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Funding & Investment

SAFE

Also Known As

Simple Agreement for Future EquitySAFE Note

A SAFE (Simple Agreement for Future Equity) is an investment instrument created by Y Combinator that gives investors the right to receive equity at a future financing event, without being debt.

What is a SAFE?

SAFE was created by Y Combinator in 2013 as a simpler alternative to convertible notes. It's not debt—it's an agreement to receive equity in the future.

SAFE Terms

  1. Investment Amount: Capital invested
  2. Valuation Cap: Maximum valuation for conversion
  3. Discount: Optional discount to next round
  4. Pro-Rata Rights: Right to maintain ownership

Types of SAFEs

TypeTerms
Cap, no discountConverts at cap or actual valuation
Discount, no capConverts at discount to actual
Cap and discountBetter of cap or discount
MFN (no cap)Gets terms of next SAFE

Why SAFEs Are Popular

  • Simple, standardized document
  • No interest or maturity date
  • Lower legal costs
  • Fast to close
  • Founder-friendly

SAFE Risks for Founders

  • Can stack up (too many SAFEs)
  • Dilution not clear until conversion
  • Some investors prefer priced rounds

Post-Money SAFEs

Newer post-money SAFEs make dilution clearer:

  • Cap is post-money (includes the SAFE)
  • Easier to calculate ownership

Example Usage

They raised $750K on post-money SAFEs at an $8M cap.