Cap Table After Conversion
Ownership breakdown after all convertible notes convert
Valuation Cap Conversion BETTER
Discount Conversion WORSE
Interest Accrual Over Time
How note balances grow as interest accrues toward maturity
Note Conversion Details
How each note converts — principal, accrued interest, shares, and ownership
| Note | Principal | + Interest | Method | Effective $ | Shares | Ownership |
|---|
Convertible Note vs SAFE Note
Convertible notes are debt — they accrue interest and have a maturity date. If the note doesn't convert, investors can demand repayment. SAFE notes are not debt — no interest, no maturity, no repayment obligation. Y Combinator created SAFEs specifically to avoid the complexity of convertible notes. Try our SAFE calculator to compare.
What Happens at Maturity?
If no qualified financing has occurred by the maturity date, investors can: (1) demand repayment of principal + accrued interest, (2) convert at the current fair market valuation, or (3) negotiate an extension. In practice, most notes convert during a priced round before maturity. But if your startup struggles to raise, the debt obligation can create real pressure.
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