Introduced by Y Combinator in 2013, the Simple Agreement for Future Equity (SAFE) has become the go-to structure for pre-seed and seed-stage startups looking to raise capital fast and with minimal legal friction. But while SAFE notes are often considered founder-friendly, they're not without trade-offs.
An equity agreement, often referred to as a shareholder agreement or a shared equity agreement, is a legal contract that defines the relationship between a company and its shareholders. It specifies the rights, duties, and protections of shareholders, as well as the operational procedures of the company.
A SAFE is an investment contract between a startup and an investor that gives the investor the right to receive equity of the company on certain triggering events, such as a: Future equity financing (known as a Next Equity Financing or Qualified Financing), usually led by an institutional venture capital (VC) fund.
From a legal perspective, SAFEs are generally viewed as derivative contracts providing rights to future equity ownership (i.e., warrants without an expiration date). As such, they fall under specific state and federal regulations.
An SAFT is an investment contract between investors who provide capital and developers who issue the s after specific conditions are met. An SAFE is a contract where investors provide capital in exchange for equity in a company at a future date.
A simple agreement for future equity (SAFE) is a financing contract that may be used by a startup company to raise capital in its seed financing rounds. The instrument is viewed by some as a more founder-friendly alternative to convertible notes.
Equity agreements commonly contain the following components: Equity program. This section outlines the details of the investment plan, including its purpose, conditions, and objectives. Identifying information. Term. Closing and delivery. Representation and warranties.
These agreements typically outline: The type of equity (e.g., stock options, restricted stock units, or direct equity grants) Vesting schedules (e.g., four-year vesting with a one-year cliff) Conditions under which the equity is forfeited (e.g., termination or resignation)
Here is a Structure of a Private Equity Deal 'Sourcing' and 'Teasers' Signing a Non-Disclosure Agreement (NDA) Initial Due Diligence. Investment Proposal. The First Round Bid or Non-Binding Letter of Intent (LOI) Further Due Diligence. Creating an Internal Operating Model. Preliminary Investment Memorandum (PIM)
How to negotiate a SAFE agreement Understand the terms and conditions. Create a term sheet that outlines the conditions you're willing to accept and those you want to negotiate. Align interests with investors. Find investors who offer more than just capital. Come in with a plan. Focus on building relationships.