We are a young company from Switzerland, which has partnered with renowned suppliers from the automotive to the med-tech industry to develop an understated, high-end electric cigarette in the form and size of a traditional tobacco cigarette.
Like most start-ups, especially the ones developing a hardware product from scratch, we rely on outside investments. Luckily, we are not only among those that were able to find many supporters that lend us their trust and became shareholders but also among the very few to find a way to process and manage investments and a large base of shareholders in the easiest and most efficient way. Together with the help of Zurich based Aktionariat AG we have started to tokenize parts of our shares so that today it’s possible to directly buy shares of our company without intermediaries via the Aktionariat Brokerbot® on this website.
Carnault AG is a Swiss corporation based in Basel with trade register number CHE-352.010.237. Its purpose is to create a cigarette that keeps alive the magic of a tobacco cigarette while making the sensation less invasive.
Its capital is divided into 1′028’510 (common) shares with a nominal value of 0.10 CHF each and 5’137’500 (voting) shares, out of which 140′020 shares are held by the company itself. On the basis of a Registration Agreement, Carnault AG shares are registered on the Ethereum blockchain as ERC-20 tokens named Draggable Carnault AG Shares. The current market price per share is 11.15 CHF, implying a market capitalization of 19′691′502 CHF.
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KEY PERFORMANCE INDICATOR
As long as Carnault cigarettes are not yet available and Carnault AG does not generate any sales, a large focus is on collecting investments. A high trading volume in the CAS Brokerbot may indicate a positive business development.
Carnault Ltd was founded on 31.08.2016. Below is an overview of some of the important milestones. The Carnault AG was first valued at CHF 1’000’000 with a price of CHF 1.00 per share. When certain milestones were reached or a financing round (during which the price could not be adapted) ended the share price was increased.
As of July 2022, Carnault AG has secured over CHF 3,500,000 through traditional investments. By December 2023, the company also raised 2,500,000 tokenized shares. This dual approach underlines Carnault AG's adaptability in navigating both conventional and modern investment landscapes.
Carnault Ltd was founded on 31.08.2016. Below is an overview of some of the important milestones that have been achieved since then.
- 2015 — First design prototype of the cigarette
- 2016 — Foundation of Carnault & Co. GmbH
- 2017 — Application for design protection rights
- 2018 — First design prototype of the charging case
- 2019 — First prototype of award-nominated control electronics
- 2020 — Transformation into today's Carnault AG
- 2021 — 5x PCT patent applications
- 2022 — Development of the "STAY GOLD" slogan
- 2022 — First pre-series prototypes
- 2022 — 5x trademark applications
- 2022 — Tokenization of shares
- 2022 — Launch of website & start of pre-order
Our current status
Although a number of milestones have already been reached and the development of the first generation of the Carnault cigarette is as good as complete, an investment in Carnault AG can still be described as an "early-stage" investment. On the one hand, this means that further company development is associated with risks and uncertainties, and on the other hand, that the investment made has the potential to multiply due to the low company valuation. The highest ever valuation for an e-cigarette start-up was achieved by Juul Labs Inc. in 2018 with a valuation of USD 35,400,000,000.
What does the term "early-stage" refer to in our case?
Risks, among others due to:
- Lack of sales
- Lack of robust financial plans
- Unvalidated demand
- Possible financing and delivery delays
Very high potential, among others due to:
- A huge market with traditionally high margins
- An innovative product that is technically difficult to copy and has 5 patents pending
- Unique know-how due to the development of an own battery sleeve production
- Protected trademark and design rights
- An outstanding team
Return of Invest
There are numerous scenarios for Carnault shareholders as to how their investment could pay off financially in the medium and long term. It should be noted that a return on investment is by no means assured.
Sale of the company
The CAS token contract allows for automatic enforcement of the drag-along agreement, regardless of how many shareholders exist at the time. In the event of a sale, the shareholder is automatically paid out. There are currently no plans to sell the company and it is unlikely in the short and medium term.
Sale of shares
A private sale of the shares (not to the company) is possible at any time. The only obstacle is that the shareholder must find a buyer independently.
Dividend (annual distribution of profits)
Once Carnault generates profits through product sales, dividends could be paid. Given our relatively low valuation and high growth potential, dividends may even exceed the investment amount in the long run. Note that even if profits are generated, a dividend payout must first be approved by the general assembly and, in the eyes of the board of directors and voting shareholders, growth has unconditional priority over quick returns.
Buyback of the company
In case of a buyback by Carnault AG, investors don’t need to find (a) buyer(s) themselves. Currently, this option may not be available. If the demand for tokens exceeds their availability and no investments need to be obtained, a permanent activation of the buyback option is possible.
Reasons for tokenization
To this day, we are searching for a downside that comes with tokenization, since it seems too good to be true. But thanks to the great work of Aktionariat and LEXR, our search remains fruitless. So let's talk about the things that digitalization improves. There are many of them ...
The processing costs of investments are decreasing
Before we digitised our stocks, processing an investment took a lot of time and money. Many people and companies were involved in processing an investment. Nevertheless, the quality of the process was low, because after passing through several stations, the transfer history of the shares had to be recorded manually in an Excel list.
The management of investors has become easier
Transfer history is not a concern if there are only a few shareholders. But if the plan is to have thousands of shareholders, this task can become a nightmare. It is similar to the computer game "Snake", except that the stakes are higher and there is no replay.
Micro-investments are possible
The possibility of micro-investments is the best indicator of a lean process.If the minimum investment threshold is reduced from CHF 50,000.00 to the price of a single share (currently CHF 7.00), this says a lot about the efficiency of the process.The fact that the minimum investment threshold for the CAS token is higher is for strategic and not technical reasons.
Public sales are possible
What the CAS token has in common with most cryptocurrencies is that it is blockchain-based and therefore easily tradable. But unlike most cryptocurrencies, the CAS token has a real exchange value as it represents shares of Carnault AG. Carnault shares are registered in the public commercial register and can be viewed on the website of the Department of Justice and Security, among others.
Sending and receiving shares is easier
One of the most important duties of any company is to closely monitor the ownership of its shares. Every transfer must be registered, announced to existing shareholders in the case of pre-emption rights, and contractually secured. Thanks to the Aktionariat app, tokens can be sent and received within seconds.
Permanent fundraising is possible
Continuous fundraising can be a significant advantage for a start-up. The old legal system (before the DLT law) basically encouraged a discontinuous fundraising process with as few investors as possible.
Dynamic stock pricing is possible
Dynamic pricing is also an important feature of tokenization. The high cost associated with closing a funding round based on convertible loans (which is a complicated way of continuous fundraising without tokenization) typically results in funding rounds that last for months. Since the price of a share cannot be changed during a round, people who invest early are at a disadvantage as uncertainties are higher and less progress has been made.
We consider ourselves fortunate that a high number of 137 shareholders so far have placed their trust in us. Some of the shareholders support us not only with their money, but also with their outstanding expertise in a wide variety of areas. The following list is not exhaustive.
Director of Operations at Dunkermotoren GmbH
Master of Business Administration, Production Management, TUC
Bachelor of Science, Electrical Engineering and Electronics, Hochschule Furtwangen
Prof. Dr. Stefan Bauer
Senior AI Fellow GSK
Assistant Professor KTH Royal Institute of Technology Stockholm
PhD, Machine Learning, ETH Zurich
Master of Science, Mathematics, ETH Zurich
Plant Manager - Borsi GmbH & Co. KG
Bachelor of Arts, Advanced Management, Steinbeis Hochschule
Bachelor of Engineering, Mechanical Engineering Duale Hochschule Baden-Württemberg
Leitung Geschäftsbereich Innovation und Umwelt IHK Südlicher Oberrhein
Federführung Umwelt der baden-württembergischen IHKn
Former Assistant Coach at SC Freiburg, Women Bundesliga
Former professional soccer player
Kanzlei Lusebrink Kirchzarten
Specialised Tax Attorney and Tax Consultant
Law and Political Science at Albert-Ludwigs-Universität Freiburg
Manager/Director at Drubba Enterprises
(Commerce & Business Partner & Official Jeweller
of the Sport-Club Freiburg e.V.)
Vice President Sales Russia / CIS at Constantia Flexibles
Master of Arts, International Business, Hochschule Ravensburg-Weingarten
Bachelor of Business Administration, International Business, University of Cooperative. Education Villingen-Schwenningen
Director at Premag Services AG
Former Director at Premag Präzisionstechnik AG
Director at Stertz Pflanzen
Founder SMP Brands (Ridewerk, BARTSTR) & Pre-Seed Investor
How can I benefit financially from my investment?
There are four ways to profit from CAS tokens lack of sales
- A sale of the company
- A dividend (annual distribution of profits)
- A buyback of tokens by the company
- A sale of tokens to another investor
Note that there is no peer-to-peer marketplace for CAS tokens. Trading of the token via the brokerbot can only take place between the company and an investor, and the "Sell" function (selling to the company) may not always be available and in any case is limited to a certain threshold.
What is Aktionariat AG?
Only about 220 out of 500′000 Swiss companies are listed on the stock exchange. The effort associated with an IPO is often too high for startups and smaller companies. Aktionariat AG is a company that enables us to provide a platform for issuing, managing and trading shares based on blockchain technology. For investors, this offers the possibility to buy and trade our and many other shares in a straightforward way. Learn more about Aktionariat AG here.
How much do I need to invest to become a shareholder?
The minimum investment amount may vary. At the moment it is CHF 5'000.
Is my wallet secure?
Yes, as long as you take the necessary care in managing the credentials to your wallet and especially keep the seed phrase in a safe place. If your credentials are secure, your tokens cannot be lost or stolen.
Will I get real shares or are tokens something else?
The CAS token represents real shares of Carnault AG. The representation cannot be cancelled. By owning tokens, you become a shareholder.
Are there any legal or administrative differences for me compared to shares in physical form?
No. You will receive the same shares on the same terms as physical shares.
Does the value of the cryptocurrency Ether affect my shares?
No. The shares are stored on the Ethereum blockchain, but they are not linked to the cryptocurrency Ether. Even if the value of Ether were to drop sharply, it would have no impact on the CAS tokens.
What impact would a failure (for example, due to insolvency) of Aktionariat AG have on my tokens?
If Aktionariat AG ceased to exist, the impact would be limited to the user interfaces, for example the Brokerbot or the Aktionariat App. Shareholders would still be able to manage their shares and exercise their rights. There would always be the possibility to offer the tokens on another marketplace and to use other user interfaces.
Which share price is displayed in the Aktionariat App?
We show the current share price in the Aktionariat app.
What is the legal basis for tokenization?
On 01.02.2021 amendments to the Swiss Code of Obligations came into force and the concept of electronic registers of value was introduced. Article 973d defines a register right as a right that (1) is recorded in a register and (2) can only be asserted and transferred to others through this register. Distributed ledger technology meets all the requirements of a register of value under Article 973d(2) of the CO.
What happens if Carnault AG is sold?
The CAS token shareholders' agreement (CA shareholders' agreement) allows for automatic enforcement of the drag-along agreement (a drag-along agreement is a co-sale obligation if a certain number of share votes are in favor), regardless of how many shareholders exist at the time. In the event of a sale, all shareholders are automatically paid out.
Where and how is the share register data stored?
As with physical shares, all register data is hosted in Switzerland. Shareholders must register in the share register. To do so, you can register your data in the corresponding widget.
The following documents are an integral part of an investment in Carnault AG. The Token Holder Agreement is a Shareholder Agreement. It contains inter alia co-sales rights and obligations. The Registration Agreement contains important information about the legal framework of our blockchain based shares.
Token Holder Agreement