Wyoming Simple Agreement for Future Equity

State:
Multi-State
Control #:
US-ENTREP-008-4
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.

A Wyoming Simple Agreement for Future Equity (SAFE), also known as a Wyoming SAFE Agreement, is a legal contract used in Wyoming, United States, between an investor and a startup company. It outlines the terms and conditions for the investor to provide funds to the startup in exchange for future equity (ownership) in the company. The Wyoming SAFE Agreement is commonly utilized by early-stage startups as an alternative to traditional equity financing, such as issuing shares or convertible notes. It provides a simplified investment structure that allows startups to raise capital quickly without the immediate complexities associated with determining company valuation and issuing equity. The Wyoming SAFE Agreement includes specific terms and provisions that both parties agree upon, including the investment amount, the valuation cap (maximum company valuation at which the investment will convert into equity), and the discount rate (percentage discounted from a future funding round's valuation). These terms aim to protect the investor's interests and maximize their potential return on investment. While the basic concept of a Wyoming SAFE Agreement remains the same, there may be variations in terms depending on specific circumstances or investor requirements. Some types or variations of Wyoming SAFE Agreements include: 1. Traditional Wyoming SAFE: This version of the SAFE Agreement follows the standard template created and popularized by the Silicon Valley accelerator, Y Combinator. It includes the essential terms and conditions for a straightforward investment in exchange for future equity. 2. Investor-Friendly Wyoming SAFE: This type of SAFE Agreement focuses on incorporating additional investor-friendly terms aimed at reducing risks and enhancing potential returns. It may include provisions such as pro rata rights (allowing the investor to maintain their ownership percentage in future funding rounds) and information rights (access to regular updates on the startup's progress). 3. Startup-Friendly Wyoming SAFE: On the other hand, a startup-friendly Wyoming SAFE Agreement may prioritize terms more favorable to the startup. This could include a higher valuation cap or a lower discount rate, making the investment more appealing to potential investors. It is essential for both the investor and the startup to carefully review and negotiate the terms of the Wyoming SAFE Agreement to ensure fair and mutually beneficial terms. Consulting with legal professionals experienced in startup financing is highly recommended navigating the complexities of the agreement and protect the interests of both parties involved.

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FAQ

A Simple Agreement for Future Equity (we'll call it a SAFE from here on out) is an agreement that an early-stage startup makes with an investor?typically when raising money during a seed round. Because the startup doesn't yet have a formal valuation, it doesn't have shares to issue to the investor. Pre-Money SAFE vs. Post-Money SAFE: What's the Difference? - Pulley pulley.com ? guides ? pre-money-safe-vs-post-mo... pulley.com ? guides ? pre-money-safe-vs-post-mo...

A Simple Agreement for Future Equity (SAFE) is a contractual agreement between a startup company and its investors. It exchanges the investor's investment for the right to preferred shares in the startup company when the company raises a future round of funding.

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.

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. Intricacies of SAFEs (Simple Agreement for Future Equity) jdsupra.com ? legalnews ? intricacies-of-safe... jdsupra.com ? legalnews ? intricacies-of-safe...

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.

What's Included in a Simple Agreement for Future Equity? The key terms of a SAFE include the investment amount, the valuation cap, and the conversion discount.

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. SAFEs: The (Not So) Simple Agreement for (Potential) Future ... mintz.com ? insights-center ? viewpoints ? 2... mintz.com ? insights-center ? viewpoints ? 2...

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. Simple Agreement for Future Equity Pros and Cons - Founders Network foundersnetwork.com ? blog ? simple-agreement-... foundersnetwork.com ? blog ? simple-agreement-...

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Aug 6, 2020 — This Amended and Restated Simple Agreement for Future Equity (this “Safe”) certifies that, in exchange for the payment by Cann American Corp., a ... Aug 31, 2023 — A simple agreement for future equity is basically an investor's subscription to the future shares of the company. ... Signing the equity ...A Simple Agreement for Future Equity (SAFE) is an investment structure, formalized through a financing contract, that allows early-stage startups to invest in ... All you need to do is fill out a simple questionnaire, print it, and sign. No printer? No worries. You and other parties can even sign online. How to Create a ... SAFE agreements, also known as simple agreements for future equity and SAFE notes, are financial agreements that startups use to raise seed financing capital ... Use this web-based Gavel legal app to easily fill out your SAFE document. Y Combinator introduced the safe (simple agreement for future equity) in late 2013 ... SAFE contracts are the fastest way for entrepreneurs to raise capital for their startup and an easy way for angel investors to invest in ... Feb 11, 2018 — You can do it yourself. There are between 4–7 (depending on the document) you need to fill in. In fact, the post-money SAFEs now ... When the Simple Agreement for Future Equity converts to preferred stock, the accounting entries are that the SAFE entry is removed and the amount is credited to ... Dec 29, 2022 — SAFE (short for “Simple Agreement for Future Equity”) is a financial instrument that allows investors to invest in early-stage startups. It has ...

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Wyoming Simple Agreement for Future Equity