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Startup Fundraising: SAFEs, Investors and Financing Terms

A financing solves a cash problem and creates a set of commitments. Work out what the company needs, which investor can provide it, and what the documents let that investor ask for later.

Start with the instrument and the investor. Then test the terms against a slower next round, a hiring plan that changes, or an exit that arrives below the valuation everyone celebrated.

Start here

Choose the capital and the counterparty

Compare the investor's offer with the access and obligations that come with it.

Next steps

Read the financing mechanics

Trace ownership, repayment and negotiating power through the instrument.

Tools and reference

Try the numbers

Terms to know

  • SAFE

    A SAFE turns cash into equity at your next priced round. Investment divided by the post-money cap is the ownership you have already sold.

  • Pro-Rata Rights

    Pro-rata rights let an investor buy into later rounds to hold their percentage. Delaware grants no such right by default, so it is purely contractual.

  • Down Round

    A down round prices new shares below the last round. It triggers anti-dilution, grows the preference stack, and compounds founder dilution.

  • Liquidation Preference

    Liquidation preference decides who gets paid first when a company sells, and how little can be left for common stock. With worked numbers.

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