INVESTOR DATA ROOM 1in7 SEED ROUND 2026
The Raise
THE RAISE
ASA Terms
Advanced Subscription Agreement
Complete terms of the 1in7 seed round. The ASA is a UK - standard instrument
fast, simple, no immediate valuation, and fully SEIS-compatible.
Key Terms at a Glance
What Protects You
The 20% Discount
You get shares 20% cheaper than investors in the next round, rewarding you for the risk of backing us early before a valuation is set.
MFN Clause
If better terms are offered to any subsequent ASA investors before conversion, you automatically receive those same terms. You will never be disadvantaged relative to later investors.
£3M Valuation Cap
If we raise at a £10M+ valuation, the cap ensures you convert as if the company was valued at £3M, giving you significantly more shares. The better we do, the better this protection becomes.
Longstop Protection
If no qualifying round occurs within 36 months, ASA holders may request repayment of their investment (subject to solvency) or negotiate direct conversion terms.
2× Liquidation Return
If the company is acquired before your ASA converts, you receive at least 2× your original investment — or participate in sale proceeds via converted shares, whichever gives you more.
ASA vs Other Instruments
THE RAISE
How It Works
ASA Conversion Explained
Three worked examples showing exactly what happens to your investment in different scenarios — conservative, strong, and exceptional.
The Mechanics
You invest now. No shares are issued immediately — you hold a contractual right to shares when we raise our next significant round (£500K+). At that point, your investment converts using whichever calculation gives you more shares: the 20% discount on the next round's share price, or the £3M cap (if the company has grown beyond that).
Simple rule
The better 1in7 performs before Series A, the more valuable your cap protection becomes. The cap is your upside accelerator.
Example 1 — Standard Conversion (20% Discount Applies)
You invest: £25,000 today via ASA
Series A: We raise £1M at £4M pre-money valuation
Series A share price: £2.00 per share
Your price after discount: £1.60 per share (20% off)
Your shares: 15,625 shares (£25,000 ÷ £1.60)
Series A investor (same £25K): 12,500 shares
You receive 25% more shares for the same money.
Example 2 — Cap Protects You (Strong Performance)
You invest: £25,000 today via ASA
Series A: We raise £2M at £10M pre-money valuation
Series A share price: £10.00 per share
Discount would give you: £8.00 per share — but the cap kicks in
Cap price (£3M ÷ shares): effectively £2.50 per share for you
Your shares: 10,000 shares (£25,000 ÷ £2.50)
Series A investor (same £25K): 2,500 shares
You receive 4× more shares. The cap protected you from excessive dilution as 1in7's value grew.
Example 3 — Acquisition Before Conversion
You invest: £25,000 today via ASA
18 months later: 1in7 receives an acquisition offer
Option A: Take guaranteed 2× return = £50,000 cash
Option B: Convert to shares and participate in acquisition proceeds
You choose whichever gives you more. The 2× floor is a guaranteed baseline — not a ceiling.
What Happens at the Longstop Date?
If no qualifying round has occurred within 36 months of your investment, you have two options:
Request repayment of your original investment amount (subject to company solvency at that time)
Negotiate direct conversion into shares at a mutually agreed valuation
The 36-month window is standard for UK ASAs and is designed to give early-stage companies sufficient time to reach a Series A milestone.
Ready to Join the 1in7 Mission?
We're raising £250,000 to transform education for neurodivergent children.
Your investment changes lives — and builds a platform in a £10B market.
CONTACT
Sean Rafter, CEO & Founder
e: sean@1in7.org
t: +44 (0)7467 875 533
