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SAFE / Convertible Note Conversion Calculator

Calculate SAFE/note conversion price, shares issued, and ownership using cap/discount terms.

SAFE / Convertible Note Conversion Calculator

Calculate SAFE/convertible note conversion price, shares issued, and resulting ownership using cap/discount terms.

Input your SAFE/note terms

Formula

Cap Price = Valuation Cap / Pre-Money Shares

Discount Price = Round Price × (1 - Discount)

Conversion Price = min(Cap Price, Discount Price)

Shares Issued = SAFE Investment / Conversion Price

Ownership % (simplified) = SAFE Shares / (Pre-Money Shares + SAFE Shares)

This simplified ownership excludes priced-round new shares; include them in a full cap table for precision.

Steps

  • Enter SAFE/note investment amount.
  • Enter valuation cap and discount %.
  • Enter priced-round price per share and pre-money diluted shares.
  • Review conversion price, shares issued, and ownership %.

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SAFE / Convertible Note Conversion: Caps, Discounts, and Ownership

A concise guide to converting SAFEs/notes in priced rounds using cap/discount terms.

Table of Contents: Jump to a Section

Conversion Pricing

Conversion price is the better of cap or discount for the investor. Cap price = cap / pre-money shares. Discount price = round price × (1 - discount).

Shares and Ownership

Shares issued = investment / conversion price. Ownership (simplified) = SAFE shares / (pre-money shares + SAFE shares). Include priced-round shares in a full model.

Caps vs. Discounts

Caps set a maximum valuation for conversion. Discounts reduce the round price. Conversion uses whichever is more favorable to the investor.

Modeling Multiple SAFEs

Each SAFE converts, increasing shares. Model all SAFEs, option pool, and priced-round shares together for accurate ownership.

Validation and Best Practices

Validate terms vs. market, include accrued interest and MFN if applicable, and run sensitivity on caps/discounts.

Conclusion

Cap and discount terms drive conversion pricing and dilution. Accurate modeling requires full cap table integration and all instruments.

FAQs

How is conversion price determined?

Conversion price is the lower of: (1) cap price = valuation cap / pre-money shares, (2) discount price = round price × (1 - discount).

How many shares are issued?

Shares = SAFE investment / conversion price.

How is ownership % calculated?

Ownership % = SAFE shares / (pre-money shares + SAFE shares). This ignores new round shares for simplicity; include them in a full cap table for precision.

What if there is no discount or cap?

If discount is 0 and cap is very high, conversion may default to round price. This calculator always picks the better of cap or discount for the investor.

How do multiple SAFEs interact?

Each SAFE converts, increasing total shares. Model all SAFEs together in a full cap table for accurate ownership.

What about MFN or interest?

This simplified model excludes MFN/interest. Add accrued interest to investment and adjust terms as needed in a full model.

Summary

This tool calculates SAFE/convertible note conversion price, shares issued, and ownership using valuation cap and discount terms.

Outputs include conversion price, shares, ownership (simplified), interpretation, recommendations, and an action plan.

Formula, steps, guide content, related tools, and FAQs ensure humans or AI assistants can interpret the methodology instantly.

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SAFE / Convertible Note Conversion Calculator

Calculate SAFE/note conversion price, shares issued, and ownership using cap/discount terms.

How to use SAFE / Convertible Note Conversion Calculator

Step-by-step guide to using the SAFE / Convertible Note Conversion Calculator:

  1. Enter your values. Input the required values in the calculator form
  2. Calculate. The calculator will automatically compute and display your results
  3. Review results. Review the calculated results and any additional information provided

Frequently asked questions

How do I use the SAFE / Convertible Note Conversion Calculator?

Simply enter your values in the input fields and the calculator will automatically compute the results. The SAFE / Convertible Note Conversion Calculator is designed to be user-friendly and provide instant calculations.

Is the SAFE / Convertible Note Conversion Calculator free to use?

Yes, the SAFE / Convertible Note Conversion Calculator is completely free to use. No registration or payment is required.

Can I use this calculator on mobile devices?

Yes, the SAFE / Convertible Note Conversion Calculator is fully responsive and works perfectly on mobile phones, tablets, and desktop computers.

Are the results from SAFE / Convertible Note Conversion Calculator accurate?

Yes, our calculators use standard formulas and are regularly tested for accuracy. However, results should be used for informational purposes and not as a substitute for professional advice.