INFORMATION MEMORANDUM

REF: 160062

ULTRASOUND BABY FACE

LIMITED
2
CONTENTS

Financial Highlights 4

Executive Summary 5

Ownership 6

Products and Services 7

Sales and Marketing 10

Management and Staff 11

Location and Facilities 12

Growth Opportunities 14

Financial Information 15

Glossary of Terms 16

Disclaimer 17

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 FINANCIAL HIGHLIGHTS
TURNOVER

180

160

140

120
Turnover £'000

100

80

60

40

20

0
FY 16 FY 17

GROSS PROFIT

120

100
Gross Profit £'000

80

60

40

20

0
FY 16 FY 17

4
EXECUTIVE SUMMARY
Overview

1.1. Ultrasound Baby Face Limited is a highly reputable 1.9. The Company’s main products are as follows:
experiential obstetric ultrasound clinic based in Bristol,
UK that specialises in innovative uses of ultrasound • Obstetric ultrasound scans

technology. • Baby face first aid training

• Labour pain simulator
1.2. Henceforth, Ultrasound Baby Face Limited will be • Augmented reality ultrasound experience
referred to as ‘Ultrasound Baby Face’ or ‘the Company’. • 3D ultrasound crystals of baby
• 3D printed models of baby

History and Ownership Management and Staff

1.3. The Company was established and incorporated in 1.10. Three of the four Shareholders of Ultrasound Baby
2011 and has since maintained a strong reputation Face have managerial positions within the Company,
for providing unique and personalised ultrasound Managing Director, Operations Manager and
experiences for expectant parents and their families. Manufacturing Lead.

1.4. Our Client, Thomas Moore, is the primary Shareholder
of the Company holding 82.5% with the remaining
percentage split between current and past employees,
Oliver Pring, Adam Champion and Paul Burke. The split
of shares is outlined on the following page.
1.11. Ultrasound Baby Face employs a total of 9 people and
4 subcontractors, including the Shareholders, and the
highly experienced and knowledgeable staff comprise
Sonographers, Engravers and Managerial roles.

1.5. 51% of Ultrasound Baby Face is offered for sale as our Location and Facilities
Client believes the Company could facilitate exceptional
1.12. Ultrasound Baby Face operates from leasehold
growth under the impetus of a new owner.
premises inside a large shopping centre in Bristol that
1.6. The Shareholders are willing to negotiate a suitable is £30,000 per annum in rent and service charges and
handover period post-completion to ensure a smooth approximately 1,754 sq ft in size. The property is ideally
transition to the new majority Shareholder. positioned to receive heavy passing footfall which
results in many enquiries and word-of-mouth referrals.
1.7. Ultrasound Baby Face would make an ideal bolt-on
acquisition for similar businesses in the obstetric sector
who are looking to expand on their current service/
product offering and client base.

Products and Services

1.8. Ultrasound Baby Face prides itself on offering a

unique and personalised experience that is difficult to
find anywhere else. The clinic not only provides the
regular 2D scans but offers many more services and
products to achieve a wholly enjoyable and informative
experience for its clients and their families.

5
 OWNERSHIP

Name Position Shareholding

Thomas Moore Managing Director 82.5%

Oliver Pring No longer employed 10%

Adam Champion Operations Manager 5%

Paul Burke Manufacturing Lead 2.5%

6
PRODUCTS AND SERVICES
Overview

2.1. Ultrasound Baby Face prides itself on offering a unique Gender Scan £39
personalised, immersive experience that is difficult to find 16 Weeks +
anywhere else. The clinic not only provides the regular 15 Minute Appointment
2D scans but offers many more services and products to Deposit £25 (Balance of £14 paid on day)
achieve a wholly enjoyable and informative experience 3 x Photos
for its clients and their families. Free online photo viewer
Duration: 15 minutes
2.2. The Company’s main products are as follows:

• Obstetric ultrasound scans 4D Taster scan £30

• Baby face first aid training 15-17 weeks only
• Labour pain simulator 1 x Glossy photo (2D or 4D)
• Augmented reality ultrasound experience Free Gender when possible
• 3D ultrasound crystals of baby Free online photo gallery for 3 months
• 3D printed models of baby Option to purchase more photos
Duration: 15 minutes
2.3. Ultrasound Baby Face not only provides the highest
levels of health care, but also offers an innovative Discovery 4D Scan £59
experience for parents, complemented by its extensive 16-34 weeks
product and service offering, all of which aid in the 3 x Photos
memorable bonding between parents and their baby. Free online photo viewer
Duration: 15 minutes

Obstetric ultrasound scans

2.6. Our Client informs that when clients arrive for their
2.4. The Company offers 1st, 2nd and 3rd trimester scans
including 2D, 3D and 4D image modes to appeal to all
preferences of women experiencing pregnancy. Our
Client advises that the clinic currently provides non-
diagnostic scans but expanding into offering diagnostic
scans as well, which will not only heighten client
satisfaction towards the Company’s comprehensive
service offering but will also enhance annual sales.
Branching out into diagnostic will ensure the offering of
an immersive experience will be come a global industry
standard.
pre-booked scans, they are escorted to a cinema room
in which they can view educational pregnancy videos
whilst waiting for their appointment. After the scan is
completed, clients are taken to the viewing room in
which they are able to choose their preferred extras.
The 15-minute scan appointment does not include the
time taken to choose photographs which makes the
experience more memorable for the clients.

2.5. Ultrasound Baby Face offers the following scan packages:

Early Scan £55

13 Weeks +
15 Minute Appointment
Deposit £25 (Balance of £30 paid on day)
3 x Photos
Free online photo viewer
Duration: 15 minutes

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 PRODUCTS AND SERVICES
Augmented reality ultrasound experience
2.7. The Company provides a world-first experience of
viewing an ultrasound scan in an innovative and
immersive way through the technology of virtual reality.
Ultrasound Baby Face is the first obstetric clinic in the
world to offer its clients the choice to view their 3D scan
in this way and offers an enjoyable bonding experience
for those involved. Through the use of a Hololens
headset, clients can view their 3D photographs at the
clinic or during a baby shower with family and friends.
2.8. This product provides safeguarding for patients, allowing
them to revisit the clinic to experience bonding with
baby, without the need for additional scans.
3D ultrasound crystals
2.9. Ultrasound Baby Face is the first Company in the world
to offer 3D crystal models from an ultrasound scan,
making the experience of having an ultrasound last a
lifetime. The Company uses the latest software in 3D
imaging techniques to create the crystals, with a laser
penetrating the crystal block to create an exact image of
a 3D ultrasound scan. Ultrasound Baby Face has applied
a patent to this product due to it being a unique offering
to its clients, enhancing the bonding process between
families and their unborn babies.
3D printed models
2.10. Again, using the latest high technology, Ultrasound Baby
Face offers 3D prints of ultrasounds. From a 3D scan the
Company can create a full 3D model of the baby and use
a state-of-the-art 3D printer to create a personalised
print, exactly the way the baby is seen in the scan.
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Labour pain simulator
2.11. Once again, Ultrasound Baby Face offers a labour pain
simulator for dads and birthing partners to experience
a small amount of what a mother goes through during
pregnancy and labour. Using a Transcutaneous Electrical
Nerve Stimulation machine (TENS) the client will work
through differing levels of pain from 1st contractions to
2nd stage labour. Dads and birthing partners also get
to wear a weighted bump suit and undergo day-to-day
activities such as getting up from a chair and changing a
baby to give a real insight to what pregnant women go
through.
2.12. This entire experience is built around strengthening
empathy for the expectant mother and to give an insight
to dads/birthing partners as to what women go through
during pregnancy and labour, so they can be fully
empathetic when the time of labour arrives.
2.13. Our Client advises that the TENS machine does not
fully replicate the pain of contractions but is intended
to give insight on how pregnant women will be feeling
over a longer period of time in labour, replicating the
anticipation of labour pains.
Baby first aid
2.14. Ultrasound Baby Face provides practical baby first aid
training to give parents the confidence they will need
if the time ever arose to use it. The short course was
designed to enable parents and carers to acquire the
knowledge and skills needed to deal with a baby first aid
emergency, including the following:
• How and when to call for help
• Unconsciousness
• CPR
• Choking
• Minor injuries bleeds, bumps and burns
• Serious and sudden illnesses meningitis and febrile
convulsions (seizures)
PRODUCTS AND SERVICES
2.15. This service offering not only emphasises the Company’s
commitment to healthcare but also showcases the wide
product and service offering Ultrasound Baby Face is
well-known for, catering for all aspects of pregnancy.
2.16. Our Client advises that the Company is currently
developing various new service offerings to heighten
clients’ experience when visiting Ultrasound Baby
Face including grief counselling to provide support to
parents who are experiencing the unfortunate loss of a
baby. The Company is constructing a programme with
Sands Stillbirth and Neonatal Death charity to ensure
information and support provided to parents is relevant
and helpful for their situation.
New Products
2.17. Our Client is also developing a new augmented reality
experience for clients to experience the process of
conception and fertilisation. Mum will be able to look
at baby in her belly and send the scan directly to an
engraving machine (as below picture) to take away a
3D crystal. This will also reduce the time spent being
scanned, further safeguarding patients.
Probe Testing
2.18. The Company is currently developing a ultrasound
probe testing product that will allow the clinician to test
performance degradation on a daily basis without huge
financial outlays or interruptions to clinical workflow,
further cementing the approach of patient safeguarding.
The product is presently being assessed for a patent
application.
2.19. The strong reputation of Ultrasound Baby Face is also
enforced by its following accreditations:
• Care Quality Commission (CQC)
• Continued Professional Development Council
• Our Client advises that the Company has achieved
ISO9001 and is working to complete ISO027001.
2.20. Due to the Company having to comply to the CQC, our
Client has created a software in which policies, workflows
and principles are readily available to ensure a baseline
of quality care from which one can diversify upon and
improve. The Business Compliance Manager software
created can be used within any industry that requires
compliance reporting, evidence collation and continual
improvement, paying crypto currency for contribution
to improvement. This software, powered by crypto
currency, will allow for greater emphasis on philanthropic
continued professional development, allowing a health
care professional maintain current levels of education
without the financial burden.
2.21. Ultrasound Baby Face’s unprecedented services create an
unforgettable bonding experience for the whole family to
enjoy and as such puts the Company in an ideal position
for future growth including worldwide expansion.
2.22. A new owner could franchise the Company and expand
internationally to further enhance Ultrasound Baby Face’s
recognition and unique services and products.
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 SALES AND MARKETING
Overview

3.1. Ultrasound Baby Face obtains ample custom from members of the public and to assist with the Company’s excellent
reputation, Ultrasound Baby Face uses the following marketing strategies:

• Website enquiries
• Online Advertising

3.2. Our Client also advises that the Company is soon to be featured on the major BBC programme, the One Show, which could
prove a beneficial marketing tool in strengthening brand recognition.

3.3. The Company hosts a user-friendly and informative website in which clients can book appointments through the online
booking system, and the website can be found below:

www.ultrasoundbabyface.com

3.4. Our Client’s other business ‘Crystal Face’ is also included in the sale and all relevant information regarding its services can be
found on its website:

www.crystalface.co.uk

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 MANAGEMENT AND STAFF
Overview

4.1. Three of the four Shareholders of Ultrasound Baby Face have managerial positions within the Company, Managing Director,
Operations Manager and Manufacturing Lead.

4.2. Ultrasound Baby Face employs a total of 9 staff and 4 subcontractors, including the Shareholders. The highly experienced
and knowledgeable staff comprise Sonographers, Engravers and Managerial roles.

4.3. Our Client advises that the Company would benefit from the addition of a Financial Manager and two full-time
sonographers as the current sonographers are sub-contractors. The employment of full-time staff would enhance the
efficiency of Ultrasound Baby Face as more clients could be facilitated as well as establishing a regulated routine of
appointments.

4.4. The chart below outlines the organisational structure of the Company:

Managing
Director

Clinical
Lead Project Lead Web Manufacturing Operations
Lead/Lead Secretary Marketing Lead
Manager Developer Lead Manager
Sonographer

Engraver and
Marketing Operations
Sonographer Bookkeeper Image
Planning Coordinator
Processor

Sonographer

Key Employees

Department Head Count

Finances 2

Project Management 1

Clinical 3

Web Development 1

Manufacturing 2

Operations 2

Marketing 2

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12
LOCATION AND FACILITIES
Overview

5.1. Ultrasound Baby Face operates from leasehold premises 5.6. The shopping centre also hosts a spacious car park for
based in Bristol, UK. clients to use making it easily accessible with it being
close by to the M5 and M4 for clients visiting from
5.2. The premises can be found at the following address: further afield.

21 Union Gallery 5.7. Our Client advises that the premises have been recently
Galleries Shopping Centre renovated and are well maintained and decorated,
Broadmead enticing more clients to its services.
Bristol
BS1 3XD

5.3. The premises are leased to the Company for £14,000

per annum plus a service charge of £16,000 on a 5-year
lease, which is due for renewal in 2023.

5.4. Providing 1,754 sq ft of operational space, the site

comprises a reception, 2 scanning rooms, one cinema
room, one viewing room, with the cinema room available
for meetings.

5.5. With the Company being located inside a busy shopping

complex, Ultrasound Baby Face benefits from a high level
of passing footfall that equates to enquiries and referrals.

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 GROWTH OPPORTUNITIES
Overview

6.1. Ultrasound Baby Face has grown significantly since its inception and has established an excellent reputation for providing a
unique and immersive bonding experience for expectant parents and their families.

6.2. The vast product/service offering of the Company alongside its scope for future growth would make Ultrasound Baby Face
an ideal bolt-on acquisition for similar businesses in the obstetric sector who are looking to expand on their current service
offering and client base.

Business Development

6.3. Our Client has advised that hiring more employees including a Financial Manager and full-time sonographers would enable
the Company to expand their already extensive range of products and services whilst maintaining its high standard of work.
The addition of more members of staff could also help Ultrasound Baby Face run even more efficiently and enable more
clients to visit the clinic due to having more available appointments with full-time sonographers.

6.4. A new owner could replicate the Company’s services and products and expand into other regions of the UK with numerous
Ultrasound Baby Face franchises. This would not only further the Company’s recognition for providing a unique and
memorable ultrasound experience but could also increase annual sales and generate a larger profit. As there will always be
a constant need for ultrasounds, the Company could generate loyal and continual custom for years to come in areas all over
the UK.

Marketing

6.5. Thus far the main source of advertising for Ultrasound Baby Face is through online correspondence and word-of-mouth
referrals. This would leave the new acquirer with a large scope to expand and improve the marketing of the Company.

6.6. A new owner could consider the use of local radio to advertise Ultrasound Baby Face and its high-quality services as the
clinic is easily accessible for people in and around Bristol to visit with their families and friends. Creating a radio advert could
entice more customers to enquire about the Company’s services and in turn increase enquiries to sales conversion rates and
heighten Ultrasound Baby Face’s brand visibility in its local vicinity.

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FINANCIAL INFORMATION

YE16 YE17
Profit and Loss (£)
£ £
Turnover 114,548 158,018
Cost of Sales (7,554) (50,368)
Gross Profit 106,994 107,650
Gross Profit Margin 93% 68%
Distribution Costs (2,877) (7,532)
Overheads/Administrative Expenses (52,793) (115,114)
EBIT 51,324 (14,996)

YE16 YE17
Balance Sheet (£)
£ £
Fixed Assets
Intangible Assets - 3,441
Current Assets

Debtors 66,019 67,210

Cash at Bank 3,508 197
Creditors: Amounts falling due within one year (20,511) (37,032)
Net Current Assets 49,016 30,375
Net Assets/Liabilities 49,016 33,816
Capital and Reserves
Called Up Share Capital 10 10
Profit and Loss Account 49,006 33,776
Shareholders’ Funds 49,016 33,786

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 GLOSSARY OF TERMS
Abbreviation Definition
The Company/Ultrasound Baby Face Ultrasound Baby Face Limited

YE16 Financial year ending 31st July 2016

YE17 Financial year ending 31st July 2017

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DISCLAIMER
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The sole purpose of this Document is to assist the recipient in deciding
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This Document includes certain statements, estimates and projections
to the Confidential Information and in the event of a conflict between the
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or in areas subject to its jurisdiction represents that it is an institutional
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Contact Details
For further information regarding this

with respect to the anticipated future performance of the Company and
as to the market for the Company’s products. Such statements, estimates
and projections reflect various assumptions made by the Management
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This document has been issued on the basis that it falls in the exemptions
please contact a member of our team
to Section 21 of the Financial Services Markets Act2000 (“FSMA”) set out
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Persons having professional experience in matters relating to investments
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as described in Article 19(5) of the Financial Services and Markets Act 2000
(Financial Promotion) Order 2001 (the “Financial Promotion Order”);
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Offices of Knightsbridge Commercial)
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17
 KBS House
5 Springfield Court
Summerfield Road
Bolton
Greater Manchester
BL3 2NT

T: 01204 555 050

E: buy@knightsbridgeplc.com
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