  

 

Financial risks:

There is always a risk if targets are not reached, but we have a lot of experience in navigating this. We know the earnings and cost structure of our products, productions and concepts. We know how much it costs to run the business. Which marketing channels work for us. We have been in business for 12 years and our “project-approach” is very effective – Both in terms of financial risk and working with flexible and fixed costs.

Information

 – on the issue terms.

In this offering, a minimum 78.588 and a maximum of 181.357 shares in Copenhagen Bombay Holding A/S are offered for subscription. The subscription period is planned from start December 2018 and the following 6 weeks. The subscription price is DKK 82.71, and minimum subscription of 25 shares (corresponding to DKK 2,067.75).

DKK 1.00 of the subscription price per share will be registered as an increase in the company’s share capital. The remainder will be registered in the company’s reserve as non-restricted equity.

The company reserves the right to extend the subscription period and raise the maximum target during the subscription period.

The transferability of the shares is restricted as follows:

  • The transferee shall adhere to the company’s SHA
  • Transfers are subject to consent of the board of directors

 

Group structure

Copenhagen Bombay Holding A/S The company is currently 100% owner of the underlying companies in the Copenhagen Bombay Group. For an overview of the full organizational structure, see the documentation at the bottom of this pitch. The company is authorized to issue a total of 181.357 shares.

 

Shares and Options

The company has only one share class, and all shares have equal voting rights and rights to profit. There are currently 785,882 shares outstanding. Each share has a nominal value of DKK 1.00, and the company’s share capital is DKK 785,882. The transferability of the shares is restricted as follows:

  • The transferee shall adhere to the company’s minority shareholder’s agreement
  • The shareholders of the company have not authorized the board of directors to issue more shares (in addition to this offering) without having a general meeting
  • The company has currently no outstanding options, nor has the board of directors the authority to issue any
Shareholder’s Agreements (SHA)

Investors must join the minority SHA shareholder agreement for Copenhagen Bombay Holding A/S in connection with the investment. The SHA can be found here and joining will be done as part of the investment process. The Shareholders’ Agreement has special conditions for the transfer and surrender of shares that may affect the transfer of share ownership.

 

In addition, there is a majority SHA currently in force between the current shareholders of the company, but it will stop being in force in case this offering close successfully.

 

Recent ownership arrangements

As part of this business case the current minority shareholder, G.E.C. Gads Fond, will sell all its 196,470 shares in the company to the company on closing for DKK 5,000,000. The equity share will be substituted with an equivalent loan with an interest of 5% p.a. Dividends can be discussed as soon as the loan is fully repaid.

 

Gads Fond is entitled to receive an interest premium of DKK 500,000 if (i) Saritas Bureau Holding ApS ‘s number of shares gets below 50 % of the shares in Copenhagen Bombay Holding A/S), or (ii) Copenhagen Bombay Holding A/S performs an EBIT of no less than DKK 4 million during a full financial year, based on the annual report. The interest premium can only be earned once.

 

According to the option agreement, G.E.C Gads Fond is entitled to nominate a board member until the loan has been fully repaid.  

Financials

We are equity positive. Our equity capital is 16.273.179 DKK representing 785,882 shares in total. Our share capital is DKK 785,882. The company has in total DKK 7,728,515 outstanding, interest bearing loan to commercial banks, private lenders and Danish Growth Fund. In addition, the company has DKK 6,500,000 unused overdraft facility and DKK 5,000,000 loan resulting from the option arrangement described under Information on the Issue Terms.

 

The financial forecasts below are based on our track record, knowledge from our business areas and expected growth based on increased sales on existing markets as well as the sale of IP-rights for existing and new learning concepts (Spin-offs). For current financial year 2018, we have invested further into own IP-rights and CoboStories that will be the key drivers for our growth story in future. As part of this plan, the company intends to pay dividends to its shareholders in the long run, when operations become profitable enough.

 

The details of the loans can be found in the attached Loan Overview. The shares of the subsidiaries owned by CPH Bombay Holding are pledged to Sparkassen Sjaelland as security for the facility provided by the bank to Copenhagen Bombay.

Those subsidiaries are: Copenhagen Bombay Production 1 Aps, Copenhagen Bombay Rights 1 ApS, Copenhagen Bombay Sales ApS, Copenhagen Bombay Learning ApS and CB Sverige AB.

 

The financial year is from 1st of January to 31st of December. And the attached consolidated budget for 2018-2021 has been prepared by the company’s CEO and management team. The company will also prepare consolidated reporting in future.

 

Annual financial statement (Inclusive balance sheet) for Copenhagen Bombay Holding A/S and subsidiary companies are available as appendix below.

The company’s auditor is Beierholm, Statsautoriseret Revisionspartnerselskab.

 

We expect an annual growth rate averaging ~50% over the next 4 years – inclusive CoboStories business.  Our target is to create an annual turnover of 224 million DKK in 2023.  The numbers presented in this pitch are group-level (unless otherwise expressed). The financial forecasts include the new addition, CoboStories, while the historic numbers don’t.

Our financial partner in this offering is Invesdor.com.

All investments will be made through them.

How does Invesdor work?

Copenhagen Bombay Company Catalogue 2019