In this section, we'll address some common questions about how these deals are put together, and provide some simple examples.
Does the fully diluted number of shares outstaning include the existing option pool?
Yes.
How do you calculate the share price in a simple financing?
Divide the valuation of the company before investment is received (premoney) by the fully diluted number of existing shares outstanding.
Download excel spreadsheet example
here.
How do you incorporate convertible debt/debentures/notes in a new financing?
The principal and interest accrued to date on the debenture are essentially considered part of the new investment. If the debenture has a feature where it converts into shares at a discount, the discount is applied to the share price for the new round, and this price is used to calculate the number of shares to be issued to the debenture investors.
Download excel spreadsheet example
here.
What is the economic effect of issuing options premoney vs. postmoney?
There are a number of
articles out there on this subject, and the most important thing is to ensure that the company and investor interpretation of the option pool language in a term sheet is the same.
Download a spreadsheet illustrating the effects of including the option pool in the premoney vs. postmoney
here.
Note that this example contains a circular reference, which require that you
enable iterative calculations to work properly.
How do anti-dilution provisions factor into share pricing in a subsequent round?
Again, there are a number of
resources out there that walk through examples of anti-diltion, and follow the methodology outlined in
this article by law firm WSGR.
We've incorporated examples of full-ratchet, broad-based and narrow-based weighted average anti-dultion protection into an
excel spreadsheet example
here.
Note that these examples contain circular references, which require that you
enable iterative calculations to work properly.