This template cap table is intended for use when considering a potential equity investment in a company (whether from existing shareholders, external investors, or both).  The template works when the number of new shares to be issued is calculated:

  • based on a specific investment amount at a specific pre-money valuation of the company e.g. an aggregate investment of $500,000 at a pre-money valuation of $2m
  • on a fully diluted basis i.e. all unexercised options (if any) are treated as existing shares in the company for the purpose of calculating the number of new shares to be issued
  • no anti-dilution rights are triggered by the issue of the new shares
  • all of the new shares are issued at the same price per share, including any new shares issued in consideration for the conversion of debt to equity. If all of the debt is converting at a discount to the price per share paid by the cash investors (e.g. under the terms of an existing convertible loan agreement) please use our template investment capitalisation table for debt converting at a discount.
  • the investment is made on a fully diluted basis, i.e. if a new employee share option plan (ESOP) is established as part of the investment round, the dilutionary effect of the ESOP is borne entirely by the founders and any other existing shareholders, and not by the investors. This is the most common approach.

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