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Financial Mastery

Investor question 40 of 50 · Valuation, cap table & terms

“How do your SAFEs convert?”

Short answer: the investor is really asking any surprises in the cap table? Answer in three steps: (1) name each SAFE type, cap and discount; (2) show conversion shares and price; (3) confirm the numbers with your lawyer.

What they're really asking

Any surprises in the cap table? Investors rarely care about the question on its own. They're testing whether you know your numbers cold, whether your assumptions are honest, and whether you can explain them simply.

How to answer, step by step

  1. Name each SAFE type, cap and discount.
  2. Show conversion shares and price.
  3. Confirm the numbers with your lawyer.

An example answer

Two post-money SAFEs at $6M and $8M caps, and one pre-money SAFE with a 20% discount. Together they convert to about 6% of the company at the seed.

Figures are from Loopdesk, the fictional SaaS company in our sample files. Swap in your own numbers and keep the structure.

The answer that loses trust

Avoid

Guessing at conversions.

Where the proof lives

Before the meeting, find the number behind your answer. In our workbooks it lives in: SAFEs, Priced Rounds - Workings. If you can open that tab and point to it, the follow-up question is easy.