Wisconsin Simple Agreement for Future Equity

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

Wisconsin Simple Agreement for Future Equity (WI SAFE) is a legal document used by startups and early-stage companies in Wisconsin to raise capital while deferring the determination of valuation until a later date. As a financing tool, the WI SAFE provides investors with the opportunity to invest in a company in exchange for the right to obtain stock or other equity interests in the future, typically upon the occurrence of a trigger event, such as a future equity financing or a sale of the company. The WI SAFE is specifically designed to simplify the investment process and reduce transaction costs, making it an attractive option for both investors and startups. It is a relatively straightforward agreement that establishes the terms of the investment, including the amount invested and various rights and restrictions associated with the future equity. There are two main types of Wisconsin Simple Agreement for Future Equity: 1. WI SAFE (pre-Roman Valuation): This type of agreement determines the valuation of the company prior to the investment. The investor agrees to invest a certain amount of funds, and in return, receives a promise to issue equity in the company once a triggering event occurs. The investor's future equity stake is determined by the pre-agreed valuation of the company. 2. WI SAFE (Post-Money Valuation): In this variation of the agreement, the valuation of the company is determined after the investment has been made. The investor invests funds in exchange for a promise to issue equity upon the occurrence of a triggering event. The investor's future equity stake is calculated based on the post-investment valuation. This type of agreement provides flexibility in determining the investor's future stake, as it takes into account the potential dilution caused by future financing rounds. Both types of Wisconsin Simple Agreement for Future Equity share common key terms and provisions. These typically include the trigger events, conversion and equity rights of the investors, information and inspection rights, dispute resolution mechanisms, and certain representations and warranties made by the company. It is important for both parties involved in a Wisconsin Simple Agreement for Future Equity to seek legal counsel to ensure compliance with state regulations and to address specific clauses and terms based on their unique circumstances.

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FAQ

A SAFE is an agreement to provide you a future equity stake based on the amount you invested if?and only if?a triggering event occurs, such as an additional round of financing or the sale of the company.

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...

SAFEs are generally considered taxable at the time of the triggering event, when the SAFE converts into equity (i.e. stock in the company). SAFE Tax Treatment: Guide for Startups and Investors - Pulley pulley.com ? guides ? safe-tax-treatment pulley.com ? guides ? safe-tax-treatment

Overall, giving up equity in a startup can be an effective way for founders to raise capital and attract talented employees. However, these benefits must be weighed against potential cons such as dilution of ownership and control, increased time commitment, higher expenses, and decreased long-term value.

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 ? Blog Founders Network ? Blog

Like all early-stage investments, SAFEs can be especially risky because when you provide the funding, you don't end up owning anything. In the event of a liquidation or wind-down, you may get nothing if the SAFE hasn't already converted.

Due to the fact that SAFE notes are converted to equity only when the startup is able to raise funds for its next round, it carries a small amount of risk for investors. There is a chance that an investor's investment may never be converted into equity.

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A Simple Agreement for Future Equity (SAFE) is an investment structure, formalized through a financing contract, that allows early-stage startups to invest ... 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 ... “SAFE” means an instrument containing a future right to shares of Capital Stock ... (Please fill out and return with requested documentation.) INVESTOR NAME ... SAFE contracts are the fastest way for entrepreneurs to raise capital for their startup and an easy way for angel investors to invest in ... If you don't know how much capital you really need before fundraising, you risk diluting equity in your startup. Read more to learn how to avoid dilution. A SAFE agreement is an option for obtaining early-stage startup funding. A simple agreement for future equity delays valuation of a company until it has more ... Unlike the original pre-money SAFE - Simple Agreement for Future Equity - the 2018 post-money SAFE uses a post-money valuation cap. The SAFE ... The Eligible Business must provide documentation that the Simple Agreement for Future Equity ... Applicants for the WIP Program should complete an application ... A primer on Simple Agreements for Future Equity (SAFEs), the investment vehicle used by the Polsky Center, Chicago Booth, and the University ...

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Wisconsin Simple Agreement for Future Equity