Few months ago, I wrote a post about how piling up post-money SAFE can have a terrible impact on your dilution as a founder.
At that time, one of our portfolio companies was raising a priced round and it’s only when they took the time to build a proper cap table that we realised the dilutive impact of their three consecutive SAFE. It was both fun and painful to build that cap table. Following this episode, I wanted to craft a template that would be helpful to simulate the impact of :
Adding a co-founder with a fixed equity ratio;
Adding Stock options to specific employees as well as within a pool;
Having multiple post-money safe stacked up on top of each others;
Raising multiple priced-round afterwards;
Selling some secondaries along the way;
The goal of this model is to be plain and simple. What I didn’t add to it, but feel free to provide an add-on if you’d like to :
A pre-money SAFE simulation. post-money is the standard.
A convertible note simulation with interest rates.
Non fully diluted versus fully diluted, unvested versus vested, not strike price. This is a complete different model actually :) It’s not useful for this simulation, you can run calculations on the side either for governance or during a liquidity event.
The precise amount that investors should wire. When you invest 100k for instance, you get a certain number of shares and the precise amount to wire isn’t exactly 100k. Again, useful on the side, but not per se for that simulation.
A couple of first principles I always use :
Totals on top. Total at the bottom seems logical but they aren’t to me. It’s way easier that way, more visible as well.
Numbers that should be edited manually are in blue
If you want to run your calculations online to double check on your simulation, you can use this online tool built by Carta : https://safes.carta.com/ - In order to use that cap table, open it, then file, then create a copy.
There you are, it’s on your Google Drive.