Washington Simple Agreement for Future Equity

State:
Multi-State
Control #:
US-ENTREP-008-5
Format:
Word; 
Rich Text
Instant download

Description

This term sheet summarizes the principal terms of the proposed Simple Agreement for Future Equity ("SAFE") financing of a Company, by certain Investors. This term sheet is for discussion purposes, is not binding on an Investor, nor is an Investor obligated to consummate the financing until a definitive SAFE agreement has been agreed to and executed. The term sheet does not constitute an offer to sell or an offer to purchase securities.

The Washington Simple Agreement for Future Equity (SAFE) is a legal contract commonly used in startup financing. It was developed as an alternative to traditional convertible notes and aims to simplify the investment process while protecting the interests of both the company and the investor. The SAFE agreement provides a framework for investors to inject capital into a startup in exchange for potential equity in the company at a later stage. One type of Washington SAFE agreement is the Washington SAFE 1.0. This version includes specific terms and conditions tailored to meet the requirements of startups and early-stage companies. It outlines the key provisions related to equity conversion, valuation cap, discount rate, and events triggering conversion. The Washington SAFE 1.0 establishes a clear and transparent agreement between the company and the investor, ensuring a mutually beneficial relationship. Another type of Washington SAFE agreement is the Washington SAFE 2.0. This updated version builds upon the original SAFE 1.0 with additional investor protections. It introduces new concepts such as pro rata rights, which gives investors the option to maintain their percentage ownership in subsequent funding rounds. The Washington SAFE 2.0 aims to strike a balance between the company's need for financing and the investor's desire for future growth and dilution protection. By incorporating the Washington SAFE agreement, startups can attract potential investors while avoiding the complexities and legal hassles associated with traditional financing methods. This agile and user-friendly investment tool provides flexibility and transparency, enabling startups to focus on growth and innovation. The Washington SAFE agreement has gained popularity within the entrepreneurial ecosystem due to its simplicity, standardization, and investor-friendly provisions. When using the Washington SAFE agreement, it is crucial for both the company and the investor to carefully consider the key terms. These terms include the valuation cap — a maximum price at which the SAFE converts into equity, the discount rate — a reduced price compared to future investors, and the triggering events — such as a change of control or an initial public offering (IPO) that initiate equity conversion. Understanding these terms allows both parties to negotiate and reach a fair agreement that aligns the interests of all stakeholders involved. In conclusion, the Washington Simple Agreement for Future Equity (SAFE) is a popular investment contract for startups in Washington state. Whether it is the Washington SAFE 1.0 or the Washington SAFE 2.0 version, this agreement provides a simplified and standardized framework for startups to raise capital, while giving investors the opportunity to gain equity in promising ventures. The Washington SAFE agreement revolutionizes the financing landscape, fostering innovation and growth within the vibrant startup ecosystem.

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FAQ

SAFEs are generally considered taxable at the time of the triggering event, when the SAFE converts into equity (i.e. stock in the company).

A simple agreement for future equity delays valuation of a company until it has more performance data on which to base a valuation. At the same time, it promises an investor the right to buy future equity when a valuation is made. A SAFE can be converted into preferred stock in the future.

A simple agreement for future equity (SAFE) is a financing contract that may be used by a start-up company to raise capital in its seed financing rounds. The instrument is viewed by some as a more founder-friendly alternative to convertible notes because a SAFE is quicker and easier to negotiate and has fewer terms.

Calculation ing to the Discount Rate The total shares are calculated ing to the SAFE money invested divided by the share price in the next round, multiplied by the discount rate. If we take our example above, if during the next financing round, the company raises money ing to a share price of $10.

Cons: SAFE investors assume most, if not all, of the risk, in that there is no guarantee of any equity ownership in the company. ... A SAFE holder is not entitled to any company assets in the event of a liquidation.

A SAFE is a standard convertible equity instrument made between an investor and a startup company. Under a SAFE, the investor gives the company cash on signing the agreement, and the investor gets the right to receive equity in the future, usually when the company goes through its next round of funding.

Determine valuation cap for SAFE. The SAFE discount is derived by dividing the valuation cap by the typical equity financing valuation and then removing that value from one (representing no discount). In this case, $2 million / $4 million = 0.5 and 1 ? 0.5 = 0.5 would be the mathematical representations.

A simple agreement for future equity (SAFE) is an agreement between an investor and a company that provides rights to the investor for future equity in the company similar to a warrant, except without determining a specific price per share at the time of the initial investment.

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Washington Simple Agreement for Future Equity