Closing a Primary deal

For a video guide to the closing process as a Syndicate Lead, please scroll to the bottom of this page.

Confirmation of final investment details - approx. 3 days

The first step in Odin’s closing process is to thoroughly check all received payments from your investors and calculate any associated fees to confirm the final investment amount.

This final investment amount will then be communicated via email by our Deal Operations team to you first for confirmation. Once you confirm you’re happy with things, we’ll contact the investee company, and share the numbers and the signature block details for legal documents. If the investee company previously sent us a draft copy of the investment legals, the team will also communicate any required changes to the legal terms as part of this email.

You, as the Syndicate Lead, will be copied into all communications.

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Signing legal documents - approx. 4 days

Once numbers are finalised, the investee company must send Odin’s legal team the investment documents to sign.

Typically the investee company sends documents across to Odin’s Legal team via Docusign or a similar service. This is the fastest and most effective way of handling things.

We can also, of course, handle signatures via products like SeedLegals, FounderCatalyst, etc. Odin’s account for each of these platforms will be under legal@joinodin.com.

Odin will not, by default, receive the final version of the legals from the investee company as a PDF or Word documents, and then upload it to Docusign for signature ourselves.

Documents will be shared with you for review and confirmation before signing.

If a witness is required for the signature block (a requirement for eg. deeds in the UK), you as syndicate lead will be the witness.

There are two separate reviews that occur here, one with Odin's legal team and another with Thompson Taraz (Odin's custodian). Once Odin’s Legal team are happy to sign, they will add Odin’s signature on behalf of the nominee entity.

Once all parties have signed the documents, Odin will request the completed set of legals from the investee company. These will be uploaded to your deal page and available for your records, via the same link that draft investment documents were shared with investors at the outset of the deal. By default, all investors are able to access the complete, executed set of legals through the Odin platform.

When fully executed documents, signed by all participating investors, have been received, we begin the process of wiring the final investment amount to the investee company.

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Wiring funds, paying Odin’s fees and confirming receipt - approx. 4 days

Following completion of the legals, Odin will then begin the process of wiring the final investment amount to the investee company.

The investee company will have provided Odin with their recipient bank details during the investee company KYC process, but our Deal Operations team will always confirm these details before proceeding with the wire.

Before proceeding, Odin’s Deal Operations team will confirm that Odin’s fees for the deal have been paid. You can reconfirm your understanding of Odin’s pricing by skipping back to this section of the guide.

Odin’s deal fees can be charged to one of three parties. Below you can get a quick refresher on who can pay Odin’s deal fees, and the practicalities of how they’re taken:

• Syndicate Lead - If you would like to pay Odin’s fee yourself, we will simply invoice you during the closing process to pay our fees by bank transfer. Many syndicate leads actually offset these fees by charging their own investors a management fee, or syndicate lead fee. You can read more on this below.
• Investee Company - You can specify that the company you are syndicating the deal into pays Odin’s fees. Ordinarily, we would net out our fees from the final investment amount that we wire to the company. If required, Odin can instead invoice the investee company for the fees during the closing process, and they would then pay the invoice via bank transfer. However, you’d need to inform our team about this up-front.
• Investors Pro-Rata - If your investors are happy to pay Odin’s platform fee, you can also pro-rate Odin’s fees among them. The fee amount will vary according to the investor’s ticket size - i.e. an investor on a £50k ticket pays more of the fee than one on a £5k ticket. At the point of closing, Odin will calculate the final fee, net it out from the total amount wired to Odin by your investors, and send the remainder to the investee company.

After the deal fees have been paid, Odin’s Deal Operations team will instruct Thompson Taraz (Odin's custodian) to set up the wire transfer. The funds will then be wired to the investee company’s specified bank account. Odin’s Deal Operations team will then ask the investee company to confirm receipt of the funds to be sure they’ve landed correctly in the account.

Note: If there are separate tranches for both SEIS and EIS, we will wire the SEIS tranche first, then the EIS tranche 24 hours after.

From this point on, the deal is considered ‘closed’ on Odin. Our Deal Operations team will internally mark the deal as closed, and it’ll move to your ‘Portfolio’ of deals on Odin (the same is true for your investors). This is also the point at which the platform will automatically generate proof of investment documentation for your investors.