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SAFE, note, or priced round

Use the same raise and valuation number for a SAFE, a convertible note, and a priced round. Compare what each one sells, costs, and takes.

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Compare

One raise, three instruments

Use the same money and the same valuation number for a SAFE, a note, and a priced round. Compare what each one sells and costs.

$1M
$10M
18 months
Priced round documents

Post-money SAFE

10%

The investor's share, before later rounds dilute it

The number means
The value after the money
Legal fees
Up to $10K
Fees as a share of the raise
Up to 1%
Time to close
1 to 2 weeks
Interest and maturity
None
Investor rights
No board seat and no votes

Convertible note

9.95%

The investor's share, before later rounds dilute it

The number means
The value before the money
Legal fees
Moderate
Fees as a share of the raise
No survey number
Time to close
Moderately fast
Interest and maturity
7% a year, and a maturity date
Investor rights
A lender until the note converts

Priced round, Series Seed

9.09%

The investor's share, before later rounds dilute it

The number means
The value before the money
Legal fees
$25K to $65K
Fees as a share of the raise
2.5% to 6.5%
Time to close
4 to 8 weeks
Interest and maturity
None
Investor rights
Preferred stock and votes

For $1M at $10M, the SAFE sells 10%, the note 9.95%, and the priced round 9.09%. The post-money SAFE treats $10M as the value after the money, so it sells more than the priced round. The note's 18 months of interest add 0.86 points to what a priced round sells.

On Series Seed documents, the legal fees for the priced round are $25K to $65K, which is 2.5% to 6.5% of the money. Legal cost depends mostly on the type of round, so the fees use the largest part of the money on a small raise.

In 2025, most early rounds under $4M on Carta used SAFEs or notes, not priced rounds.