When the pandemic was at its peak, many consumers fled from traditional brick-and-mortar stores and made their purchases online. The trend seems to be partially reversing now, though, with e-commerce accounting for 14.3% of retail sales, down from 17% in 2021. 

Fortunately, brands can enjoy the best of both worlds with PopCom’s smart vending machines, PopShops and PopBoxes (for refrigerated products). PopShops and PopBoxes give multiple brands the opportunity to sell in brick-and-mortar locations on a rotating basis, and the machines anonymously collect useful customer data for sales optimization. We reached out to founder and CEO Dawn Dickson to hear about the evolution of her team over the years and her experience as an underrepresented founder.

Note: This interview was conducted over phone and email. It has been lightly edited for clarity and length.

Funding Round Details

PopCom (previously Solutions Vending International) logo
Company: PopCom (previously Solutions Vending International)
Security Type: Equity - Common
Valuation: $26,533,520
Min Investment: $101
Platform: StartEngine
Deadline: Nov 29, 2022
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In your own words, how would you describe PopCom?

PopCom is a hybrid retail technology company that bridges the gap between brick and mortar and e-commerce with our data-driven robotic storefronts.

What inspired you to take the leap and start this company?

PopCom was started out of necessity and born from a demand. In 2013, I was looking for a vending machine company to build a customized machine to sell my Flat Out of Heels rollable ballet flats. My concept was to sell them in nightclubs, airports, and other places where women wear heels and need relief. I believe that vending machines are a true last mile delivery method to get products in the hands of customers faster. 

After trial and error, I built five machines and placed them in Atlanta Airport and popular nightclubs and venues in Miami. In 2014, I was featured on a show called The Biz Fix with Marcus Lemonis. The episode went viral, and more than 350 people contacted me about purchasing one of my Flat Out of Heels machines to sell my shoes or their own product. 

That is when Solutions Vending International (PopCom) was born. We set out to build a software that brings the e-commerce experience to vending machines and lowers the barrier to entry for small- and medium-sized businesses to sell products in places not previously accessible to them.

Who is on your team and how did you come together?

My team has changed over the years. In 2012, I was a solo founder with a big dream. If I was going to build software and hardware from scratch, I knew I needed a team. I participated in multiple incubator and accelerator programs to build my network and connections in tech. It worked. I hired my first full-time team of four people in 2017 after completing the Techstars Los Angeles program and closing $1 million in angel investments and venture capital. The first team helped build the minimum viable product. I call it the startup team. 

Then I had to hire a team to build the fully scalable version of the vending machine. This process took four years, and we had up to 13 people and multiple contractors. I call them the launch team. Together, we built 25 PopShop machines and a very complex software system. 

Now, we have a team of five. We are lean and focused on sales, customer retention, customer success/support, and securing a major strategic partner to scale. I have learned as a founder that my job is to put the right people in place at the right time and also make the tough decisions to transition team members when their role and/or skill set no longer aligns with the objective.

How is PopCom transforming the vending machines industry?

PopCom is transforming the automated retail industry with software. We integrate facial recognition and machine learning into vending machines and kiosks to allow them to collect valuable customer data. We collect this data using cameras installed above the point of sale screen and above the advertising screen. These cameras count and analyze the passing foot traffic to calculate conversion rates, approximate age, and gender and deliver targeted advertisement and product suggestions based on the demographic profile identified. Our machines also have the ability to “age gate” — verify age and/or identity to dispense a regulated product like alcohol, cannabis, pharmaceuticals, or tobacco. This technology has not been available on vending machines before now. We have been recognized by the National Retail Federation (NRF) as one of the companies powering the future of retail.

What does the competitive landscape look like, and how do you differentiate?

The automated retail industry is small and segmented. To date, we have not been able to identify a true competitor with software at the center of innovation. Not only do we build software for our PopShop and PopBox machines, but our software can be integrated into any vending machine or kiosk with a camera and touchscreen. Our strategy is to partner with a major manufacturer to integrate and distribute our software with its hardware. 

For now, the key differentiators are our technology and our go-to-market strategy, PopShop Local. PopShop Local bridges the gap between e-commerce and brick and mortar by giving companies of all sizes the opportunity to sell their products in airports, hotels, conference centers, and malls. This model is unique, and we are a market maker in bringing the “shop local” movement to vending. 

PopCom was founded back in 2012. Why has it taken the company so long to finally launch the product and generate revenue?

It was a long process to ideate the machine, go through various prototypes, file a patent, build the team, and develop the software. The first four years were spent in research and development and learning the industry. 

We started ramping up in 2017 after Techstars, when we had a clear focus and direction. After Techstars, we spent three years developing the hardware with various manufacturing partners. We experienced many delays and setbacks due to the unique and proprietary nature of our hardware. What we built had never been built before, and not many people could figure out how to build it. Four prototypes later, we were ready to launch in January 2020 after an amazing show at CES in Las Vegas and NRF in New York. 

Then COVID-19 spread. The country locked down. Our machines were made in China, so our supply chain was cut off. All of the venues we targeted were closed. We spent the pandemic period raising capital, rebuilding the optimal product (again), and rolling out the PopShop Local program. Funding and human resources were a big challenge early on. We needed a unique skill set that we could not afford until we raised at least $5 million. Once we reached that mark, we launched the first machine in December 2021.

What has changed since your last round on StartEngine that ended in October 2021?

We used the funds from our 2021 Regulation A round to build 20 PopShop machines, five PopBox machines, a regulated retail software solution, and sustain operations. We reduced our team size from 13 to five and now focus primarily on sales and customer success. Our business model and focus has not changed, but our team must change to align with the level of growth we must experience in order to reach our goals.

How do you intend to use the money you raise this round to scale the business?

The $500,000 from this round will be used to launch the remaining 13 PopShop machines and to make key hires in operations, sales, and customer success to manage our sales pipeline, onboard clients, and ensure their satisfaction in order to optimize revenue retention and reduce churn. Customer success is the most important for us right now, so the funds will be allocated to support generating revenue through customer sales and growth month over month. 

What do you want potential investors to know about you and/or your company?

After years of building and innovating, we are finally ready to scale. This round will allow us to reach our revenue goals and position the company to raise institutional capital and/or be acquired. 

As you think about the business 5-10 years down the road, what do you see exit opportunities looking like? Have you set any future goals for the company?

I see the business acquired in less than five years. That is my goal. I see PopCom being acquired by a retail technology or retail-focused tech company like Shopify, Swyft, or even a hotel chain or mall property. PopShops are retail machines, advertising machines, data-generating machines, ticket sales, lead-generating machines, and more. There is strong value in the product, and we have not scratched the surface on all of the many ways we can utilize this technology.

As a minority and underrepresented founder, what difficulties have you encountered working on your company? What advice would you give to other minority and women founders?

Being underfunded has been very difficult, and our growth has been a lot slower than our counterparts in hardware/software hybrid companies like Farmer’s Fridge and KeyMe. I do attribute that to me being a solo, Black, female founder with no formal training in hardware, no experience in vending, and no previous experience in software development or sales. 

Despite the barriers to entry, I pushed through and carved my own path by leveraging the JOBS Act to raise capital. Without crowdfunding, we would not be here. In 2019, I became the first female founder globally to raise more than $1 million in a Regulation Crowdfunding raise. This gave me the freedom to build the company on my terms and maintain ownership and control. I advise all founders to deeply review their operating agreement to make sure the company is set up in the best interest of the founding team.

We look forward to seeing where Dawn and her team take the company. PopCom is currently raising on StartEngine.