GPSOS Limited

By Scott Lee

PledgeMe.Investment

Technology,



NZ $5,750 pledged


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About

GPSOS Limited

 

Letter from our Founder

 

Dear reader,

All of this started, because my wife Bronwyn got cancer, and my best friend lost his wife.

As a security guard, I’ve had my share of scary situations, but when Bronwyn got cancer, that was the scariest time of my life.

When Bronwyn was finishing chemotherapy, it was freeing. Bronwyn’s best friend (the wife of my best friend) was planning a trip to reward us for when the treatment would have finished. One night, her best friend was using her laptop to plan the trip that we were going to do. Unfortunately, she went to sleep and never woke up.

Shortly after that, my best friend’s father had a stroke. He had a medical pendant but because of the stroke he was unable to activate it and unfortunately, he didn’t survive.

With 40 years’ experience in the security industry, I thought there has to be better technology, there has got to be something better that we can use to help people like my friend and his family.

Our pendants are a totally mobile GPS tracking, two-way talking unit. When someone is in trouble and they need help, they simply push the button and a call comes into our monitoring center, which is monitored 24 hours a day. The beauty of our technology is that we have two-way talk. We’re talking to them about what’s going on, plus we have the GPS technology. We know where they are, which means we know exactly what’s going on with them and can be there for them, get people to them quickly, comfort them, and to help them stress less.

We run an Alzheimer’s or dementia programme that knows when one of our customers leave their property, and with their permission we can live track them and find them. Without this technology, it can take hours to find them - if ever.

This is not a medical device. This is a safety device to allow people to live more freely. Our whole programme has been developed to keep people in their homes and communities safer and for longer with greater independence. That’s been the dream and the more we build this technology, the more we’re going to better help people, and that for me is the most important thing.

It’s not just our customers that we support, we also support our nationwide team and local community of Whanganui.

We’ve worked with Workbridge, an organisation that supports people with disabilities into paid employment, to bring 27 of our 32 team members into the business, who have faced some of the issues our customers have faced. It means we know the stress our customers face intimately, and are here to help.

We’ve spent almost four years building our technology and customer service; now we need the final funds to secure contracts and get to cash flow break even.

Please invest in a company that cares about people, regional employment, and the community. We can do this together.

Cheers,

Mark

 

 

 

Our Background

Mark is passionate about people living more independently and being free to enjoy their lives, their way.

We know we are all 25 in our minds, it’s just our bodies that have changed a little. The thought of not having choices in our lives because our physical bodies don’t work the way we (or society) may want, should not be a barrier to most things in life.

That’s why Mark has created a business to help older and disabled people which is staffed by older and at-risk people and owned by older and at-risk people. Using his mum as inspiration, he has designed and built pendants and watches that give users greater freedom in their lives.

GPSOS’s value proposition goes beyond the capabilities of its products. It is inherent in the response teams, the pro-active outreach service and in the fact that many who work at GPSOS are experiencing what our customers experience. All of this is delivered from the perspective of almost 50 years’ experience in emergency and security response, call centre operations and a strong commitment to all New Zealanders’ wellbeing.

The Company’s technology and service package is at the front end of the market. No other current provider can match GPSOS’s offering in New Zealand:

˜- The functions, connectivity and other features of both the pendant and the watch

˜- The service offering

˜- The ease of use of the products and services

˜- The pricing and back-up offering (12-month full replacement warranty).

GPSOS is committed to leading the development of this technology and creating a family values based service offering, which means we lead with love and are there to serve our customers.

 

 

 

Market Opportunity

GPSOS is focused on three key markets:

1) The young person aged 25 or under, with a disability. 

They are thinking of moving out of home and need some additional confidence to ensure they feel safe and confident doing this.

2) The older person aged over 70, who desires a little more safety when they are out and about. 

Knowing that someone is there 24/7 is important when you either live alone or no longer feel 100% comfortable living your life the way you want.

3) Sons and daughters aged 40 to 65, who have a Mum or Dad who have early stage dementia or Alzheimer’s. 

They want to help, but can’t always be there. As long as Mum and Dad are wearing the GPSOS product, we can find them in seconds.

 

The market for personal safety devices and responsive monitoring has changed globally. People want to talk to real people and GPSOS has real people, many with lived experience, that monitor our products and the people that use them.

GPSOS has based its strategy on three key factors that are affecting the industry in NZ and around the western world.

Structural shift in population: Over the next 15 years, a net 40,000 people per year will turn 65 in New Zealand. By 2034, numbers of people aged over 65 will have doubled to over 1.2 million and 180,000 people will be over the age of 85.

Cost-effective technology: Technology has improved significantly from what is currently offered in the market. GPSOS has created products that are low cost, multi-functional and ahead of the market. GPSOS has excellent research and development partners who continue to adapt and grow these products with GPSOS to ensure it stays ahead of the competition.

For example, GPSOS received feedback on its version seven watch that it was too big and too bulky. In early June, GPSOS will release its version eight watch that offers its customers greater comfort and ease of use. The response to the limited number of these watches that are available currently has been fantastic.

The market for this technology is expanding at a significant rate: Not only is the aged care market expanding, the technology has multiple additional uses, including for New Zealanders with access needs (disabilities), lone worker safety, bullied school children, among other uses.

There are many people in New Zealand that may need GPSOS to support them, with one in four New Zealanders (1.2 million people) having permanent access needs or disabilities.

There are also 17,000 registered security guard lone workers, service station workers on over 5,400 sites, over 10,000 lone DHB workers, over 723,000 people over the age of 65 and there were 213,000 claims for ACC patients recovering at home in 2017.

 

Why we’re crowdfunding

There are so many people that love GPSOS and have been asking if they can invest, but couldn’t as the amount required to invest was too high. We want to make it possible for anyone to own a piece of the company that serves them and their community.

This way, they can invest, have a pendant and help others to enjoy the peace of mind that GPSOS provides.

 

Strategic Growth

We have created a strategy to address the needs of our customers with the aim to be:

1. New Zealand’s leading provider of independence and safety products focussed on competing with affordability.

2. Creating a competitive service that puts our customers at the centre, with a diverse workforce that understands the needs of the customers we are serving.

For the next 12 months, we will focus on two overlapping key markets:

1. Welfare and health of the older person – those seeking greater independence and for the families of those with Dementia or Alzheimer’s.

2. Welfare and health of those with access needs - from very young to older, these needs are widespread across New Zealand and we employ people who understand these needs and seek to show we care and want to help.

In our forecast we are aiming for 12,000 pendants and watches (net) to be sold within three years. Through our business strategy we have more ambitious plans in place and will aim for significantly higher sales within three years than the stated forecast.

We will aim to create new markets for our products and services.

 

 

Use of Capital

Software

Our software works well currently and has all the functionality we require. Completing a software upgrade will provide additional functionality that will future proof the business into 2021 and beyond.

 

Marketing

This is critical to GPSOS becoming well known across the country, our marketing strategy will be overseen by well credentialed parties who have run campaigns of this nature in the past with great success both in NZ and the UK.

 

Working Capital

Keeping the business operating on a weekly basis while we build our customers is crucial to the success of GPSOS. This is paying for our team members, rent and incidentals associated with keeping the business operating. This could include paying down some of the existing debt to non shareholders to a maximum of $50,000.

 

Stock

This provides us with stock to fulfill orders for the pendants and watches as they arise. The supply of stock from China is still able to be fulfilled through DHL (during COVID-19) and the quality remains excellent.

 

Privacy Legal Review

We have existing privacy policies in place. However, we wish to collect qualitative data from our interactions with our customers. In order to support better allocation of resources, we want to share this information in an aggregated way with government entities and relevant organisations to ensure better outcomes for our customers and New Zealand in general.

To do this, we need to ensure that people’s privacy is protected, so we need to employ the best lawyers.

 

Share Offer

We are issuing up to 120,000 shares at $5 per share. This will represent 24% of the company. We are offering a minimum of 50,000 shares (for the offer to go live) and up to a maximum of 120,000 shares. The minimum goal is $250,000 with a minimum pledge of $100 for 20 shares. 

 

Capitalisation Table Pre and Post Raise

Pre-raise Post-raise if maximum goal met
Shareholder No. of shares Ownership % Shareholder No. of shares Ownership %
Mark Simmonds 262,797 54.75% Mark Simmonds 262,797 43.80%
Breakers Hastings Limited - 141,506 29.48% Breakers Hastings Limited - 141,506 23.58%
Bronwyn Buckley Family Trust 24,258 5.05% Bronwyn Buckley Family Trust 24,258 4.04%
Peter Buckley Family Trust 24,258 5.05% Peter Buckley Family Trust 24,258 4.04%
New Wholesale Investors 27,181 5.66% New Wholesale Investors 27,181 4.53%
      New shareholders 120,000 20.00%
Total 480,000 100% Total 600,000 100%

 

Types of Shares on Offer

Type Rights
Founder and Wholesale Investors (A Class) Voting
Investor (B Class)* Non-Voting

* Unless you invest $50,000 or more then these shares are considered wholesale voting shares

The Crowdfunding Investor shares (folk usually call them “investor shares” or “B-class shares”) are non-voting but will have the following rights:

Non-voting shares do not give the holder the right to vote at meetings of shareholders. In very limited circumstances (to ensure the shareholder’s core rights are protected) each non-voting share gives the holder the right to one vote. This only occurs where there is a proposal or resolution that will affect the rights attached to the Investor Shares, to put the company into liquidation and/or for the disposal of the whole, or a material part, of the property, business and undertaking of GPSOS Limited.

Non-voting shares will give the holders the right to an equal share in dividends and other distributions made by GPSOS Limited (subject to the rights of any other class of share) and the right to an equal share in the distribution of surplus assets of GPSOS Limited. However, investor shareholders have no rights to vote on removal or appointment of directors.

The A Shares are voting shares and have full voting rights attached. You can read more about the rights attached to ordinary and non-voting shares in our Constitution.

 

Our Financials

You can view our full forecasted financials and current balance sheet in our Information Memorandum. Please note, that we only officially launched 31 July 2019. We have provided forecasts for the calendar year rather than financial year. 

 

Who we are

Mark Simmonds (Founder and CEO)

Key responsibilities: Product development; Technology & monitoring design; Quality & Accreditation Mark has worked in and run his own businesses in the NZ security industry for over 40 years. During this time Mark brought home detention technology to NZ; he’s been injured in the line of duty numerous times. In his time in the industry, Mark has established 10 Monitoring Stations and run award-winning call centres. He is NZQA accredited as a skills workplace assessor and still provides training for the security industry. Mark is a committed regional player and was a Ministerial Appointment to the Regional Advisory Committee for UCOL; which he chaired for 5 years. Mark chairs Mainstreet Whanganui and was President of the Chamber of Commerce for 5 years. He has been a Justice of the Peace for the last 20 years and a member of the New Zealand Security Association (NZSA) and American Security Association (ASAS) for 20 years. Mark is passionate and committed to GPSOS and helping as many people as possible to live more independent lives, like his mum wanted. Mark and his wife Bronwyn live in the 106 year old Heritage House in Whanganui, which is a beautiful heritage building and function centre.

Scott Lee (COO)

Key Roles: Strategic planning; Business development; Finance; Sales & marketing Scott has been in the finance industry for over 25 years, working for investment banks, private equity firms and for eight years with the ANZ including as Regional Manager for Commercial and Agri in Manawatu/Whanganui. Scott is adept at business and financial planning and is committed to ensuring GPSOS is successful in this rapid growth period. Scott has helped to grow numerous businesses including Radius Health Care, Jade Software and Rodney Wayne. A well-connected and pro-active networker, Scott uses his relationship management skills to open doors and build trust and confidence in the product, people and support packages. When Scott is not working he is spending time with his 9 year old son, surfing or you can often find him in a cafe talking to someone.

Levi Irving (Monitoring Station Manager)

Key Roles: Operational Centre Management; HR & Training Management Levi’s engaging and diplomatic manner coupled with practical management experience ensures she is the perfect person to lead and inspire our team of front-line call centre operatives. Levi worked for Whanganui Security for five years, ultimately managing the emergency response centre. Levi has also worked at UCOL, and brings her experience of the training and education sector to this role. Levi has two beautiful children who she loves and adores. Levi whakapapas to a number of different Iwi and including locally in Whanganui to Ngati Apa, Nga Rauru ( Patea) and Nga Puhi up north

Our Advisory Board

Elaine Reilly (Governance Expert and Chief Question Asker) - Palmerston North

A flexible practitioner with excellent leadership skills and a creative flair for generating governance and management solutions, Elaine is an assured and credible communicator in a diverse range of working environments, from ministerial level to individual business owners/managers. Key skills include strategic thinking, governance, people engagement and alignment, project planning and performance delivery. In 2018, after 12 month's development, she launched CLAN, a development programme for women where cohorts of women meet regularly to pursue their professional and personal development. Elaine lives with her husband and has two amazing children now pursuing their own careers. Elaine loves getting out with friends and family to enjoy good food, wine and great chat.

James Igglesden (Sales expert and successful entrepreneur) - Melbourne

James has successfully grown sales in a number of businesses including Triodent, a dental supply company built in NZ that grew between 2002 and 2014 when it was eventually sold to US multinational Dentsply Sirona. While James was Marketing Director the company grew from 10 to 100 people and grew sales by 300% in a twelve month period. James is currently focused on launching an innovative dental product in Australia and helps run several family businesses in consumer-facing online retail. James believes in establishing value at every opportunity in the pipeline and educating sales people and the customer alike to maximise value. He has a passion for pricing and crafting good product stories which empower sales people and win customers. James lives in Melbourne with his wife and three sons and loves to cook for family and friends whether it be a simple pasta dish or an Indian curry prepared from scratch.

Grace Stratton (Disabled Entrepreneur)

At just 20, Grace is leading a revolution to destigmatise disabilities and the deficit thinking society has. Grace is the founder of All is for All, a communications, talent and media agency working to change the way businesses (including Estee Lauder, Suncorp, The Warehouse Group and others) approach disability and accessibility. Grace was the only New Zealander other than Jacinda Ardern to be named on InStyle’s Badass 50 ‘women changing the world’ and her work saw disabled models included in fashion week for the first time, she’s also received an award for Innovation from the NZ government. Grace is working for a major marketing firm in Auckland while finishing a double degree at AUT University.

Our wider team

We have a staff of 33 that do inbound and outbound calling. We have 14 at our Head Office in Whanganui in the inbound monitoring centre and 19 doing outbound sales calls based largely in the regions. We intend to grow our team over the coming years by up to 200 as needs require. Half of our sales team have not worked for a number of years or this is their first job and we are proud to be able to train them, to build their confidence and help them to achieve life goals.

 

Risks and Mitigation

Equity Market Risk

Prospective subscribers should recognise that the price of the Company’s Shares may fall, as well as rise. The priceat which the Company’s Shareholders are able to sell their Shares may be less than the price they have paid for them or the Shareholder may be unable to sell his/her/its Shares at all due to market volatility or because there is no market at all and no exit mechanism, or for other reasons. There are no current plans to list the Company’s shares, which would make the tradability much easier. Many factors may affect the price of the Shares which are outlined in our IM. 

Liquidation

If the Company is placed in liquidation, the residual value of assets may not be enough for Shareholders to recover the full value of their original investment. In liquidation, claims by secured creditors and other creditors will rank ahead of claims of Shareholders. Shareholders will rank equally with one another. If the Company becomes insolvent, Shareholders have no additional liability to the Company or to any person whatsoever.

Shareholders should be aware that there is no guarantee that they will receive returns of their investment.

Operational Risks

Operational risk may arise from inadequate or failed internal processes, people and systems employed by the Company and could expose the Company to potential financial or reputational damage.

Market Risks

Confidence could fail either in the economy in general or the finance sector in particular. This could occur as a result of the failure of a market participant, a recession, an event of terrorism or otherwise, in New Zealand or overseas.

Regulatory Risks

There could be substantial changes in laws and governmental policies affecting the Company’s business. The commercial impacts of law changes are often not apparent for some time after their introduction.

Environmental Risks

Natural and other disasters such as floods and earthquakes, and the failure of essential utilities, could impact directly or indirectly on the Company’s business.

Although the Company has in place risk strategies which recognise most of these risks where possible, the Company cannot give any guarantee or assurance that these strategies will remove the risks. Given that the Company is seeking to build a new business, it is impossible to offset all the risks.

Board Performance

There is a risk that the performance of the Board does not meet the required standards either individually or collectively. The Board is aware of its responsibilities and the requirements of New Zealand companies and securities law in relation to good governance and will continue to develop its code of governance.

Forward-Looking Statements

Certain statements in this IM constitute forward-looking information. The accuracy of such forward-looking information may be affected by known and unknown risks, uncertainties and other factors which may cause

the actual results, performance and achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information included in this IM. Such factors include, among other things, general economic and business conditions.

Given these uncertainties, prospective subscribers are cautioned not to place undue reliance on the forward- looking information contained in this IM. In addition, under no circumstances should the inclusion of such forward-looking information in this IM be regarded as a representation or warranty by the Company or any other person that anything predicted in any such forward- looking statements will be achieved.

To the extent permitted by law, the Company disclaims any responsibility to update any of the risk factors outlined above or publicly announce the result of any revisions to any of the forward-looking information contained in this IM.

Competition

The elderly safety care sector has several incumbent competitor businesses in New Zealand. The operating and financial performance of the Company will be influenced by the progress made in this area of technology, by the Company and by other competitors in the market, in the next years. There is always the risk of unknown competitors who may enter the sector or other technologies that might disrupt the market.

Licencing Arrangements

The Company has entered into design and technology licence agreements with key parties offshore. GPSOS undertakes research and development activities and seeks to protect any intellectual property that is of value to the Company’s business generated from those development and research.

The Company has and will continue to seek to contractually protect its position including the exclusive right to its territories. However, the Company has some exposure under these arrangements.

Supply Chain Risk

The Company contracts production out of China. There remains a supply-line risk of not being able to access products if China’s borders are closed or there are issues with transport/logistics in importing the stock to New Zealand. The Company has some mitigation strategies for this risk. It currently has access to approx. 1,000 products sitting in storage in China which can be deployed quickly.

Economic Risk

The operating and financial performance of the Company will be influenced by economic and business conditions affecting the New Zealand and world economies. A Shareholder may sell his, her or its interest in the Shares to another person (subject to any relevant restrictions), however the Shares are not presently intended to be listed on the any stock exchange and there is currently no established market for the Shares which means that the risk to Shareholders of unfavourable changes to economic and business conditions is heightened.

Delay in Returns

No dividends are expected to be paid to Shareholders for at least three (3) years.

Key Personnel

In such a small company key personnel are very important. GPSOS is materially reliant on its small Executive staff.

Additional funding will seek to mitigate some of this risk by engaging more people.

 

 

Note from PledgeMe

PledgeMe is licensed and regulated by the Financial Markets Authority, and the share offer made by GPSOS Limited will only be available for acceptance through the PledgeMe website. We have completed an Equifax check on the Company and its Director, as well as a Google check. There were no adverse findings.

 

Updates

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Details

Offer Details

Current Valuation 2,400,000
Raise Minimum 250,000
Raise Maximum 600,000
Share Price 5.00
Maximum Shares Offered 120,000
Explanation of valuation:

A discounted Cash Flow with a 20% WACC with a value of $1.9m and EBIT multiples of 3 x year 3 EBIT earnings ($880k) equates to $2.64m.

The board decided that $2.4 million valued GPSOS for further upside in this capital raising.



Financial Summary

Prev Year Current Year Est. FY 2022 Est. FY 2023
Revenue NZ $ NZ $1,058,570 NZ $3,505,320 NZ $6,534,120
Operating Expenses NZ $ NZ $2,090,103 NZ $3,318,054 NZ $4,919,206
EBITDA NZ $ -NZ $1,031,533 NZ $187,266 NZ $1,614,914
Net Profit NZ $ -NZ $1,521,057 -NZ $179,877 NZ $880,628

Company Details

Company Name: GPSOS Limited

Company Number: 7222153

Company details are currently being synced with the Companies Office, please wait.

Company Documents

Company_extract_-_GPSOS.pdf

(application/pdf, 745 KB, uploaded 29 May 2020)

Certificate_of_Incorporation_-_GPSOS.pdf

(application/pdf, 587 KB, uploaded 29 May 2020)

GPSOS_-_balance_sheet.pdf

(application/pdf, 51 KB, uploaded 02 June 2020)

GPSOS_-_Profit_and_Loss.pdf

(application/pdf, 84.8 KB, uploaded 02 June 2020)

GPSOS_-_End_User_Forecast.pdf

(application/pdf, 54 KB, uploaded 02 June 2020)

GPSOS_Limited_-_Constitution.pdf

(application/pdf, 186 KB, uploaded 03 June 2020)

GPSOS_Information_Memorandum.pdf

(application/pdf, 2.12 MB, uploaded 03 June 2020)

Director Details

Name Role Profile URL Invested?
Mark Simmonds Founder and CEO https://bit.ly/3dqYBgz

Questions

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Pledgers 17

Nicholas Walshe
2020-06-03 23:02:10 +1200
Dale Shaw
2020-06-03 22:11:22 +1200
Brett Coker
2020-06-03 22:09:22 +1200
Nicola Patrick
2020-06-03 20:45:27 +1200

"GREAT WORK!"

Becka Murray
2020-06-03 19:36:25 +1200

"I am honored to be a small part of something GREAT"

Dilanie Cabraal
2020-06-03 19:15:55 +1200
Brian and Robyn Lee
2020-06-03 18:31:38 +1200

"A fantastic product, thank you for the opportunity"

Craig Turney
2020-06-03 17:47:24 +1200
Jade Coker
2020-06-03 17:36:52 +1200
David Silvester
2020-06-03 17:31:16 +1200

"New Zealand needs more companies like GPSOS who seek to make a tangible difference in people's lives."

Lorna Coker
2020-06-03 17:28:29 +1200
Liz HowePledgeMe Staff
2020-06-03 17:17:43 +1200
James Igglesden
2020-06-03 17:09:54 +1200
Raewyn Barry
2020-06-03 17:04:58 +1200
Scott Lee
2020-06-03 16:57:41 +1200

"Woohoo!!"

Andrew
2020-06-03 16:55:43 +1200
Anna GuentherPledgeMe Staff
2020-06-03 16:39:53 +1200

GPSOS Limited

 

Letter from our Founder

 

Dear reader,

All of this started, because my wife Bronwyn got cancer, and my best friend lost his wife.

As a security guard, I’ve had my share of scary situations, but when Bronwyn got cancer, that was the scariest time of my life.

When Bronwyn was finishing chemotherapy, it was freeing. Bronwyn’s best friend (the wife of my best friend) was planning a trip to reward us for when the treatment would have finished. One night, her best friend was using her laptop to plan the trip that we were going to do. Unfortunately, she went to sleep and never woke up.

Shortly after that, my best friend’s father had a stroke. He had a medical pendant but because of the stroke he was unable to activate it and unfortunately, he didn’t survive.

With 40 years’ experience in the security industry, I thought there has to be better technology, there has got to be something better that we can use to help people like my friend and his family.

Our pendants are a totally mobile GPS tracking, two-way talking unit. When someone is in trouble and they need help, they simply push the button and a call comes into our monitoring center, which is monitored 24 hours a day. The beauty of our technology is that we have two-way talk. We’re talking to them about what’s going on, plus we have the GPS technology. We know where they are, which means we know exactly what’s going on with them and can be there for them, get people to them quickly, comfort them, and to help them stress less.

We run an Alzheimer’s or dementia programme that knows when one of our customers leave their property, and with their permission we can live track them and find them. Without this technology, it can take hours to find them - if ever.

This is not a medical device. This is a safety device to allow people to live more freely. Our whole programme has been developed to keep people in their homes and communities safer and for longer with greater independence. That’s been the dream and the more we build this technology, the more we’re going to better help people, and that for me is the most important thing.

It’s not just our customers that we support, we also support our nationwide team and local community of Whanganui.

We’ve worked with Workbridge, an organisation that supports people with disabilities into paid employment, to bring 27 of our 32 team members into the business, who have faced some of the issues our customers have faced. It means we know the stress our customers face intimately, and are here to help.

We’ve spent almost four years building our technology and customer service; now we need the final funds to secure contracts and get to cash flow break even.

Please invest in a company that cares about people, regional employment, and the community. We can do this together.

Cheers,

Mark

 

 

 

Our Background

Mark is passionate about people living more independently and being free to enjoy their lives, their way.

We know we are all 25 in our minds, it’s just our bodies that have changed a little. The thought of not having choices in our lives because our physical bodies don’t work the way we (or society) may want, should not be a barrier to most things in life.

That’s why Mark has created a business to help older and disabled people which is staffed by older and at-risk people and owned by older and at-risk people. Using his mum as inspiration, he has designed and built pendants and watches that give users greater freedom in their lives.

GPSOS’s value proposition goes beyond the capabilities of its products. It is inherent in the response teams, the pro-active outreach service and in the fact that many who work at GPSOS are experiencing what our customers experience. All of this is delivered from the perspective of almost 50 years’ experience in emergency and security response, call centre operations and a strong commitment to all New Zealanders’ wellbeing.

The Company’s technology and service package is at the front end of the market. No other current provider can match GPSOS’s offering in New Zealand:

˜- The functions, connectivity and other features of both the pendant and the watch

˜- The service offering

˜- The ease of use of the products and services

˜- The pricing and back-up offering (12-month full replacement warranty).

GPSOS is committed to leading the development of this technology and creating a family values based service offering, which means we lead with love and are there to serve our customers.

 

 

 

Market Opportunity

GPSOS is focused on three key markets:

1) The young person aged 25 or under, with a disability. 

They are thinking of moving out of home and need some additional confidence to ensure they feel safe and confident doing this.

2) The older person aged over 70, who desires a little more safety when they are out and about. 

Knowing that someone is there 24/7 is important when you either live alone or no longer feel 100% comfortable living your life the way you want.

3) Sons and daughters aged 40 to 65, who have a Mum or Dad who have early stage dementia or Alzheimer’s. 

They want to help, but can’t always be there. As long as Mum and Dad are wearing the GPSOS product, we can find them in seconds.

 

The market for personal safety devices and responsive monitoring has changed globally. People want to talk to real people and GPSOS has real people, many with lived experience, that monitor our products and the people that use them.

GPSOS has based its strategy on three key factors that are affecting the industry in NZ and around the western world.

Structural shift in population: Over the next 15 years, a net 40,000 people per year will turn 65 in New Zealand. By 2034, numbers of people aged over 65 will have doubled to over 1.2 million and 180,000 people will be over the age of 85.

Cost-effective technology: Technology has improved significantly from what is currently offered in the market. GPSOS has created products that are low cost, multi-functional and ahead of the market. GPSOS has excellent research and development partners who continue to adapt and grow these products with GPSOS to ensure it stays ahead of the competition.

For example, GPSOS received feedback on its version seven watch that it was too big and too bulky. In early June, GPSOS will release its version eight watch that offers its customers greater comfort and ease of use. The response to the limited number of these watches that are available currently has been fantastic.

The market for this technology is expanding at a significant rate: Not only is the aged care market expanding, the technology has multiple additional uses, including for New Zealanders with access needs (disabilities), lone worker safety, bullied school children, among other uses.

There are many people in New Zealand that may need GPSOS to support them, with one in four New Zealanders (1.2 million people) having permanent access needs or disabilities.

There are also 17,000 registered security guard lone workers, service station workers on over 5,400 sites, over 10,000 lone DHB workers, over 723,000 people over the age of 65 and there were 213,000 claims for ACC patients recovering at home in 2017.

 

Why we’re crowdfunding

There are so many people that love GPSOS and have been asking if they can invest, but couldn’t as the amount required to invest was too high. We want to make it possible for anyone to own a piece of the company that serves them and their community.

This way, they can invest, have a pendant and help others to enjoy the peace of mind that GPSOS provides.

 

Strategic Growth

We have created a strategy to address the needs of our customers with the aim to be:

1. New Zealand’s leading provider of independence and safety products focussed on competing with affordability.

2. Creating a competitive service that puts our customers at the centre, with a diverse workforce that understands the needs of the customers we are serving.

For the next 12 months, we will focus on two overlapping key markets:

1. Welfare and health of the older person – those seeking greater independence and for the families of those with Dementia or Alzheimer’s.

2. Welfare and health of those with access needs - from very young to older, these needs are widespread across New Zealand and we employ people who understand these needs and seek to show we care and want to help.

In our forecast we are aiming for 12,000 pendants and watches (net) to be sold within three years. Through our business strategy we have more ambitious plans in place and will aim for significantly higher sales within three years than the stated forecast.

We will aim to create new markets for our products and services.

 

 

Use of Capital

Software

Our software works well currently and has all the functionality we require. Completing a software upgrade will provide additional functionality that will future proof the business into 2021 and beyond.

 

Marketing

This is critical to GPSOS becoming well known across the country, our marketing strategy will be overseen by well credentialed parties who have run campaigns of this nature in the past with great success both in NZ and the UK.

 

Working Capital

Keeping the business operating on a weekly basis while we build our customers is crucial to the success of GPSOS. This is paying for our team members, rent and incidentals associated with keeping the business operating. This could include paying down some of the existing debt to non shareholders to a maximum of $50,000.

 

Stock

This provides us with stock to fulfill orders for the pendants and watches as they arise. The supply of stock from China is still able to be fulfilled through DHL (during COVID-19) and the quality remains excellent.

 

Privacy Legal Review

We have existing privacy policies in place. However, we wish to collect qualitative data from our interactions with our customers. In order to support better allocation of resources, we want to share this information in an aggregated way with government entities and relevant organisations to ensure better outcomes for our customers and New Zealand in general.

To do this, we need to ensure that people’s privacy is protected, so we need to employ the best lawyers.

 

Share Offer

We are issuing up to 120,000 shares at $5 per share. This will represent 24% of the company. We are offering a minimum of 50,000 shares (for the offer to go live) and up to a maximum of 120,000 shares. The minimum goal is $250,000 with a minimum pledge of $100 for 20 shares. 

 

Capitalisation Table Pre and Post Raise

Pre-raise Post-raise if maximum goal met
Shareholder No. of shares Ownership % Shareholder No. of shares Ownership %
Mark Simmonds 262,797 54.75% Mark Simmonds 262,797 43.80%
Breakers Hastings Limited - 141,506 29.48% Breakers Hastings Limited - 141,506 23.58%
Bronwyn Buckley Family Trust 24,258 5.05% Bronwyn Buckley Family Trust 24,258 4.04%
Peter Buckley Family Trust 24,258 5.05% Peter Buckley Family Trust 24,258 4.04%
New Wholesale Investors 27,181 5.66% New Wholesale Investors 27,181 4.53%
      New shareholders 120,000 20.00%
Total 480,000 100% Total 600,000 100%

 

Types of Shares on Offer

Type Rights
Founder and Wholesale Investors (A Class) Voting
Investor (B Class)* Non-Voting

* Unless you invest $50,000 or more then these shares are considered wholesale voting shares

The Crowdfunding Investor shares (folk usually call them “investor shares” or “B-class shares”) are non-voting but will have the following rights:

Non-voting shares do not give the holder the right to vote at meetings of shareholders. In very limited circumstances (to ensure the shareholder’s core rights are protected) each non-voting share gives the holder the right to one vote. This only occurs where there is a proposal or resolution that will affect the rights attached to the Investor Shares, to put the company into liquidation and/or for the disposal of the whole, or a material part, of the property, business and undertaking of GPSOS Limited.

Non-voting shares will give the holders the right to an equal share in dividends and other distributions made by GPSOS Limited (subject to the rights of any other class of share) and the right to an equal share in the distribution of surplus assets of GPSOS Limited. However, investor shareholders have no rights to vote on removal or appointment of directors.

The A Shares are voting shares and have full voting rights attached. You can read more about the rights attached to ordinary and non-voting shares in our Constitution.

 

Our Financials

You can view our full forecasted financials and current balance sheet in our Information Memorandum. Please note, that we only officially launched 31 July 2019. We have provided forecasts for the calendar year rather than financial year. 

 

Who we are

Mark Simmonds (Founder and CEO)

Key responsibilities: Product development; Technology & monitoring design; Quality & Accreditation Mark has worked in and run his own businesses in the NZ security industry for over 40 years. During this time Mark brought home detention technology to NZ; he’s been injured in the line of duty numerous times. In his time in the industry, Mark has established 10 Monitoring Stations and run award-winning call centres. He is NZQA accredited as a skills workplace assessor and still provides training for the security industry. Mark is a committed regional player and was a Ministerial Appointment to the Regional Advisory Committee for UCOL; which he chaired for 5 years. Mark chairs Mainstreet Whanganui and was President of the Chamber of Commerce for 5 years. He has been a Justice of the Peace for the last 20 years and a member of the New Zealand Security Association (NZSA) and American Security Association (ASAS) for 20 years. Mark is passionate and committed to GPSOS and helping as many people as possible to live more independent lives, like his mum wanted. Mark and his wife Bronwyn live in the 106 year old Heritage House in Whanganui, which is a beautiful heritage building and function centre.

Scott Lee (COO)

Key Roles: Strategic planning; Business development; Finance; Sales & marketing Scott has been in the finance industry for over 25 years, working for investment banks, private equity firms and for eight years with the ANZ including as Regional Manager for Commercial and Agri in Manawatu/Whanganui. Scott is adept at business and financial planning and is committed to ensuring GPSOS is successful in this rapid growth period. Scott has helped to grow numerous businesses including Radius Health Care, Jade Software and Rodney Wayne. A well-connected and pro-active networker, Scott uses his relationship management skills to open doors and build trust and confidence in the product, people and support packages. When Scott is not working he is spending time with his 9 year old son, surfing or you can often find him in a cafe talking to someone.

Levi Irving (Monitoring Station Manager)

Key Roles: Operational Centre Management; HR & Training Management Levi’s engaging and diplomatic manner coupled with practical management experience ensures she is the perfect person to lead and inspire our team of front-line call centre operatives. Levi worked for Whanganui Security for five years, ultimately managing the emergency response centre. Levi has also worked at UCOL, and brings her experience of the training and education sector to this role. Levi has two beautiful children who she loves and adores. Levi whakapapas to a number of different Iwi and including locally in Whanganui to Ngati Apa, Nga Rauru ( Patea) and Nga Puhi up north

Our Advisory Board

Elaine Reilly (Governance Expert and Chief Question Asker) - Palmerston North

A flexible practitioner with excellent leadership skills and a creative flair for generating governance and management solutions, Elaine is an assured and credible communicator in a diverse range of working environments, from ministerial level to individual business owners/managers. Key skills include strategic thinking, governance, people engagement and alignment, project planning and performance delivery. In 2018, after 12 month's development, she launched CLAN, a development programme for women where cohorts of women meet regularly to pursue their professional and personal development. Elaine lives with her husband and has two amazing children now pursuing their own careers. Elaine loves getting out with friends and family to enjoy good food, wine and great chat.

James Igglesden (Sales expert and successful entrepreneur) - Melbourne

James has successfully grown sales in a number of businesses including Triodent, a dental supply company built in NZ that grew between 2002 and 2014 when it was eventually sold to US multinational Dentsply Sirona. While James was Marketing Director the company grew from 10 to 100 people and grew sales by 300% in a twelve month period. James is currently focused on launching an innovative dental product in Australia and helps run several family businesses in consumer-facing online retail. James believes in establishing value at every opportunity in the pipeline and educating sales people and the customer alike to maximise value. He has a passion for pricing and crafting good product stories which empower sales people and win customers. James lives in Melbourne with his wife and three sons and loves to cook for family and friends whether it be a simple pasta dish or an Indian curry prepared from scratch.

Grace Stratton (Disabled Entrepreneur)

At just 20, Grace is leading a revolution to destigmatise disabilities and the deficit thinking society has. Grace is the founder of All is for All, a communications, talent and media agency working to change the way businesses (including Estee Lauder, Suncorp, The Warehouse Group and others) approach disability and accessibility. Grace was the only New Zealander other than Jacinda Ardern to be named on InStyle’s Badass 50 ‘women changing the world’ and her work saw disabled models included in fashion week for the first time, she’s also received an award for Innovation from the NZ government. Grace is working for a major marketing firm in Auckland while finishing a double degree at AUT University.

Our wider team

We have a staff of 33 that do inbound and outbound calling. We have 14 at our Head Office in Whanganui in the inbound monitoring centre and 19 doing outbound sales calls based largely in the regions. We intend to grow our team over the coming years by up to 200 as needs require. Half of our sales team have not worked for a number of years or this is their first job and we are proud to be able to train them, to build their confidence and help them to achieve life goals.

 

Risks and Mitigation

Equity Market Risk

Prospective subscribers should recognise that the price of the Company’s Shares may fall, as well as rise. The priceat which the Company’s Shareholders are able to sell their Shares may be less than the price they have paid for them or the Shareholder may be unable to sell his/her/its Shares at all due to market volatility or because there is no market at all and no exit mechanism, or for other reasons. There are no current plans to list the Company’s shares, which would make the tradability much easier. Many factors may affect the price of the Shares which are outlined in our IM. 

Liquidation

If the Company is placed in liquidation, the residual value of assets may not be enough for Shareholders to recover the full value of their original investment. In liquidation, claims by secured creditors and other creditors will rank ahead of claims of Shareholders. Shareholders will rank equally with one another. If the Company becomes insolvent, Shareholders have no additional liability to the Company or to any person whatsoever.

Shareholders should be aware that there is no guarantee that they will receive returns of their investment.

Operational Risks

Operational risk may arise from inadequate or failed internal processes, people and systems employed by the Company and could expose the Company to potential financial or reputational damage.

Market Risks

Confidence could fail either in the economy in general or the finance sector in particular. This could occur as a result of the failure of a market participant, a recession, an event of terrorism or otherwise, in New Zealand or overseas.

Regulatory Risks

There could be substantial changes in laws and governmental policies affecting the Company’s business. The commercial impacts of law changes are often not apparent for some time after their introduction.

Environmental Risks

Natural and other disasters such as floods and earthquakes, and the failure of essential utilities, could impact directly or indirectly on the Company’s business.

Although the Company has in place risk strategies which recognise most of these risks where possible, the Company cannot give any guarantee or assurance that these strategies will remove the risks. Given that the Company is seeking to build a new business, it is impossible to offset all the risks.

Board Performance

There is a risk that the performance of the Board does not meet the required standards either individually or collectively. The Board is aware of its responsibilities and the requirements of New Zealand companies and securities law in relation to good governance and will continue to develop its code of governance.

Forward-Looking Statements

Certain statements in this IM constitute forward-looking information. The accuracy of such forward-looking information may be affected by known and unknown risks, uncertainties and other factors which may cause

the actual results, performance and achievements of the Company to be materially different from any future results, performance or achievements expressed or implied by the forward-looking information included in this IM. Such factors include, among other things, general economic and business conditions.

Given these uncertainties, prospective subscribers are cautioned not to place undue reliance on the forward- looking information contained in this IM. In addition, under no circumstances should the inclusion of such forward-looking information in this IM be regarded as a representation or warranty by the Company or any other person that anything predicted in any such forward- looking statements will be achieved.

To the extent permitted by law, the Company disclaims any responsibility to update any of the risk factors outlined above or publicly announce the result of any revisions to any of the forward-looking information contained in this IM.

Competition

The elderly safety care sector has several incumbent competitor businesses in New Zealand. The operating and financial performance of the Company will be influenced by the progress made in this area of technology, by the Company and by other competitors in the market, in the next years. There is always the risk of unknown competitors who may enter the sector or other technologies that might disrupt the market.

Licencing Arrangements

The Company has entered into design and technology licence agreements with key parties offshore. GPSOS undertakes research and development activities and seeks to protect any intellectual property that is of value to the Company’s business generated from those development and research.

The Company has and will continue to seek to contractually protect its position including the exclusive right to its territories. However, the Company has some exposure under these arrangements.

Supply Chain Risk

The Company contracts production out of China. There remains a supply-line risk of not being able to access products if China’s borders are closed or there are issues with transport/logistics in importing the stock to New Zealand. The Company has some mitigation strategies for this risk. It currently has access to approx. 1,000 products sitting in storage in China which can be deployed quickly.

Economic Risk

The operating and financial performance of the Company will be influenced by economic and business conditions affecting the New Zealand and world economies. A Shareholder may sell his, her or its interest in the Shares to another person (subject to any relevant restrictions), however the Shares are not presently intended to be listed on the any stock exchange and there is currently no established market for the Shares which means that the risk to Shareholders of unfavourable changes to economic and business conditions is heightened.

Delay in Returns

No dividends are expected to be paid to Shareholders for at least three (3) years.

Key Personnel

In such a small company key personnel are very important. GPSOS is materially reliant on its small Executive staff.

Additional funding will seek to mitigate some of this risk by engaging more people.

 

 

Note from PledgeMe

PledgeMe is licensed and regulated by the Financial Markets Authority, and the share offer made by GPSOS Limited will only be available for acceptance through the PledgeMe website. We have completed an Equifax check on the Company and its Director, as well as a Google check. There were no adverse findings.

 

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Offer Details

Current Valuation 2,400,000
Raise Minimum 250,000
Raise Maximum 600,000
Share Price 5.00
Maximum Shares Offered 120,000
Explanation of valuation:

A discounted Cash Flow with a 20% WACC with a value of $1.9m and EBIT multiples of 3 x year 3 EBIT earnings ($880k) equates to $2.64m.

The board decided that $2.4 million valued GPSOS for further upside in this capital raising.



Financial Summary

Prev Year Current Year Est. FY 2022 Est. FY 2023
Revenue NZ $ NZ $1,058,570 NZ $3,505,320 NZ $6,534,120
Operating Expenses NZ $ NZ $2,090,103 NZ $3,318,054 NZ $4,919,206
EBITDA NZ $ -NZ $1,031,533 NZ $187,266 NZ $1,614,914
Net Profit NZ $ -NZ $1,521,057 -NZ $179,877 NZ $880,628

Company Details

Company Name: GPSOS Limited

Company Number: 7222153

Company details are currently being synced with the Companies Office, please wait.

Company Documents

Company_extract_-_GPSOS.pdf

(application/pdf, 745 KB, uploaded 29 May 2020)

Certificate_of_Incorporation_-_GPSOS.pdf

(application/pdf, 587 KB, uploaded 29 May 2020)

GPSOS_-_balance_sheet.pdf

(application/pdf, 51 KB, uploaded 02 June 2020)

GPSOS_-_Profit_and_Loss.pdf

(application/pdf, 84.8 KB, uploaded 02 June 2020)

GPSOS_-_End_User_Forecast.pdf

(application/pdf, 54 KB, uploaded 02 June 2020)

GPSOS_Limited_-_Constitution.pdf

(application/pdf, 186 KB, uploaded 03 June 2020)

GPSOS_Information_Memorandum.pdf

(application/pdf, 2.12 MB, uploaded 03 June 2020)

Director Details

Name Role Profile URL Invested?
Mark Simmonds Founder and CEO https://bit.ly/3dqYBgz

Ask a Question (You must login to ask a question)

Nicholas Walshe
2020-06-03 23:02:10 +1200
Dale Shaw
2020-06-03 22:11:22 +1200
Brett Coker
2020-06-03 22:09:22 +1200
Nicola Patrick
2020-06-03 20:45:27 +1200

"GREAT WORK!"

Becka Murray
2020-06-03 19:36:25 +1200

"I am honored to be a small part of something GREAT"

Dilanie Cabraal
2020-06-03 19:15:55 +1200
Brian and Robyn Lee
2020-06-03 18:31:38 +1200

"A fantastic product, thank you for the opportunity"

Craig Turney
2020-06-03 17:47:24 +1200
Jade Coker
2020-06-03 17:36:52 +1200
David Silvester
2020-06-03 17:31:16 +1200

"New Zealand needs more companies like GPSOS who seek to make a tangible difference in people's lives."

Lorna Coker
2020-06-03 17:28:29 +1200
Liz HowePledgeMe Staff
2020-06-03 17:17:43 +1200
James Igglesden
2020-06-03 17:09:54 +1200
Raewyn Barry
2020-06-03 17:04:58 +1200
Scott Lee
2020-06-03 16:57:41 +1200

"Woohoo!!"

Andrew
2020-06-03 16:55:43 +1200
Anna GuentherPledgeMe Staff
2020-06-03 16:39:53 +1200
Equity Offer

From NZ $250,000 for 9.4%

Up to NZ $600,000 for 20.0%

Share Offer

Up to 120,000 Shares

at NZ $5.00 per Share

Investor Perks

(Determined by your pledge amount)

Investor Shares

NZ $100.00+

Non-voting shares in GPSOS Ltd

Investor Shares

NZ $1,000.00+

Non-voting shares in GPSOS Ltd, plus a 2-month discount for a pendant, to be provided to anyone you choose.

Investor Shares

NZ $2,000.00+

Non-voting share in GPSOS Ltd, and a discount of $100 on the up front price of a watch.

Investor Shares

NZ $10,000.00+

Non-voting shares in GPSOS Ltd, and a pendant or watch to provide to anyone you choose, for a year.

Ordinary Shares

NZ $50,000.00+

Full voting shares in GPSOS Ltd, and you can sponsor ten worthy people for a year, with a pendant or watch. You will also meet the management team for dinner, and get personal quarterly shareholder updates.

Warning statement about equity crowdfunding

Equity crowdfunding is risky.

Issuers using this facility include new or rapidly growing ventures. Investment in these types of business is very speculative and carries high risks.

You may lose your entire investment, and must be in a position to bear this risk without undue hardship.

New Zealand law normally requires people who offer financial products to give information to investors before they invest. This requires those offering financial products to have disclosed information that is important for investors to make an informed decision.

The usual rules do not apply to offers by issuers using this facility. As a result, you may not be given all the information usually required. You will also have fewer other legal protections for this investment.

Ask questions, read all information given carefully, and seek independent financial advice before committing yourself.