- Notable investors include 500 Startups and Launchpad Digital Health
- Partnerships with MarketLab, Rhodes Group, and Dynamex
- Company management has extensive experience in startups and in developing sensors and temperature controls
- Customers (under NDA) include the top HMO in Northern California
- Amount raised:
- Seed :
- Minimum Investment: US $500 per investor
- : Crowd Note
- US $3,125,000 :
- Side by Side Offering
Lab Sensor Solutions’ mission is to improve lives through the use of real-time sensor technology. We deliver real-time information on healthcare and food items so our customers can monitor, report, and act to assure items are in the right place, at the right time, and in the right condition.
This technology offers companies the ability to affordably assure the integrity of materials by helping to prevent temperature excursions, lost items, and delayed delivery through the use of real-time data, analysis, and alerts.
Lab Sensor Solutions’ T-Tracks is one of the most cost effective, real-time solutions for monitoring the temperature of healthcare materials and food for both in-transit and stationary environment applications. The T-Tracks system utilizes wireless NIST(National Institute of Standards) calibrated Bluetooth Low Energy (BLE) sensors and a powerful cloud computing platform to continuously record conditions and provide real-time information (as well as critical excursion alerts) to appropriate stakeholders. The system employs standard Apple (iOS) and Android mobile devices (as well as a proprietary data bridge) to receive data from sensors and communicate with a versatile back-end analytics engine. In addition to real-time temperature data, the T-Tracks system provides preemptive excursion alerts, automated pickup and delivery confirmations, GPS and room level location of portable items, along with many other features.
T-Tracks is designed for applications where integrity of healthcare materials and food is paramount, including laboratory samples, biopharmaceuticals, vaccines, clinical trial materials, whole blood, plasma, analyzer reagents, diary, fruits, meat, and more. T-Tracks provides preemptive alerts based on Real-Time In-Field (RTIF) conditions so corrective actions can be taken quickly, before the integrity of the material being tracked is compromised. Regulatory agencies, including FDA, CAP, and others, require monitoring for temperature sensitive materials and they are increasingly auditing for temperature profile compliance of in-transit materials.
Our original application was tracking the temperature and location of clinical laboratory samples (blood and urine) from draw centers to central labs where they are processed. Previously, even the best labs would use temperature trackers that would be read at the end of a trip when it was too late to correct any issues. T-Tracks allows for real time tracking and feedback; so if a sample carrier is going out of temperature compliance it can be corrected by the courier before the samples spoil.
We have extended our market to include other health care materials such as reagents, biologics, vaccines, whole blood, and others. We also recently extended into the food market place and are tracking temperature sensitive foods such as meat, poultry and fish, and dairy products. Because of the real time nature of our solution we can help prevent spoilage.
Our passion is to reduce suffering and disease by preventing errors that cause mis-diagnosis and spoilage.
The founders worked together at Tagent, an RFID company, where they discovered that clinical laboratories are required to monitor the temperature of samples all the time. The founders realized that with low energy Bluetooth and the ubiquitous mobile infrastructure they could now solve this problem. Lab Sensor Solutions was born and T-Tracks, the first product, was created. It allows real time temperature and location monitoring of sensitive materials while in-storage or in-transit.
A Side by Side offering refers to a deal that is raising capital under two offering types. If you plan on investing less than US $20,000.00, you will automatically invest under the Regulation CF offering type. If you invest more than US $20,000.00, you must be an accredited investor and invest under the Regulation D offering type.
|Terms & Description|
|Investor Types||Accredited Only||Accredited and Non-accredited|
|Round size||US $320,000||US $320,000|
|US $0||US $11,700|
|Minimum investment||$20,000||US $500|
|US $180,000||US $180,000|
|US $3,125,000||US $3,125,000|
|Conversion of the Crowd Note||The Crowd Note will convert into preferred equity at a $3,125,000 pre-money valuation within 30 days of the round’s close for major purchasers and upon the election of the company or upon a corporate transaction for non-major purchasers.||The Crowd Note will convert into preferred equity at a $3,125,000 pre-money valuation within 30 days of the round’s close for major purchasers and upon the election of the company or upon a corporate transaction for non-major purchasers.|
|Closing Conditions||The Company is making concurrent offerings under both Regulation CF and Regulation D (the "Combined Offerings"). Unless the Company raises at least the Target Amount of $100,000 under the Regulation CF offering and a total of $180,000 under the Combined Offerings (the “Closing Amount”) by June 2, 2017, no securities will be sold in this offering, investment commitments will be cancelled, and committed funds will be returned.||The Company is making concurrent offerings under both Regulation CF and Regulation D (the "Combined Offerings"). Unless the Company raises at least the Target Amount of $100,000 under the Regulation CF offering and a total of $180,000 under the Combined Offerings (the “Closing Amount”) by June 2, 2017, no securities will be sold in this offering, investment commitments will be cancelled, and committed funds will be returned.|
The graph below illustrates theor the of Lab Sensor Solutions's prior rounds by year.
Please see the financial information listed on the the Form C and attached to this profile in addition to the following information.
For the year ended December 31, 2016, we recorded net revenues of $27,352.
The company’s operating expenses consist of sales and marketing, general and administrative, and research and development. For the year ended December 31, 2016, the company’s total operating expenses were $549,083.
We believe that our prior earnings and cash flows are not indicative of future earnings and cash flows because we intend to scale and expand revenue streams.
The Company does not expect to achieve profitability in the next 12 months and intends to focus on the following goals: bringing product to market, expanding hardware sales, and expanding revenue streams.
Liquidity and Capital Resources
The proceeds of the offering are not necessary to the operations of the Company, however, they will prolong the runway of the company. We plan to use the proceeds as set forth above under "use of proceeds", which is an indispensable element of our business strategy. The offering proceeds will have a beneficial effect on our liquidity, as of December 31, 2016 we had $102,565 in cash on hand which will be augmented by the offering proceeds and used to execute our business strategy.
Capital Expenditures and Other Obligations
The Company has not made any material capital expenditures in the past two years.
The Company does not intend to make any material capital expenditures in the immediate future.
Material Changes and Other Information
The Company does not currently believe it is subject to any trends or uncertainties.
After reviewing the above discussion of the steps the Company intends to take, potential Purchasers should consider whether achievement of each step within the estimated time frame is realistic in their judgement. Potential Purchasers should also assess the consequences to the Company of any delays in taking these steps and whether the Company will need additional financing to accomplish them.
The financial statements are an important part of this Form C and should be reviewed in their entirety. The financial statements of the Company are attached hereto as Exhibit B.
As discussed in “Dilution” below, the valuation will determine the amount by which the investor’s stake is diluted immediately upon investment. An early-stage company typically sells its shares (or grants options over its shares) to its founders and early employees at a very low cash cost, because they are, in effect, putting their “sweat equity” into the company. When the company seeks cash investments from outside investors, like you, the new investors typically pay a much larger sum for their shares than the founders or earlier investors, which means that the cash value of your stake is immediately diluted because each share of the same type is worth the same amount, and you paid more for your shares (or the notes convertible into shares) than earlier investors did for theirs.
There are several ways to value a company, and none of them is perfect and all of them involve a certain amount of guesswork. The same method can produce a different valuation if used by a different person.
Liquidation Value — The amount for which the assets of the company can be sold, minus the liabilities owed, e.g., the assets of a bakery include the cake mixers, ingredients, baking tins, etc. The liabilities of a bakery include the cost of rent or mortgage on the bakery. However, this value does not reflect the potential value of a business, e.g. the value of the secret recipe. The value for most startups lies in their potential, as many early stage companies do not have many assets (they probably need to raise funds through a securities offering in order to purchase some equipment).
Book Value — This is based on analysis of the company’s financial statements, usually looking at the company’s balance sheet as prepared by its accountants. However, the balance sheet only looks at costs (i.e. what was paid for the asset), and does not consider whether the asset has increased in value over time. In addition, some intangible assets, such as patents, trademarks or trade names, are very valuable but are not usually represented at their market value on the balance sheet.
Earnings Approach — This is based on what the investor will pay (the present value) for what the investor expects to obtain in the future (the future return), taking into account inflation, the lost opportunity to participate in other investments, the risk of not receiving the return. However, predictions of the future are uncertain and valuation of future returns is a best guess.
Different methods of valuation produce a different answer as to what your investment is worth. Typically liquidation value and book value will produce a lower valuation than the earnings approach. However, the earnings approach is also most likely to be risky as it is based on many assumptions about the future, while the liquidation value and book value are much more conservative.
Future investors (including people seeking to acquire the company) may value the company differently. They may use a different valuation method, or different assumptions about the company’s business and its market. Different valuations may mean that the value assigned to your investment changes. It frequently happens that when a large institutional investor such as a venture capitalist makes an investment in a company, it values the company at a lower price than the initial investors did. If this happens, the value of the investment will go down.
Lab Sensors Solutions is held by various people none of whom own over 20% of the company.
Following the Offering, the Purchasers will own 0.0% of the Company if the Minimum Amount is raised and 7.8% if the Maximum Amount is raised.
Market Data Taken from Markets & Markets.
Lab Sensor Solutions provides a sensor platform that allows our customers to measure physical properties like temperature. The temperature sensors market is expected to grow from USD 5.13 Billion in 2016 to USD 6.79 Billion by 2022, at a CAGR of 4.8% between 2016 and 2022. The market for temperature sensors is part of the bigger market for sensors, which is presented in the graph and market chart description.
Since our platform can handle the addition of other types of sensors, we show the bigger market for sensors world wide as the Total Available Market(TAM) while the the Specific Addressable Market (SAM) would be for what we have now which is temperature sensors.
The competition offers four main types of technologies used to address temperature tracking and reporting:
- Stationary/Fixed Sensors: Stationary Sensors are fixed point sensors that are either wired or wireless, and primarily used to monitor temperature inside refrigerators and freezers. Systems using these sensors generally read and record continuously, alerting when temperature goes out of range. Each sensor is calibrated annually. These stationary sensors are useful for in-facility temperature monitoring but they are not applicable for monitoring or alerting when materials are in-transit. They are also expensive to calibrate and to reposition.
- Offline Data Loggers: Data Loggers allow temperature logging for later retrieval. These loggers generally connect via USB to enable data export, with some loggers providing the ability to download data via a Bluetooth connection. These loggers provide limited or no real-time reporting and therefore cannot be used to generate system alerts or remediation notifications that can assure material integrity.
- Sensors Employing Cellular and GPS Radio: Sensors Employing Cellular and GPS Radios are used for point-to-point transportation of high-value materials. While these sensors can provide in-transit data, they are more expensive than other solutions, require monthly service fees in addition to hardware costs, and based on sample frequency and battery capacity, monitoring duration ranges from a few days to a few weeks.
- Sensors Utilizing iOS and Android Devices for Data Viewing, Download and Connection: BLE Sensors Utilizing Mobile Phones for network connectivity are best suited for applications where size, cost and power consumption are important factors. Lab Sensor Solutions’ patent pending T-Tracks system is built around this technology, and its uniqueness is that solves the industry’s needs in a comprehensive and automated fashion.
Lab Sensor Solutions believes that its competitive advantage is its focus on providing a complete solution with real-time access and analysis of data for materials in transit or in storage. Although there are other companies providing data loggers with Bluetooth capabilities and smartphone apps, Lab Sensor Solutions provides a complete solution that supports simultaneous smartphone connection to unlimited sensors, real-time cloud availability of data and analytics, automated pickup and delivery confirmation, and many more features others aren't currently offering.
We have a limited operating history upon which you can evaluate our performance, and accordingly, our prospects must be considered in light of the risks that any new company encounters. We were incorporated under the laws of Delaware on March 31, 2014. Accordingly, we have no history upon which an evaluation of our prospects and future performance can be made. Our proposed operations are subject to all business risks associated with new enterprises. The likelihood of our creation of a viable business must be considered in light of the problems, expenses, difficulties, complications, and delays frequently encountered in connection with the inception of a business, operation in a competitive industry, and the continued development of an enterprise client base. We anticipate that our operating expenses will increase for the near future. You should consider the Company's business, operations and prospects in light of the risks, expenses and challenges faced as an early-stage company.
We plan to implement new lines of business or offer new products and services within existing lines of business. There are substantial risks and uncertainties associated with our expansion into the medical & healthcare materials and food marketplace. In developing and marketing new lines of business and/or new products and services, we may invest significant time and resources. Initial timetables for the introduction and development of new lines of business and/or new products or services may not be achieved and price and profitability targets may not prove feasible. We may not be successful in introducing new products and services in response to industry trends or developments in technology, or those new products may not achieve market acceptance. As a result, we could lose business, be forced to price products and services on less advantageous terms to retain or attract clients, or be subject to cost increases. As a result, our business, financial condition or results of operations may be adversely affected.
The Company's success depends on the experience and skill of its executive officers, key employees and the board of directors. In particular, the Company is dependent on Daniel Paley, Jarie Bolander, and Geoffrey Zawolkow who are EVP Engineering, Founder and Chief Operating Officer, and Chairman and CEO, of the Company. The loss of Daniel Paley, Jarie Bolander, and Geoffrey Zawolkow or any member of the board of directors or executive officer could harm the Company's business, financial condition, cash flow and results of operations.
The Company is paying its employees below market salaries, which contributes to artificial salaries and wages expenses that may not continue in the future. The Company has been paying its employees below market salaries and wages, so the historical line item for these expenses are lower than expected. Once we obtain financing and begin generating revenues, these below market salaries are expected to increase.
We are required to comply with regulatory requirements in certain markets. To lawfully operate our businesses, we are required to hold permits, licenses and other regulatory approvals from and to comply with operating standards within the pharmaceutical, healthcare and food verticals. Failure to maintain or renew necessary permits, licenses, or noncompliance or concerns over noncompliance may result in suspension of our monitoring and tracking abilities and could have an adverse effect on our results of operations and financial condition.
We have long sales cycle with uncertain revenue generation. LSS currently primarily sells to enterprise customers (in laboratories, hospitals and pharmaceutical companies) which has typically is a multi-month or even year-long process. Each individual customer requires significant onboarding time. Although there are plans to expand into other verticals, there is uncertainty in our revenue generation channels.
The Company depends on the performance of distributors resellers. The Company distributes its products through certain value-added distributors and resellers such as Cerner, Dynamex, MarketLab, Eyes on Freight, etc. The financial condition of these resellers could weaken, these resellers could stop distributing the Company's products, or uncertainty regarding demand for the Company's products could cause resellers to reduce their ordering and marketing of the Company's products.
Start-up investing is risky. Investing in startups is very risky, highly speculative, and should not be made by anyone who cannot afford to lose their entire investment. Unlike an investment in a mature business where there is a track record of revenue and income, the success of a startup or early-stage venture often relies on the development of a new product or service that may or may not find a market. Before investing, you should carefully consider the specific risks and disclosures related to both this offering type and the company which can be found in this company profile and the documents in the data room below.
Your shares are not easily transferable. You should not plan on being able to readily transfer and/or resell your security. Currently there is no market or liquidity for these shares and the company does not have any plans to list these shares on an exchange or other secondary market. At some point the company may choose to do so, but until then you should plan to hold your investment for a significant period of time before a “liquidation event” occurs. A “liquidation event” is when the company either lists their shares on an exchange, is acquired, or goes bankrupt.
The Company may not pay dividends for the foreseeable future. Unless otherwise specified in the offering documents and subject to state law, you are not entitled to receive any dividends on your interest in the Company. Accordingly, any potential investor who anticipates the need for current dividends or income from an investment should not purchase any of the securities offered on the Site.
Valuation and capitalization. Unlike listed companies that are valued publicly through market-driven stock prices, the valuation of private companies, especially startups, is difficult to assess and you may risk overpaying for your investment. In addition, there may be additional classes of equity with rights that are superior to the class of equity being sold.
You may only receive limited disclosure. While the company must disclose certain information, since the company is at an early-stage they may only be able to provide limited information about its business plan and operations because it does not have fully developed operations or a long history. The company may also only obligated to file information periodically regarding its business, including financial statements. A publicly listed company, in contrast, is required to file annual and quarterly reports and promptly disclose certain events — through continuing disclosure that you can use to evaluate the status of your investment.
Investment in personnel. An early-stage investment is also an investment in the entrepreneur or management of the company. Being able to execute on the business plan is often an important factor in whether the business is viable and successful. You should be aware that a portion of your investment may fund the compensation of the company’s employees, including its management. You should carefully review any disclosure regarding the company’s use of proceeds.
Possibility of fraud. In light of the relative ease with which early-stage companies can raise funds, it may be the case that certain opportunities turn out to be money-losing fraudulent schemes. As with other investments, there is no guarantee that investments will be immune from fraud.
Lack of professional guidance. Many successful companies partially attribute their early success to the guidance of professional early-stage investors (e.g., angel investors and venture capital firms). These investors often negotiate for seats on the company’s board of directors and play an important role through their resources, contacts and experience in assisting early-stage companies in executing on their business plans. An early-stage company may not have the benefit of such professional investors.
Frequently Asked Questions
A Side by Side offering refers to a deal that is raising capital under two offering types. This Side by Side offering is raising under Regulation CF and Rule 506(c) of Regulation D.
The Form C is a document the company must file with the Securities and Exchange Commission (“SEC”) which includes basic information about the company and its offering and is a condition to making a Reg CF offering available to investors. It is important to note that the SEC does not review the Form C, and therefore is not recommending and/or approving any of the securities being offered.
Before making any investment decision, it is highly recommended that prospective investors review the Form C filed with the SEC (included in the company's profile) before making any investment decision.
Rule 506(c) under Regulation D is a type of offering with no limits on how much a company may raise. The company may generally solicit their offering, but the company must verify each investor’s status as an accredited investor prior to closing and accepting funds. To learn more about Rule 506(c) under Regulation D and other offering types check out our blog and academy.
Title III of the JOBS Act outlines Reg CF, a type of offering allowing private companies to raise up to $1 million from all Americans. Prior capital raising options limited private companies to raising money only from accredited investors, historically the wealthiest ~2% of Americans. Like a Kickstarter campaign, Reg CF allows companies to raise funds online from their early adopters and the crowd. However, instead of providing investors a reward such as a t-shirt or a card, investors receive shares, typically equity, in the startups they back. To learn more about Reg CF and other offering types check out our blog and academy.
When you complete your investment on SeedInvest, your money will be transferred to an escrow account where an independent escrow agent will watch over your investment until it is accepted by Lab Sensor Solutions. Once Lab Sensor Solutions accepts your investment, and certain regulatory procedures are completed, your money will be transferred from the escrow account to Lab Sensor Solutions in exchange for your shares. At that point, you will be a proud owner in Lab Sensor Solutions.
To make an investment, you will need the following information readily available:
- Personal information such as your current address and phone number
- Employment and employer information
- Net worth and income information
- Social Security Number or government-issued identification
- ABA bank routing number and checking account number (typically found on a personal check or bank statement)
If you are investing under Rule 506(c) of Regulation D, your status as an Accredited Investor will also need to be verified and you will be asked to provide documentation supporting your income, net worth, revenue, or net assets or a letter from a qualified advisor such as a Registered Investment Advisor, Registered Broker Dealer, Lawyer, or CPA.
The Crowd Note is a security which allows crowd investors to largely realize the same economic benefit traditional investors have historically received when investing in startups. For a convertible note round, investors under $20,000 will have their investment convert into preferred equity at liquidity event, locking in a share price at a discount to the next priced round, and will have an interest rate on their investment. Investors investing $20,000 and over will convert into preferred equity at the subsequent priced round at a discount to that priced round and will have an interest rate on their investment. For a priced round, investors under $20,000 will have their investment convert into preferred equity at a liquidity event, locking in the share price of the current round.
An investor is limited in the amount that he or she may invest in a Reg CF offering during any 12-month period:
- If either the annual income or the net worth of the investor is less than $100,000, the investor is limited to the greater of $2,000 or 5% of the lesser of his or her annual income or net worth.
- If the annual income and net worth of the investor are both greater than $100,000, the investor is limited to 10% of the lesser of his or her annual income or net worth, to a maximum of $100,000.
Separately, Lab Sensor Solutions has set a minimum investment amount of US $500.
Accredited investors investing $20,000 or over do not have investment limits.
You are a partial owner of the company, you do own shares after all! But more importantly, companies which have raised money via Regulation CF must file information with the SEC and post it on their websites on an annual basis. Receiving regular company updates is important to keep shareholders educated and informed about the progress of the company and their investment. This annual report includes information similar to a company’s initial Reg CF filing and key information that a company will want to share with its investors to foster a dynamic and healthy relationship.
In certain circumstances a company may terminate its ongoing reporting requirement if:
- The company becomes a fully-reporting registrant with the SEC
- The company has filed at least one annual report, but has no more than 300 shareholders of record
- The company has filed at least three annual reports, and has no more than $10 million in assets
- The company or another party purchases or repurchases all the securities sold in reliance on Section 4(a)(6)
- The company ceases to do business
However, regardless of whether a company has terminated its ongoing reporting requirement per SEC rules, SeedInvest works with all companies on its platform to ensure that investors are provided quarterly updates. These quarterly reports will include information such as: (i) quarterly net sales, (ii) quarterly change in cash and cash on hand, (iii) material updates on the business, (iv) fundraising updates (any plans for next round, current round status, etc.), and (v) any notable press and news.
Currently there is no market or liquidity for these shares. Right now Lab Sensor Solutions does not plan to list these shares on a national exchange or another secondary market. At some point Lab Sensor Solutions may choose to do so, but until then you should plan to hold your investment for a significant period of time before a “liquidation event” occurs. A “liquidation event” is when Lab Sensor Solutions either lists their shares on an exchange, is acquired, or goes bankrupt.
You can return to SeedInvest at any time to view your portfolio of investments and obtain a summary statement. If invested under Regulation CF you may also receive periodic updates from the company about their business, in addition to monthly account statements.
This is Lab Sensor Solutions's fundraising profile page, where you can find information that may be helpful for you to make an investment decision in their company. The information on this page includes the company overview, team bios, and the risks and disclosures related to this investment opportunity. If the company runs a side by side offering that includes an offering under Regulation CF, you may also find a copy of the Lab Sensor Solutions's Form C. The Form C includes important details about Lab Sensor Solutions's fundraise that you should review before investing.
For offerings made under Regulation CF, you may cancel your investment at any time up to 48 hours before a closing occurs or an earlier date set by the company. You will be sent a reminder notification approximately five days before the closing or set date giving you an opportunity to cancel your investment if you had not already done so. Once a closing occurs, and if you have not canceled your investment, you will receive an email notifying you that your shares have been issued. If you have already funded your investment, your funds will be promptly refunded to you upon cancellation. To cancel your investment, let SeedInvest know by emailing email@example.com. Please include your name, the company's name, the amount, the investment number, and the date your made your investment.
If you invest under any other offering type, you may cancel your investment at any time, for any reason until a closing occurs. You will receive an email when the closing occurs and your shares have been issued. If you have already funded your investment and your funds are in escrow, your funds will be promptly refunded to you upon cancellation. To cancel your investment, please email us at firstname.lastname@example.org. Please include your name, the company's name, the amount, the investment number, and the date your made your investment.