Spring Capital Sydney - Fund Doc by Thyme

SpringCapital ESVCLP Fund ILP1800032

Team Michael Chen

A founder and executive director of SpringCapital, Michael is a successful entrepreneurial establishing and building several businesses in telcos, software and real estate. A software engineer by training, he has a rich network and experience, both Eastern and Western, in technology, fintech, agri-tech, bioscience and minerals.

David Klinger

A founder of SpringCapital, David has spent three decades in investment markets with a specialisation in technology, Asia and early stage venture. Previously an executive at Macquarie Bank and Credit Suisse, he spent a decade based in Hong Kong building an Asian business.

Martin Rogers

A seasoned ESVCLP fund manager with

Guy Brown

KTM Venture, Martin has spent decades in investment markets. He is an experienced entrepreneur and investor in all aspects of deal origination, due diligence, operations management and financial execution.

An aerospace engineer by training, Guy worked in both industry and capital markets before founding PurdeyInvest. Prior to PurdeyInvest, he was an investment specialist for global equities hedge fund manager Platinum Asset Management.

Steven James

Matthew Hegarty

A director and chairman of SpringCapital, Steve is an experienced director of both listed and unlisted companies. He spent a multi-decade career in asset management focusing on wholesale funds, alternative assets, sustainable investing and global equities. Previously he was an executive with Commonwealth Bank.

Matthew was the Chief Operating Officer of EFM Asset Management Limited and prior held senior investment research/ advisory roles at Antipodes Global Partners, Perennial Investment Partners and Global Value Investors. Matthew holds a Bachelors of Arts/Bachelor of Laws.

Our Amition and Culture

Delivering superior investment outcomes for our investors

Exceeding in client service expectations

Creating a high-performance culture

Investment Process

Universe selection and coverage

Returns

Macro economic data Legend: Inputs Analysis Outputs

Analytical/ valuation techniques

Portfolio construction

Financial/risk analysis

Industry and company analysis

Risk

Portfolio analysis

Investment thesis

Portfolio Construction Universe of companies ranked by Excess Return

Strategy specific Portfolio Construction Parameters

Macroeconomic outlook and risks

Investment Committee review list of companies, ranks opportunities based on SpringCapital quantitative analysis results

Investment Committee makes final decisions on new investments, adjustments to the portfolio (including adding new investments or exiting positions)

Investments made

Selecting The Portfolio

Early Stage Growth Companies

Team Experience • A blend of East and West

Three elements are core to the Spring investment process:

1 2 3

• Technology • Business acumen • Investment & Capital Markets

Spring Folio

• 300-400% annual revenue growth rates • Seed to Series B with a weighting on Series A where liquidity is anticipated within 2-3 years

Investment team experience

Early stage growth companies

Due Diligence Focus • Business model • Market

Due diligence focus

• TEAM

(the most important factor)

Long Term Growth in Deal Flow

• Introduction to the founder community from within our portfolio • Network resources – introductions, advice on capital-raising processes (not charged) • Regular engagement • Introductions to other investors

Growing our co-investment/industry partnerships

Capital Raising in Australia

Revenue Net Cashflow

Family Office / UHNWI Institutions Crowdfunding

A focus on ‘Series A’ investments where a liquidity event is potentially realisable within a 2-3 year timeframe with lower weighting participation in early seed investments and follow-on series B.

Private Equity Debt Venture Capital Angel Friends and family

Focus of investment

Founders 0

IPO

Incubators

Series C,D,E [$30mil+]

Accelerators

Participating investments

Time

Series B [$7-$40mil] Series A [$1-$10mil]

Seed [$250K-2mil] Bootstrap (pre Seed) [$100-500K] 0

$mil (sliding scale)

100

Valuation

Australian PE/VC and Share Comparison

Australian PE/VC has outpaced public market equivalents over time

Venture investment continues to provide superior long term returns for investors that do not require daily liquidity

12.5% 10.4%

Legend:

ASX 300

8.4% Pooled IRR (%)

AU PEVC

12.0%

8.3% 6.3%

5.9% 4.2%

3.1%

ASX Small Ords

Source: Cambridge associates database, 30 June 2020, net fees, expenses and carried interest. Return is presented in Australian dollar terms stop

5-Year

10-Year

20-Year

Environmental, Social and Corporate Governance • We strive to be a responsible investor and consider Environmental, Social and Corporate Governance (‘ESG’) risks as an essential part of our investment process. • We assess a company’s ESG risks throughout our investment process. To assess a company we gather data from multiple sources:

– Annual reports – Financial statements – Meetings with company management – Site visits – Industry contacts – Industry publications – A company’s ESG policy

• Our assessment of ESG factors is qualitative. In many instances it can be difficult to determine the cash-flow impact on a business. However, where we can make a proper impact assessment, we will capture it in our valuations.

Summarising our Competitive Advantage • Seasoned investment committee • Owner-managed business and sensible incentives providing a culture of collaboration – strong alignment with client outcomes • Eclectic approach that combines proprietary quantitative filters and qualitative experience • Investment research and portfolio construction prioritised around three key principles: – People – Diversified sources of growth generation – Risk management • Focused product offering with flexible investment mandate

As of July 2021

SpringCapital ESVCLP Fund Portfolio Companies Company Name

Industry

Business Model

Website

Time of investment

Estimated gain / loss

Buyerscircle

Consumer

B2B2C, Platform

buyerscircle.com

September 2020

+200%

Different

Real Estate

B2C, Platform

different.com.au

May 2020

+100%

Beverage

SaaS, B2B

kaddy.com.au

August 2020

+350%

Provider Choice

Healthcare

SaaS, B2B2C

providerchoice.com.au

February 2021

Rosemary

Healthcare

B2B2C, Platform

rosemaryhealth.com.au

February 2021

+250%

Superdraft

Construction

SaaS, B2B2C

superdraft.com.au

April 2020

+20.69%

Consumer

SaaS, B2B2C

upstreet.co

December 2020

+275%

July 2020

+72.73%

Kaddy

Upstreet 1derful

Fintech

B2C, Service 1derful.com.au

Fund Summary Fund type Target fund size Term Investment period

Investment minimum Number of Investments Management fees & Carry

Early Stage Venture Capital Limited Partnership (ESVCLP) Closed to new investors when fund reaches $35 million in committed capital Six (6) years 1-3 years (for individual project). All profits earned upon exits to be distributed capital gains tax free to investors subject to the Venture Capital Act $100,000 8-20 2%+GST p.a. of committed capital and carried interest of 20% (preferred return of 8% p.a.)

Contact Us Email: info@springcapital.com.au Tel: 1300-039-988 Address: Suite 302, 10 Bridge St, Sydney, NSW 2000 Website: www.springcapital.com.au

Case Studies Disclaimer

Multiple calculations are based on external re-valuation events such as investment exits and significant third-party investments are made on a gross basis before fees and expenses have been deducted, all of which would reduce returns to Investors. Multiple figures provided below are based on unaudited accounts which may not be accurate. Investors should be aware there is no assurance or guarantee that the level of returns achieved on any of the individual investments below, or the target rate of return for the Funds portfolio as a whole, will be achieved. The Fund has no trading history. The below investments act as a guide only as to the type of investments that the Fund will target, and do not purport to be a track record of the Fund.

1derful A radical overhaul of consumer banking Team

The Spring Insight

•

Founder Luke Bunbury. The co-founder and former deputy CEO of Volt Bank Limited, Australia’s first neo bank to obtain an ADI license.

•

Competitive Business Model: Combines a digital bank with the feature “Pay Now Pay Later“. Disrupts the banking industry by using the customer-centric model .

•

Partnership with Mastercard.

•

Endorsed and sponsored by Mastercard.

Growth •

1derful is a radical overhaul of consumer banking. It provides customers with what they need, without searching or asking for it. It uses technology that can eradicate the complexity surrounding banking and money management, helping consumers make better decisions and/or make their own decisions.

Expect to launch the first Pay Now Pay Later (‘PNPL’) with Mastercard in August/ September 2021.

BuyersCircle De-centralized Social E-commerce Team

The Spring Insight

•

Co-founders Jackey Xu & Justin King. Former Alibaba executives.

•

Significant Revenue Growth Opportunity:

•

Chairman Siimon Reynolds. Co-founded the world’s 15th largest Marketing & Communication business.

•

A$20.76 bn annual spend in Australian retail business alone.

•

Director Steve James. Former executive manager of Commsec at CBA.

Provide an additional supplier chain solution for SME farmers/producers.

•

Competitive/Advanced Business Model:

•

Proven track record in local Chinese community.

•

Proven extraordinary success in social e-commerce in China.

Growth BuyersCircle is an Australian Social e-commerce platform created to deliver a unique shopping experience to consumers where they can discover, buy, sell and share through their favourite social platforms.

•

Company was founded in December 2019 and grown to 650,000+ users, A$133mn annual GMV for CY2020.

•

Forecast Revenue (annualised): A$36m by December 2021, A$690m by December 2023.

:Different Disrupting the rental market with a full-service home assistant Team

The Spring Insight

•

Co-founder Mina Radhakrishnan. First PM at Uber, Google, Goldman Sachs, Boston Consulting Group.

•

Co-Founder Ruwin Perera. Former Director at Softbank, former Principal at Google Global Biz Strategy.

Significant market size ripe for further disruption: A$5.5+bn management fees in Australia; globally A$500 bn per annum.

•

Non-executive Director Craig Blair, Co-founder of AirTree Ventures.

World-class team with significant capital partners, e.g., AirTree Ventures, PieLab, Foundation Capital, etc.

Growth :Different is the first property management service to merge time-saving technology with expert property management agents to provide a fair and transparent service that allows both owners and tenants to have 24/7 access to an online platform with all the information and tools they might require.

•

Growth history: +60% YoY while building up their robust fullservice tech platform.

•

Current ARR (As of July 2021): A$ 2.7m. Forecast ARR: A$ 10m by Dec 2022.

Kaddy “Afterpay” in B2B – A New Generation Payment Platform Team

The Spring Insight

•

Co-founder Mike Abbott. Former executive of Uber Operations in Australia/NZ.

•

Significant market potential: A$30+ bn in Australian beverage industry, the US market at least ten times larger.

•

Co-founder Rich Coombes. Previously a founder of and exited several beverages businesses.

•

First mover advantage: Introduced the “Buy Now-Pay Later” concept/model into the Australian beverage B2B ordering business.

Growth •

Kaddy is an Australian company that offers an ordering and payment platform to suppliers and retailers for the beverage industry. Kaddy simplifies B2B ordering and payments and provides debt-financing to suppliers. Kaddy de-risks the prospects non-payment risk by requiring customers to complete a credit application as part of the on-boarding process.

Since launching 18 months ago over 1300 + customers, 350+ suppliers, 6000+ products.

Provider Choice Platform that links participants and service providers to the National Disability and Insurance Scheme (‘NDIS’) Team

The Spring Insight

•

Co-founder Tom Blinksell. Former senior financial professional with AMP.

•

Co-founder Jonathan Salgo. Former management consultant to the NDIS.

Stable Income Stream: A$1bn+ p.a. potential revenue for NDIS intermediaries and funded by the Federal Government (inflation indexed).

•

Chairman Murray Chatfield. Former COO at Goldman Sachs, seed investor in Provider Choice.

High barriers to entry due to the complexity of multiple parties involved and the complicated underlying logic design of the technology platform.

Growth Provider Choice is a platform for the National Disability Insurance Scheme (NDIS). It is designed to assist people with disabilities to the service providers and care workers. The platform links and solves problems for participants, service providers and the Government.

•

Over 1,350+ users and growing by 140+ users per month.

•

Currently ARR (at end of June 2021): A$ 4.17m, an increase of over 200% in six months.

•

Forecast ARR (by June 2022) of A$24 mn.

Rosemary A digital health clinic offering asynchronous primary care consultations Team

The Spring Insight

•

Co-founder Romain Bonjean. Over 15 years experience across the digital healthcare space.

•

Co-founder Dr. Ai Nhi Bui. General Practitioner and founder of Redfern Medical Center.

Proven market traction and disruptive business model. Solving a global healthcare bottleneck by enhancing doctor’s productivity by 4x.

•

Significant market potential:

•

Jim Breyer. Facebook’s first venture investor who also has had successful exits including Etsy, Marvel Entertainment and Legendary Entertainment. Seed investor in Rosemary.

•

TOM: 3.5+ bn users globally with health coverage; SAM: 22m users in AU.

Growth Rosemary is a digital health clinic, offering asynchronous primary care consultations with ongoing treatment and clinical support. It aspires to be a patient’s first call when they experience a symptom or have a healthcare question. Their most trusted party in their healthcare journey.

•

Since launch eleven months ago $A2mn in annualized revenue, +13% MoM increase and 41% operating margins. Forecast ARR (by June 2022) of A$10mn.

Superdraft Making it easy and affordable to design, draft and build Team

The Spring Insight

•

Co-Founder Jake Robinson. Founded and exited various businesses prior to Superdraft.

•

Highly Fragmented residential AEC Market: A$75 bn per annum in Australia.

•

Co-founder Mark Deacon. An architect who has won multiple business awards.

•

Solid and mature SaaS platform with disruptive 3D visualiser.

•

Henry Cheang - Non-Executive Director and investor. A serial technology entrepreneur who has founded, operated and successfully exited over 20+ businesses since the 1990s.

Growth Superdraft’s innovative technology platform connects customers with leading industry professionals and provides the digital tools required to plan, design and build their project. From small renovations through to luxury new builds, any project scope can be coordinated with their award winning process and platform.

•

Growth History: 1500+ projects per annum. A$1bn worth of construction value in Australia.

Upstreet Turning everyday spending into an investment for free Team

The Spring Insight

•

Significant Market Potential: SOM in the ANZ area is $A25 bn.

•

High Business Moat: A very sophisticated system to enable fractional share trading under the Upstreet reward program.

•

CEO and founder Christian Eckelmann. Co-founder of McKinsey Start-Up Club Australia and former engagement manager with McKinsey & Co. COO Sabine Tejerina. Ex-associate partner in McKinsey & Co.

Growth

Upstreet was founded on the vision of turning everyday spending into an investment. As the nation’s first share rewards program, it is determined to place customers and retailers on “the same playing field” with an app rewarding customer loyalty with shares rather than points.

•

Since launch six months ago more than 150+ brands have been on-boarded including household names in all sectors such EBay, Bing Lee, Farfetch, Microsoft, Baby Bunting, T2, MAC, Agoda, etc.

•

Impressive user growth – grown from 1000 users to 4800 in six months. MoM growth has been +30%.

As of February 2021

SpringCapital SPV Portfolio Companies Company Name

Industry

Local Measure

Tourism

SaaS, Platform

localmeasure.com

Logistics Industry

SaaS, Big data

escavox.com

Marketing

SaaS, Analytics

blackpearlmail.com

Daisee

Compliance

SaaS, Analytics

daisee.com

Veyor

Construction

SaaS, Service

veyordigital.com

Vamp

Marketing

SaaS, Platform

vamp-brands.com

Avertro

Cyber Security

SaaS, Platform

avertro.com

IoT, Semiconductor

B2B

morsemicro.com

Cosmos

Cryptocurrency

Digital Infrastructure

cosmoscapital.io

Crimson

Education

crimsoneducation.org

EscaVox Black Pearl Mail

Morse Micro

Business Model

Website

Disclaimer This document and presentation are intended for wholesale clients (as defined in the Corporations Act 2001 (Cth)) only and are being made by representatives of SpringCapital Investment Pty Ltd (ACN 626 777 053) (Manager) in their capacity as manager of the proposed SpringCapital ESVCLP Fund, ILP1800032 (Fund). By accepting this presentation, you reflect that you are a wholesale client and that you will keep this presentation and the details contained inside strictly confidential and will not disclose to any other party without the manager’s prior written consent. This presentation is intended for sophisticated investors with sufficient professional or other expertise to evaluate the fund’s nature, including the risks associated with investing in it. This presentation is strictly confidential. The offers of interests in the Fund will only be made in, or accompanied by, a copy of the Information Memorandum (IM) for the Fund which will be available from the Manager. This presentation is intended to serve as a general overview and not as a definitive statement on the issue. This presentation has been prepared without taking into account of any investor’s objectives, financial situation or needs. An investment in the Fund carries potential risks and fees which are described in the IM. An investor should, before deciding whether to invest in the Fund, consider the appropriateness of the Fund, having regard to both the IM in its entirety and the investor’s objectives, financial situation and needs. Neither the Manager nor any other person guarantees the investment performance, earnings or return of capital.

The Fund is a new fund and as such does not have actual historical performance information. Historical information is provided as a general guide only, and should not be relied upon as an indication of the future performance of the Fund. No representation is being made about the Fund’s potential success or uncertainty. In particular, there is no guarantee that the investment objectives and program for the Fund set out in this presentation will be successful. Forward looking statements in this document (including statements of intention and projections) are provided only as of the date of this document based on the Manager’s current expectations and beliefs, however they include risks, uncertainties and other factors beyond the control of the Manager which may cause actual outcomes to be materially different. Assumptions underlying such statements involve judgements which may be difficult to accurately predict. Therefore, such forward looking statements included in this presentation may prove to be inaccurate and should not be relied upon as indicative of future matters. The terms of investment in the Fund set out in this presentation are descriptive only and are subject to change. Investors should read the Investment Memorandum, which will supersede and substitute this presentation, and should not rely on it in determining whether to invest in the Fund. The Manager and its associates and representatives disclaim, to the maximum extent permitted under the law, all liability in respect of this.

Email: info@springcapital.com.au Mobile: 1300-039-988 Website: www.springcapital.com.au Add: Suite 302, 10 Bridge St, Sydney, NSW 2000