Close

Simple Agreement For Future Equity Francais

Safe is quite customizable, but it is also conceptually and legally simple and does not require the development of a comprehensive documentation that leads to a smooth run and a reduction in consulting costs. Only two documents must be signed for the show: The investor, by investing in a startup via a SAFE, buys the right to receive shares in a future equity raise. The problem he is trying to solve is simple: how to give a price to a start-up whose evidence (market, technology, etc.) is still very weak? But also how to avoid the entrepreneur no longer spending time building his financing, convincing investors and negotiating with them only to develop his product and his customers. The hypothesis is that the resolution of these issues will open the windfall to start-ups. The first equity financing event may be in common or preferred shares. In the US, it is commonly in preferred shares. On the triggering of the conversion of the SAFE, the investor will become a shareholder and his or her name will show in the share register. It was from the observation we have just made and at the initiative of one of Silicon Valley`s largest business incubators, YCombinator, that the idea was born to propose a single quasi-equity instrument that would allow access to capital at a key corporate event (including fundraising or IPO) and whose conversion conditions would be directly based on the valuation. John Bautista, partner of Orrick Silicon Valley and head of the Technology Companies group of our firm, formalized this idea in the form of a simple agreement for future action (SAFE), a principle immediately supported and adopted by practice. Its success is largely due to its simplicity, simplicity of implementation and the fact that it relies largely on structures and mechanisms known to investors, as they are common to convertible bonds (. B ceilings, haircuts, etc.) used in the United States, but are free of the constraints of maturity date and interest rates. Thanks to this quasi-equity support scheme, start-ups that have been in place for less than eight years and have, in the coming months, carried out or had to carry out capital raising operations and are no longer able to do so, can issue convertible bonds. These convertible bonds then allow their holders to benefit, in the long run, from the repayment of their debts on shares of the company and thus enter the social capital.