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Closing a Primary deal

  • Updated

Confirmation of final investment details (approx. 3 days)

After we’ve received notification from the Syndicate Lead that all funds are in, and they’re ready to close the deal to coincide with your investment round, Odin will kick off the closing process.

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

This final investment amount will then be communicated via email by our Deal Operations team to the Syndicate Lead first for confirmation, and then to your company, along with Odin’s signature block. If your 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.

The Syndicate Lead will be copied into this communication.

Odin’s signature block:

  • Signatory: Leave blank for Odin to fill out
  • On Behalf Of: Odin Investments Limited (replace with branded entity where applicable)
  • Address: Unit 105, 65 - 69 Shelton Street, London, WC2H 9HE, United Kingdom
  • Email: legal@joinodin.com

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Signing legal documents (approx. 2 days)

Your company will then be required to send Odin the final legal documents to sign. There is no real variation on the process depending on the type of legals Odin is being asked to sign:

  • If the deal is an equity deal and your company needs Odin to sign a Shareholder Agreement and a Deed of Adherence, we will sign both.
  • Please let the Odin team know if a witness is required from our side for Odin’s signature. We will comply with any witnessing requests, though it’s helpful if we’re aware in advance.

The simplest way of getting Odin’s signature on the investment legals is for your company to send them across to Odin’s Legal team as part of a Docusign envelope. Odin can also work with similar products like Acrobat Sign and PandaDoc:

  • Additionally, Odin can also sign if your company would like to send them via SeedLegals, FounderCatalyst or similar products. 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 your company as a PDF or Word documents, and then upload it to Docusign for signature ourselves.
  • Odin will not, by default, share the investment legals with the Syndicate Lead until they have been completed by all parties.

Once Odin’s Legal team have received the final legals for signature and 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 your company for our records.

Fully-executed legal documents will be stored in the same folder that Odin uses to store the draft investment agreements that are shared with investors at the outset of the deal. All investors will therefore be able to access the complete, executed set of legals through the Odin platform.

Odin will then begin the process of wiring the final investment amount to your company.

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Wiring funds, paying Odin’s fees and confirming receipt (approx. 2 days)

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

Your company will have provided Odin with your recipient bank details during the investee company KYC process, but our Deal Operations team will always confirm these details before proceeding with the wire. In cases where the bank details are included in the investment legals, or Odin has wired to your company before, our team will skip this step.

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 the Syndicate Lead would like to pay Odin’s fee themselves, we will simply invoice them during the closing process to pay our fees by bank transfer.
    • Investee Company - The Syndicate Lead can also specify that your company pays Odin’s fees. Ordinarily, we would net out our fees from the final investment amount that we wire to your company. If required, Odin can instead invoice your company for the fees during the closing process, and you would then pay the invoice via bank transfer. However, you or your Syndicate Lead would need to inform our team about this up-front.
    • Investors Pro-Rata - If the investors are happy to pay Odin’s platform fee, the Syndicate Lead can also pro-rate Odin’s fees among them. 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 your company.

After the deal fees have been paid, Odin’s Deal Operations team will then set up the wire transfer. Upon receiving approval from Odin’s finance team, the funds will be wired to your company’s specified bank account. Odin’s Deal Operations team will then ask your company to confirm receipt of the funds to be sure they’ve landed correctly in your account.

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 Syndicate Lead’s ‘Portfolio’ of deals on Odin (the same is true for their investors). This is also the point at which the platform will automatically generate proof of investment documentation for the investors.

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