We'll build a cap table you can use.
Today more than ever, it's important to know how fundraising structures impact ownership and dilution as valuations change, but the terminology and structures can often be confusing and opaque even to people experienced in finance. Even if you are working with experienced investors, lawyers, and founders, knowing the fundamentals of how venture financing structures work can save you from costly misunderstandings and errors.
I've helped over 35,000 founders, venture capitalists, and lawyers from around the world with tools and classes to understand how equity, convertible notes, SAFEs, and tokens impact their cap tables, dilution, and ownership. We'll build a cap table using examples of equity, SAFEs, convertible notes and options and you'll leave with a model you can use.
The workshop is two hours long and can be joined live or watched on your own time. All students will receive the slides, the example spreadsheet, the case study, and the recording of the full workshop, and all of the materials can be downloaded for viewing on your own time.
👉 Here's a sample of the mini-cases we will use in the class to teach the concepts, download for free here.
The content in this course covers a portion of the material from the comprehensive Cap Table and Exit Waterfall Masterclass, a 4.6 (out of 5) rated class from the 300+ students that have joined the thirteen cohorts over the last two + years.
No advanced preparation is required, a basic knowledge of venture capital is recommended.
Learn how to read, understand, and create cap tables
The learning objectives for the course are tied to the practical skills required by venture capital lawyers, investors, and startup executives to forecast, understand, and manage capitalization tables.
Understand how to calculate share counts, share prices, ownership, and dilution.
Build an example cap table to show you how to calculate the key aspects of cap tables, including price per share, share counts, ownership percentages, and how raising capital dilutes shareholders.Model common and preferred equity.
How common and preferred equity are modeled on cap tables, and why founders and investors care about different share classes.Learn how to issue and convert SAFEs and convertible notes.
Build a cap table showing how to issue premoney SAFEs, postmoney SAFEs, and convertible notes, and how to calculate the number of shares to issue and share prices at conversion in equity financings, and understand how the convertibles impact dilution and calculation of equity share prices, including the impact of new and refreshed option pools during rounds of financing. Be able to read the key aspects of term sheets that impact the calculations of share prices and share counts.Learn how to create and expand option pools.
How to create new option pools and expand existing option pools through equity fundraising events, how options dilute existing shareholders, and what to look for when negotiating option pools and valuation.Model down rounds.
Understand how to model typical anti-dilution structures to deal with down rounds, and understand the implication to existing shareholders.Scenario plan fundraising rounds.
Understand how to change the parameters for fundraising rounds to see the impact on ownership, dilution, and share value. Be able to take a list of shareholders, rounds, share prices, and more from any cap table management software and create your own custom scenario analyses around future fundraising rounds or exits.Understand the hidden incentives behind term sheet structures.
Gain an introductory knowledge of how the key terms of these financing structures impact shareholder incentives.
How does this compare to the Masterclass?
The Cap Table and Exit Waterfall Masterclass is built to cover more material over a longer timeframe to allow for more learning experiences.
- The Masterclass gets deeper into the legal structures used for a variety of different convertible financing structures, and is able to go through more live examples on different examples of convertibles, conversions, and option pool calculations, and more advanced topics.
- The Masterclass includes an optional case study which you can complete on your own during the course, discuss in the additional office hours, and get direct feedback on your models to answer the case during the class.
- The Masterclass additionally covers exit waterfalls, which this workshop does not cover.
If you take the workshop, you can apply the cost of the workshop towards a future masterclass if you want to dive deeper into the topic. Just contact me for a coupon code to use at that time.
Currently the Cap Table and Exit Waterfall Masterclass is not open for registration, the next cohort is expected to start in September 2024. To get started today, consider the Build a Cap Table from Scratch and Build an Exit Waterfall from Scratch live workshops or the self-paced only Cap Table and Exit Waterfall Course. The two workshops combined will cover the same material as the masterclass in a tighter format, and the self-paced only course will cover the same material as the masterclass without the live sessions.
Who this course is for
- Venture Capital analysts and associates, lawyers and accountants looking to learn how to build cap table models
- Founders, CFOs, Controllers, VPs of Finance, and finance executives raising capital for the first time wanting to understand how raising money impacts their ownership
- Anyone looking to cut through the jargon and understand the practical aspects to modeling cap tables
Many companies offer an L&D or education budget that can cover the cost of this course. If you need help with a letter to submit for reimbursement, contact me. If you need an invoice, you can generate an invoice from your email purchase receipt and fill in the necessary information.
Combine theory, math, and practical implications
The session is conducted over Zoom, led by me, tied to the learning objectives above, and includes a lecture, optional reading, in-class discussion, spreadsheet examples, and practice exercises. The class uses slides and a spreadsheet in-class to cover the material, and optional post-class practice exercises for you to apply what you've learned (and check your work with the included answer keys). The session is recorded so that you can watch it anytime. Expect to spend 2 hours attending the session or watching it on your own time, and optionally another 1-2 hours working on the practical exercises to practice what you learn.
The class consists of:
- 1 interactive live session
- Practical examples for real-world application
- Lifetime access to course materials
- Practice exercises to apply learnings
- Private community of peers
- Direct access to instructor
- Course certificate upon completion
How the course is structured
No prior knowledge of cap tables required
This is a beginner to intermediate level class that starts with basic cap table structures and how to do the calculations for issuing equity (e.g. valuations, share prices, share counts), through more intermediate and advanced level topics around convertibles, options, proratas, and anti-dilution. No prerequisite education or experience required, no advance preparation required.Live session
We'll build a model live, and you'll leave with a model you can use and the knowledge to build your own from scratch. 2 hour live session on Tuesday, June 18 at 12 PM Eastern time on Zoom with Taylor and the rest of the cohort going over the material, Q&A, and exercises to dive deeper into the material. Join live or watch the video recording anytime, as many times as you like to learn and refresh yourself on the topics.Practice on your own
Practice exercises based on practical, real-world examples are provided for you to apply what you learn in class. Download an example of the exercises here. It is best to plan on an additional 1-2 hours working on the practice exercises and reviewing the workshop material on your own after the session to really learn the topic. The instructor is available to answer questions about the class materials via email or the course portal at any time.Simple technical requirements
You will need a computer (Mac or PC) and an internet connection to access the course materials on Maven, and to create an account with Maven to log into the course portal. You will need a computer (Mac or PC) and an internet connection to use Zoom (no account required) to participate in the live sessions, for which you will get event details with Zoom links in the course portal and by email.Focus on first principles
This class does not teach the cap table template, but aims to teach you the fundamentals on how to build your own models by focusing on the fundamental concepts and applying them in the practice exercises. Always available for questions and support on the materials and building cap table models afterward.Interactive and examples-based
My live sessions are structured to be interactive with ample opportunity to ask questions and participate in building the answers to the example models we will build during each session.
Sample Workshop on Modeling SAFEs
Here is a sample of the material covered, from a webinar about cap tables and how to model SAFEs. We did an overview of how to build a cap table model, and focused on issuing and converting premoney and postmoney SAFEs. Replay below, slides here, and Download to Excel or copy to Google Drive the sample spreadsheet here.
More past workshops at Workshops
Common questions
Why do you teach this?
Back when I worked as a VC, even though I talked about the structures and mechanics of fundraising rounds and cap tables, it's only after I left and built out Foresight that I really learned the details and math behind how they work. I learned the hard way, and after helping hundreds of founders and VCs individually, I'm sharing it with you.How do I know if this will be valuable for me?
If you are a founder, CFO, VP of Finance, or similar level executive preparing for a fundraising round, or you are a lawyer or venture capitalists that works on deal execution, then this can be integral to your job.What if I cannot make the scheduled live session?
The session is recorded and available to watch anytime, and I am available to answer any questions by email. I know that scheduling is hard, and that everyone learns differently, so I aim to provide the same experience to people regardless of whether they join live or watch recordings (about 50% of students only watch the recordings). Live session attendance is not required, I do encourage people to attend the class live to take advantage of the opportunity to ask questions and participate in the discussions.I work full-time, what is the expected time commitment?
The goal is for you to be able to spend 2 hours attendind live session or watching the recordings, and if desired, budget 1-2 hours to complete the practice exercises to really learn the topic.Will my employer pay for the course?
This class is highly practical for founders, venture capitalists, and lawyers working on venture fundraising. Many companies offer an L&D or education budget that can cover the cost of this course. If you need help with a letter to submit for reimbursement, contact me. If you need an invoice, contact Maven to request an invoice.What if I can't afford the class?
The Cap Table and Exit Waterfall Tool by Foresight has been downloaded for free by over 25,000 entrepreneurs, VCs, accountants, lawyers and finance professionals from around the world, and is structured to be an instructional tool on how cap table math works. Feel free to ask questions anytime.Can you run this for smaller groups?
Yes! I offer corporate workshops. If you'd like to run this masterclass or components of the syllabus as a workshop just for your firm, contact Taylor to discuss.Will there be a community with the course?
There is a private community space for participants where you can share your ideas, get feedback, ask for help, and more.How often is the course updated?
This class is based on the content covered in the Cap Table and Exit Waterfall Masterclass, which has been regularly updated to reflect participant feedback and subject matter interest, detailed at How I teach cap tables. The last revision date for this class was May 16, 2024.How can I provide feedback on the course?
The course will have a post-class survey to assess whether learning objectives were met, available through Maven's course portal to all participants at the end of class. The survey will ask whether the learning objectives were met, the prerequisites were appropriate, the time alloted was accurate, and the instructor was effective, as well as a rating and optional review of the course.Can I change my registration to another live session?
Yes! Students are allowed to attend, at no additional cost, future live sessions to the same class whether their schedule changes or if they want to review or refresh themselves on the material. For cancellation and scheduling requests, please contact Taylor.What is your refund policy?
This course is backed by Maven’s Satisfaction Guarantee. You can receive a full refund within 14 days after the course ends, provided you meet the completion criteria in Maven's refund policy. For more information regarding refunds, concerns and program cancellation policies, please contact Taylor Davidson or directly at taylor@foresight.is.I still have questions, who do I contact?
Happy to help, just contact Taylor by email or setup a quick chat to discuss.