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Record SAFEs and convertible notes

Enter SAFE and note balances, caps, discounts, interest, maturity, and conversion records in Cap Table.

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Choose the instrument and holder

Use Issue security and select SAFE or Note. Choose the actual investor, enter the agreement date and principal, and attach the signed instrument after saving. A principal is a monetary balance, not a number of shares.

Use separate records for separate instruments when they have distinct terms or dates. The current ownership table lists outstanding convertibles separately until they become shares.

Set the cap and discount

Enter the valuation cap, or leave it blank for an uncapped instrument. Enter discount as a whole percentage, such as 20 for a 20% discount. For a SAFE, select the actual pre-money or post-money cap type.

The round model compares the applicable cap and discount conversion prices. Side letters are separate records: a pro-rata right or a most-favored-nation clause is entered under its own heading on the security (see below). A custom financing definition the app does not offer stays in the agreement, and the model should be reconciled against it before closing.

Record pro-rata rights and MFN clauses

Open Pro-rata participation rights on any security and add a right with its agreement reference, eligibility window and the financings it applies to. Choose the ownership basis the agreement actually uses: a fixed percentage, the holder’s pre-round fully diluted ownership, the YC post-money SAFE side letter, or the original YC right that applies to the financing after the SAFE converts. These are different denominators and are not interchangeable.

On a SAFE or note, Most-favored-nation terms records the clause: which terms it covers, its eligibility window and which later instruments it can look at. Once a later instrument qualifies, record an explicit election with its date and evidence. The election copies that instrument’s terms as they stood and keeps the original terms beside it; nothing on the instrument is overwritten, and a round scenario applies the election only when it selects it. Rights, clauses and elections are permanent records, appended rather than edited. Promised options, bespoke denominator exclusions and MFN terms outside the cap, discount and SAFE convention are not modeled and cannot be entered.

Record note interest and maturity

For a note, enter the annual simple-interest percentage and maturity date. Compare the resulting balance at the intended modeling date with the note calculation in your records. The app uses simple interest, so a compounding instrument needs separate review.

When a note is overdue, use its Needs attention action to record an agreed extension or that the maturity date was dealt with. Marking maturity as resolved does not itself remove the outstanding instrument, stop all modeled consequences, repay cash, or convert the note.

Review the linked conversion

Use a funding-round model to inspect conversion shares, then the close workflow to apply the reviewed financing. The resulting certificate is linked to its source instrument, and the source is marked converted.

After conversion, terms that determined the certificate’s size are constrained by that relationship. Review the whole transaction if the records need correction. Creating an unrelated share certificate and leaving the SAFE active would not represent a completed conversion.