SAFE Fundraising Round Prep
Budget: $250 – $750 USD
I am the COO/CFO of New Life Campus, LLC, a wholly-owned subsidiary of New Life Logistix, LLC. We are preparing our first outside capital raise and would like legal guidance and document preparation for a SAFE financing round.
COMPANY STRUCTURE
Parent Company:
New Life Logistix, LLC
Subsidiary:
New Life Campus, LLC
New Life Campus is a wholly-owned subsidiary of New Life Logistix and is the operating company for our university student move-in, move-out, storage, logistics, and dorm readiness business.
FUNDRAISING DETAILS
• Target Raise: $250,000
• Initial Investor: $25,000
• Proposed Instrument: YC Post-Money SAFE
• Proposed Valuation Cap: $5,000,000
• Proposed Discount: 15%
• Multiple investors may participate in this round.
QUESTIONS WE NEED ANSWERED
1. Should investors invest in New Life Campus (subsidiary) or New Life Logistix (parent company)?
2. What are the legal, tax, ownership, governance, and future fundraising implications of each structure?
3. Which structure would be most attractive to future investors and institutional capital?
4. Is a $5M valuation cap and 15% discount reasonable for our stage?
5. Should we use both a valuation cap and discount, or only one?
6. Should pro-rata rights be granted to all investors or only larger investors?
7. Are there any issues with using a SAFE for an LLC structure?
DOCUMENTS REQUESTED
Please advise whether you can prepare or review:
• YC Post-Money SAFE
• Pro-Rata Rights Side Letter
• Accredited Investor Questionnaire
• Written Consent/Member Resolution
• SAFE Investor Register
• Cap Table Structure
• Subscription/Wiring Instructions
• Closing Checklist
• Any required federal or Florida securities compliance documentation
SECURITIES COMPLIANCE
Please advise on:
• Regulation D requirements
• Florida Blue Sky requirements
• Required investor representations
• Required filings, notices, or exemptions
• Any compliance issues we should address before accepting funds
ADDITIONAL INFORMATION
We are preparing for our inaugural university pilot at Florida A&M University and expect additional fundraising opportunities after launch. We want to ensure the structure we choose now supports future growth, future financing rounds, and potential institutional investment.
Please provide:
1. Your recommended structure
2. Scope of services
3. Estimated timeline
4. Estimated fixed fee or hourly cost
Additionally, if this were your client and your goal was to maximize future fundraising flexibility and enterprise value, would you recommend investors invest in the parent company or the subsidiary, and why?
COMPANY STRUCTURE
Parent Company:
New Life Logistix, LLC
Subsidiary:
New Life Campus, LLC
New Life Campus is a wholly-owned subsidiary of New Life Logistix and is the operating company for our university student move-in, move-out, storage, logistics, and dorm readiness business.
FUNDRAISING DETAILS
• Target Raise: $250,000
• Initial Investor: $25,000
• Proposed Instrument: YC Post-Money SAFE
• Proposed Valuation Cap: $5,000,000
• Proposed Discount: 15%
• Multiple investors may participate in this round.
QUESTIONS WE NEED ANSWERED
1. Should investors invest in New Life Campus (subsidiary) or New Life Logistix (parent company)?
2. What are the legal, tax, ownership, governance, and future fundraising implications of each structure?
3. Which structure would be most attractive to future investors and institutional capital?
4. Is a $5M valuation cap and 15% discount reasonable for our stage?
5. Should we use both a valuation cap and discount, or only one?
6. Should pro-rata rights be granted to all investors or only larger investors?
7. Are there any issues with using a SAFE for an LLC structure?
DOCUMENTS REQUESTED
Please advise whether you can prepare or review:
• YC Post-Money SAFE
• Pro-Rata Rights Side Letter
• Accredited Investor Questionnaire
• Written Consent/Member Resolution
• SAFE Investor Register
• Cap Table Structure
• Subscription/Wiring Instructions
• Closing Checklist
• Any required federal or Florida securities compliance documentation
SECURITIES COMPLIANCE
Please advise on:
• Regulation D requirements
• Florida Blue Sky requirements
• Required investor representations
• Required filings, notices, or exemptions
• Any compliance issues we should address before accepting funds
ADDITIONAL INFORMATION
We are preparing for our inaugural university pilot at Florida A&M University and expect additional fundraising opportunities after launch. We want to ensure the structure we choose now supports future growth, future financing rounds, and potential institutional investment.
Please provide:
1. Your recommended structure
2. Scope of services
3. Estimated timeline
4. Estimated fixed fee or hourly cost
Additionally, if this were your client and your goal was to maximize future fundraising flexibility and enterprise value, would you recommend investors invest in the parent company or the subsidiary, and why?