3 ms·
Just wanted to comment on this tidbit: "However, if by some miracle they raised above the cap, the investors would get the same % they initially agreed to, but
by andrewfong 13y ago
Just wanted to comment on this tidbit: "However, if by some miracle they raised above the cap, the investors would get the same % they initially agreed to, but would also get higher liquidation preference."
This isn't necessarily true. If I recall correctly, the default language in Clerky's notes or the YC Safe provides mechanisms for getting around this, either by (a) issuing a different class of stock to noteholders with a different liquidation preference (e.g. Series A vs. A-1 shares) or (b) issuing the extra shares resulting from a discount or cap in common rather than preferred.
- akharris 13y agoYou can definitely write in provisions that would prevent the increased preference, but I don't believe those terms are standard (and I can imagine an investor fighting them quite a bit). As for the SAFE, you're right that it has protections on the liquidation preference - one more reason that it's superior to a convertible note.