Taito Learning

The financing round is structured to combine anchor investment, founder participation, employee alignment, and new capital from Invesdor investors.

Anchor & Founders

• TMP Software Group Oy, the holding company of Taito Learning, will invest fresh capital of €150 000 during this funding round and convert its €100,000 capital loan (issued in May 2025) into equity on equal terms with new investors, which amounts to a total commitment of €250,000.

• The two founders, Tommi Utriainen and Petteri Väliaho, participate via TMP Software Group.

Employee Offering

• In addition, an option program has been established, comprising 200,000 options in total. A portion has been allocated to key stakeholders, including the CEO, while the majority will be granted over time to support long-term alignment between management, employees and investors.

Invesdor Investors

• Equity Crowd-investors provide additional financing.

• Minimum round size: €250,000.

• Maximum round size: €1.5 million.

This blended structure ensures strong anchor backing, continued commitment from founders, and clear employee alignment, while opening the opportunity for retail investors to participate on equal terms.

Financing plan and path to profitability
Taito Learning is approaching break-even, with annual recurring revenue (ARR) of close to €1.4 million as of October 2025 and a clear trajectory toward profitability by 2028. The company plans to raise €0.25–1.5 million at a pre-money valuation of approximately €5 million. The raised capital will be used to strengthen digital sales and marketing channels, expand district-level sales in the United States, and launch a new AI-driven product offering that increases expansion revenue from existing customers.

The company intends to manage growth investments carefully over the next two to three years, reaching an estimated ARR of €4.5 million by 2028-2029 with positive cash flow. No additional equity rounds are planned before profitability. Future R&D initiatives aim to be supported primarily through non-dilutive Business Finland funding—grants and low-interest loans in the range of €0.2–0.5 million. This ensures that investors’ dilution risk remains limited while enabling the company to scale efficiently toward long-term sustainable profitability.
 

The company has relied fully on bootstrapping since the inception of the company and has never raised external funding previously. The company raised a 100,000 euro capital loan in May, 2025 from the TMP Software Group. The capital loan will be converted to equity in this funding round.
 

• The crowdfunding offer may raise less capital than planned and there is no guarantee that it will reach its minimum target capital. This may result in the project owner not being able to successfully implement its business activities due to a lack of funds.
• The project owner may be unable to compete effectively with existing and potential new competitors or to respond to changes in the competitive environment, it may adversely affect its business performance. Competition may become significantly more intense if competitors with more capital or better technology enter the market.  
• There is a risk that the project owner will get negative media attention. This may lead to significant sales decline and losses for the project owner because there is insufficient demand for the project owner’s services and products because of the negative media attention.
• The project owner’s platform is technically mature and well suited to its current customer base. However, as the project owner scales in the U.S. and adds product layers (e.g. AI modules), maintaining quality, stability, and integration support will be critical. Continued investment in engineering and quality assurance with a view to product development will be necessary to ensure sustained technical reliability across different browsers, screen sizes, operating systems (Chromebooks, tablets, Windows PCs), and network environments. In addition, as usage scales—especially with school-wide or district-wide implementations in the U.S.—there is a risk that system performance could degrade. Outages or bugs during peak school hours would directly impact classroom instruction, user satisfaction, and contract renewals.
• A significant risk within the scope of expanding in the fragmented U.S. K-12 education market is the possible misalignment between product features and state-specific requirements, which could lead to delay of adoption or lead to costly retrofitting. In addition, with increasing adoption in both Finland and the U.S., the demands for customer onboarding, training, and support will grow. Effective support is particularly important in education settings, where teachers may be less tech-savvy and where implementation affects renewal decisions. Even though the project owner has designed teacher dashboards and classroom tools that minimise onboarding friction, and it is planning targeted support as part of its regional go-to-market plan, there still remains a residual risk that inadequate support infrastructure may lead to poor onboarding, underuse of features, or churn—particularly at the district level.
• The project owner is based in Finland but is pursuing growth primarily in the United States. This creates exposure to currency fluctuations (USD/EUR), which may impact profitability if exchange rates might change unpredictably.
• A core business risk also lies in the need for continuous product development and maintenance. The platform of the project owner includes over 700 interactive learning activities that must be regularly updated to remain pedagogically relevant, technically robust, and engaging. As the project owner expands into digital citizenship and AI, the complexity of maintaining and evolving multiple content streams increases. Even though the project owner has an internal product and development team (led by an experienced product owner) and integrates feedback loops from educators to guide prioritisation and updates, any delays or quality issues in content or feature updates could weaken product competitiveness or reduce school renewal rates.
• Another key risk is the competitive pressure. The K–12 EdTech space is competitive, with incumbent providers offering established products. Even though the project owner differentiates though gamification, curriculum integration and product simplicity and also focuses on a specific gap (digital citizenship and keyboarding for young learners) that is underserved by larger players, many competitors have deeper distribution networks, larger budgets, or longstanding contracts with school districts. Even if the project owner’s product is pedagogically stronger, switching costs and risk aversion can slow adoption leading to slower growth and lower cash flows than projected.
• For user convenience and thus in order to facilitate adoption in schools the project owner integrates with educational platforms such as Google Classroom, Microsoft single sign-on (SSO), and Clever. If these platforms change APIs, restrict access, or experience outages, functionality could be temporarily affected and the project owner’s in-house development team might not be able to respond to updates or issues on time, which may negatively influence user satisfaction and could negatively influence sales, even if the project owner’s operational performance remains strong.

• The demand for the project owner’s services and products and, thus, its business performance is affected by, among other things, the general global market situation, a possible decrease in demand in the project owner’s business sector (according to the Article 2(1), point (a), of Regulation (EC) No 1893/2006 of the European Parliament and of the Council (Regulation) the project owner’s business is best described by the classification of Section P in Annex 1 of the Regulation) and technological developments. Dependencies on other business sectors might also affect the project owner’s business performance negatively. Therefore, the project owner’s and its business are exposed to risks outside of the project owner’s actions.
• The strategic process of procurement in the education market, especially in the U.S. K-12 education market, is complex. Education procurement is influenced by multiple stakeholders (teachers, IT departments, curriculum directors, superintendents), and procurement rules vary widely across states and districts. Privacy, certification, and standards alignment (e.g., SOPPA, COPPA, the ESSA regulation [the U.S. “Every Student Succeeds Act”]) are minimum thresholds that must be met. Misalignment or delays in certification can block otherwise promising sales.

• Uncertainty in the global economy and financial markets may adversely affect the project owner’s capability to advance its business.
• The project owner may require additional funding in the future, but the necessary funding might not be accessible to the project owner.
• The project owner may be unable to implement its expansion strategy and take full or timely advantage of new business opportunities.   
• The project owner’s business idea might not assert itself on the market or the planned business development might not be implemented as planned.
• There is always risk that the project owner may be subject to bankruptcy or other insolvency proceedings and other occurrences concerning the project or the project owner which may
• result in the loss of the investment for the investors. Such risks may be caused by a variety of factors, including for example but not limited to, changes in the macro-economic circumstances, mismanagement of the project owner, lack of experience of the project owner’s employees and/or management, fraud, project owner’s financing not fitting the business purpose or lack of cash flow.

• Various risk factors and circumstances may lead to a fall in the market price of the project owner shares, which may result in a partial or total loss of the invested capital.
• Even the subscription price for the shares corresponds to the project owner’s Board of Directors understanding of the fair value of the shares, the price may have been set too high, which may result in a partial or total loss of the invested capital when selling the shares.
• There may be no return on the investment at all.
• The project owner financial projections are subject to risks, as forward-looking estimates, targets, and other statements always involve uncertainty, and they are only predictions, not guarantees of the future. 
• In the future, the project owner may issue new shares or convertible bonds, or it may enter into agreements which might dilute the shareholders’ ownership in the project owner.
• As a growth company, the project owner does not, as a policy, pay dividends.

• A temporary or permanent failure of the crowdfunding platform may cause the crowdfunding service provider unable to provide its services. This may lead to investors being unable to subscribe for the offered shares or delays in the payment processes, such as when the invested funds are being transferred to the project owner or when investors’ funds are repaid due to revocation or resolutory condition.
• As the invested funds are being held in an escrow account, and the crowdfunding service provider does not possess the funds at any point, a total loss of the invested capital based solely on a failure of the crowdfunding platform is unlikely.

• The project owner shares are not publicly or multilaterally traded on any marketplace, so there is no active or liquid secondary market for the shares. There is a risk that the security may not be sold at the desired time or at all, or that the price offered may be lower than its subscription price or its actual value.
• The transferability of shares is limited by the redemption and consent clauses in the Articles of Association and the obligation for the transferee to enter into the project owner’s shareholders' agreement. Furthermore, the project owner shares may not be transferred, without prior written consent of the Board of Directors of the project owner, to any transferee who is in bankruptcy or otherwise not solvent, a competitor of the project owner, or subject to sanctions imposed by the European Union, United Nations, United States or any other relevant jurisdiction, or is listed on any sanctions list maintained by these or other relevant authorities.

• The project owner is dependent on its management and qualified employees, and the loss of such personnel could be detrimental to the business.
• Failure to recruit and retain qualified personnel may adversely affect the project owner business performance. In particular, the project owner will need to build out regional teams— especially in the U.S.—to execute its growth plan at scale. Even though the project owner’s go-to-market plan includes phased hiring in key regions, and the presence of experienced leadership provides credibility when recruiting and the project owner has a structured, cost-efficient rollout strategy that is expected to reduce risk of overextension, if the project owner fails to attract and retain experienced talent, particularly in sales and customer success, execution in the U.S. market may fall short of expectations. In addition, the project owner is transitioning from a founder-led, self-funded operation to an externally funded company. This shift requires new systems and discipline in areas like reporting, investor relations, compliance and human resources.

•  Failure to comply with laws, regulations and general social responsibility relating to the project owner’s activities and range of services and products may result in sanctions and damage its image with its customer groups.
• The project owner has no pending lawsuits or other open litigation, but as the project owner’s operations expand, legal risks may become more significant.
• The project owner’s legal regulatory environment may change, potentially making it more difficult for the project owner to conduct its business. In particular, with planned expansion in the U.S. (e.g. opening regional offices), the project owner may face risks related to local labor laws, contracting models, and compliance with employment regulations in new jurisdictions. Even though the project owner’s phased hiring plan is expected to reduce immediate risk and outsourcing initial market presence (e.g. via contractors or resellers) can limit exposure before establishing a permanent entity, any lack of proper legal support during expansion could result in legal exposure and impact operations. In addition, contracting requirements (especially in the U.S. public education market) can vary significantly between states and school districts (e.g. vendor registration, minimum insurance, and documentation of compliance with educational standards or safety laws). Even though the project owner has already secured contracts with over 1,000 schools in the U.S., including public districts, indicating its ability to navigate local procurement procedures and its go-to-market strategy includes adapting to state-specific contracting and privacy norms is part of each regional rollout, the market entry strategy may prove to be inaccurate, which could impact operations and increase compliance costs.
• The project owner processes personally identifiable information (PII) from minors and educators. Any breach of data privacy rules and/or compliance failure under GDPR (EU) or COPPA/SOPPA (U.S.) could result in legal exposure and reputational damage.