Convertible Loan Notes
Founder Financing Round - Round (0)
PRIVATE FOUNDER FINANCING Invitation. Support me in bringing ∆ŌM to life and building an independent, purpose-driven ingredients brand rooted in provenance, transparency and scientific integrity. For those of you that would like to support me shape the future of food supplementation from the very beginning. Here you can find out more about my Convertible Loan Note opportunity.
The Opportunity
∆ŌM is pioneering a new approach to functional ingredients. We begin with a concise product portfolio Hericium erinaceus (Lion’s Mane) and instant chicory laying the foundation for a responsible ingredients platform. Our commitment: ingredient quality, full traceability, and evidence-led communication.
Year 1-3
Round 0 (R0) - Founder Round
Our Founder Round is designed to bring AOM Labs from its earliest development stage to a commercially validated business.
With an initial fundraising target of CHF 150,000, we aim to launch our first products, establish our supply chain, secure distribution partnerships and demonstrate market demand.
Over the first three years, our focus will be on validating the business model, developing repeatable revenue and laying the foundations for responsible, scalable growth.
Our priority is simple: prove the model before scaling it.
Target: CHF 150,000
Valuation cap: CHF 5 million (pre-money, fully diluted)
Discount: 20%
Interest: 0% per annum
Maturity: 36 months
Structure: Convertible Loan (Founder Bridge)
Year 3-5
Round 1 (R1) - Pre-seed Round
Following initial commercial validation, our planned CHF 1 million Pre-seed Round will support the next phase of AOM Labs' development.
Capital will be directed towards expanding our product portfolio, strengthening distribution, developing our operational capabilities and building the team required for sustainable growth.
Our objective is to move from a validated early-stage business towards a scalable ingredients platform, while preserving our commitment to provenance, transparency and scientific rigour.
Accelerating what works.
Target: CHF 1 million
Valuation cap: CHF 10 million
Discount: 10%
Structure: Convertible Loan
Year 5
Round 2 - Seed Round (Conversion Round)
Following successful product validation and initial market traction, our planned CHF 3 million Seed Round will mark SA's transition to a growth-stage business.
Unlike the earlier convertible loan rounds, this will be a priced equity financing, welcoming investors directly into the share capital of AOM Labs SA.
The capital will support expanded distribution, new product development, strategic partnerships, team growth and the infrastructure required to scale across Switzerland and selected European markets.
From commercial validation to accelerated growth.
Target raise: CHF 3 million
Structure: Direct equity investment in AOM Labs SA
Valuation: To be determined based on commercial performance and market conditions
Convertible loans: Intended conversion of eligible R0 and R1 loans into equity
Employee equity pool: Target allocation of 8%, subject to approval
All terms remain indicative and subject to negotiation, corporate approvals and definitive investment agreements.
AOM Labs is initially being developed through AOM par Mishra-Newbery, an established Swiss sole proprietorship. Once our minimum viable product (MVP) has demonstrated sufficient commercial potential, we intend to incorporate a Swiss Société Anonym (SA), a Swiss limited company that will become the operating vehicle for the business and its future financing rounds.
As part of this transition, the intention is for AOM Labs SA to assume the outstanding Founder Bridge Loans, subject to the necessary legal agreements and corporate approvals under Articles 175 et seq. of the Swiss Code of Obligations. The objective is to preserve the agreed economic terms and conversion rights while transferring the financing obligations to the new company. This transition will be documented and communicated transparently to our lenders.
A convertible loan starts as a loan and may convert into shares in AOM Labs SA if a qualifying equity financing occurs. Valuation caps set a maximum company value for conversion, while discounts offer a lower price per share to early supporters. Terms are defined in the signed agreement, there are no guaranteed returns or ownership percentages. Until conversion or another contractual settlement, it remains a debt obligation.
Initially, Founder Bridge Loans are made to David Mishra-Newbery, operating as AOM par Mishra-Newbery, a Swiss sole proprietorship. The future SA is intended to become the borrower following incorporation and completion of the required debt-assumption arrangements.
We intend to incorporate AOM Labs SA once the MVP has demonstrated sufficient commercial viability and the business is ready for its next stage of development. The timing will depend on commercial progress, financing and legal requirements.
Our intention is for the SA to assume the outstanding Founder Bridge Loans on their existing economic terms. This requires the company's valid assumption of the obligations and the necessary creditor consent and legal documentation. Lenders will be informed when the transfer has been completed.
Conversion is intended to take place upon a qualifying future equity financing, currently anticipated to be the Seed equity round (Round 2), subject to the applicable agreement. Incorporation of the SA does not itself trigger conversion.
Backing AOM at this stage means supporting an independent, values-driven company from inception. We prioritise transparency, long-term thinking and responsible growth. Please note: early-stage financing carries significant risk, including possible loss of your entire investment.
Early-stage venture financing carries substantial risk. The business may fail to reach commercial viability, a future equity round may not occur, and lenders may lose some or all of their capital. Convertible loans are not bank deposits and are not guaranteed investments.
Book a private conversation with David to discuss the venture, the financing stage and the relevant documentation. Participation is subject to review and execution of an individual loan agreement.