If you're a startup founder, chances are you've heard of a cap table. But what is a cap table in investing? And why do investors want to see one before writing you a check?
A cap table is simply a list of all the shareholders in your company and how much equity each owns. It's an important tool for startups because it helps founders keep track of who owns what, and it can be used to help raise money from investors.
Why is it important for startups to know what is a cap table in investing? Because they give potential investors a clear picture of who owns what in the company. This information is critical when making investment decisions.
Ready for your next investment? Gain exclusive access to the best companies that Angel School has vetted. Our investors see success through our excellent deal flow and world-class diligence. We source hundreds of companies and invest selectively, with a fully transparent process. Join our growing global community and see what a diversified deal flow and a talent for choosing good deals can do for you.
What is a Cap Table in Investing?
As a startup, it's important to keep track of your shareholders and their corresponding equity stakes.
This is where a cap table comes in.
What is a cap table in investing?
A cap table is a list of a company's current shareholders and their equity stakes. This information is important for startups for a few reasons.
First, it helps them keep track of who owns what in the company and make sure everyone is on the same page when it comes to decision-making.
Second, a cap table can help startups calculate dilution. This is when a new round of funding causes existing shareholders to own a smaller percentage of the company. Knowing how much each shareholder owns can help avoid any surprises down the road.
Third, a cap table can be used to track a company's funding rounds. This information can be helpful in planning for the future and making sure the company is on track.
For example, let's say you're a founder with a 20% ownership stake in your startup. If you bring on a new investor who invests $1 million in exchange for a 10% stake, your ownership stake will be diluted to 17.5%.
If you're looking to raise money from investors, it's important to be aware of how a cap table can impact your business. Make sure you understand the potential dilution of your ownership stake before moving forward.
How Investors Read Cap Tables
As an early-stage startup, one of the most important things you can do is keep track of your cap table.
For startups, the cap table is important because it can help them raise money and give potential investors a clear picture of the company's equity structure. To create a good cap table, you need to make sure it is accurate, up-to-date, and easy to understand.
Investors use cap tables for a few different reasons.
First, it can help them understand what stage the company is at and how much equity they would be getting if they invested.
Second, it can help them evaluate the riskiness of the investment.
And finally, it can help them see how their investment would dilute over time.
If you're a startup, make sure you keep track of your cap table and keep it up-to-date. It's an important tool for both you and your investors.
Why Are Cap Tables Important For Startups?
Startups are often reliant on funding from venture capitalists in order to get their products off the ground. One of the things that VC firms take into account when deciding how much to invest in a startup is the company's cap table.
A cap table lists all of the company's shareholders, their respective ownership stakes, and the valuation of those stakes. This information is important for VC firms because it helps them understand how much equity each founder has in the company.
The cap table can also be used for fundraising purposes. If a startup is looking to raise additional funds, it can use the cap table to show potential investors how much equity is available.
Overall, cap tables are an important tool for startups, both in terms of fundraising and in terms of understanding the company's equity structure.
How to Read and Understand a Cap Table
Have you ever looked at a cap table and felt like you were reading a foreign language? If you're a startup founder, it's important to be able to understand your company's capitalization table.
A cap table is a document that lists all of the company's equity holders and how much equity each one owns.
This information may not seem important, but it actually can be very helpful in understanding your company's financial situation and making important decisions about fundraising and dilution.
So how can you read and understand a cap table? Here are a few tips.
1. Know the Basics
A capitalization table is a document that lists all of the company's equity holders and how much equity each one owns. This information can be helpful in understanding your company's financial situation and making important decisions about fundraising and dilution.
2. Understand the Terminology
When looking at a cap table, you'll see a lot of different terms that may be unfamiliar to you. Here are a few of the most common.
- Common stock: This is the most basic type of stock and is typically what is issued to founders, employees, and early investors.
- Preferred stock: This is a more advanced type of stock that gives holders certain rights and privileges, such as preference in receiving dividends or proceeds in the event of a sale or liquidation.
- Par value: This is the price per share that is used for accounting purposes. It has no bearing on the actual market value of the stock.
- Authorized shares: This is the total number of shares that the company is authorized to issue.
- Issued and outstanding shares: This is the number of shares that have been issued by the company, minus any that have been repurchased or returned.
- Treasury shares: These are shares that have been issued by the company but then repurchased by the company. They are not outstanding and do not confer any ownership rights.
3. Know the Different Types of Shareholders
There are three main types of shareholders:
- Founders: The people who started the company and typically own the largest percentage of shares.
- Employees: People who work for the company and own shares that they receive as part of their compensation.
- Investors: People or entities who have invested money in the company in exchange for equity.
4. Understand How Dilution Works
Dilution occurs when a company issues new shares, which reduces the percentage of ownership held by existing shareholders.
For example, if a company has 1,000 shares outstanding and a shareholder owns 10% of those shares, and the company then issues 100 new shares, the shareholder's ownership percentage would be reduced to 9%.
There are two main types of dilution:
- Founder dilution: This occurs when a company issues new shares to investors, which reduces the percentage of ownership held by the founders.
- Employee dilution: This occurs when a company issues new shares to employees as part of their compensation, which reduces the percentage of ownership held by other shareholders.
5. Know How to Value Shares
The price per share is known as valuation. The valuation is typically set by the company's board of directors and is based on a number of factors, such as the company's stage of development, financial situation, and industry.
The valuation can have a big impact on ownership percentages. For example, if a company is valued at $1 million and there are 1,000 shares outstanding, and a shareholder owns 10% of those shares, the shareholder's ownership stake would be worth $100,000. But if the company is valued at $10 million, the shareholder’s ownership stake would still be 10% of the company, but now that 10% is worth $1 million instead of $100,000.
This demonstrates how a higher valuation increases the monetary value of an ownership stake, even if the percentage ownership remains the same. Conversely, if the valuation decreases, the dollar value of the stake drops accordingly.
How a Cap Table Can Help Attract Investors
A cap table can help your startup by providing a clear and concise overview of the company's equity ownership. This can be helpful in terms of attracting investors, negotiating loans, and understanding the financial health of the business.
A well-organized cap table can also make it easier to issue stock options or grants, track dilution, and measure return on investment for shareholders.
If you're a startup founder, it's important to have a solid understanding of how a cap table works. After all, your company's equity is one of its most valuable assets.
By taking the time to create a cap table (or working with an experienced accountant or lawyer to do so), you can gain valuable insights into your company's financial health and make more informed decisions about its future.
What a Good Cap Table Looks Like
When it comes to startup funding, there are a lot of moving parts and pieces. One of the most important aspects of this process is the cap table.
The cap table lists all of the company's shareholders, their equity stakes, and how much money they have invested in the company.
While there is no perfect cap table template, there are certain elements that should be included in order to give you the best chance for success.
Here are a few things to keep in mind when putting together a cap table for a startup.
- Include all the names of the company's shareholders, including common and preferred shareholders.
- List each shareholder's equity stake.
- Include the value of the company's equity after each round of funding to give you a clear picture of the company's progress and growth.
- List the total amount of money invested by each shareholder. This is an important metric to track as it can give you insight into which investors are most committed to your company's success.
Follow these guidelines to create a well-rounded and informative cap table that will give you a better chance of success when the time comes to raise money from investors.
Creating a Cap Table with Software Tools
Creating a cap table for your startup company is important in order to keep track of your company's finances and investors. There are various software programs that can be used in order to generate an accurate cap table.
In order to create a cap table, you will need to input information such as the investment amount, the valuation of the company, the percentage of ownership, and the number of shares.
Once you have inputted all of the relevant information, the software will generate a cap table that will show you how much each investor owns in your company.
It's important to keep your cap table up-to-date for a number of reasons.
First, it'll help you keep track of the company's progress and make informed decisions about future funding rounds.
A well-maintained cap table can also help attract potential investors and partners by providing a clear picture of the startup's ownership structure.
How do you keep a cap table up-to-date?
The first step is to track any changes in ownership, such as new equity issuances, dilutions, or repurchases.
You should also keep track of any changes in the value of the company, such as a new funding round or exits.
Once you have all of the relevant information, you can update the cap table accordingly. This can be done manually or with the help of software programs.
Keeping your cap table up-to-date is an important part of running a successful startup. By tracking changes in ownership and value, you can make sure that your equity is properly accounted for and that you have a clear picture of the company's capitalization.
FAQs About What Is a Cap Table in Investing
Why do investors want cap tables?
The investors you’re pitching to want to know that you’ll keep a healthy amount of your company’s stock for yourself and your employees. A strong capitalization structure shows that you have confidence in your business and that you’ve made good decisions as a CEO.
How do I make a cap table for startup?
1. Keep It Simple. A cap table for a startup should be as simple and straightforward as possible. This means including only the essential information and avoiding any unnecessary complexity.
2. Make Sure It's Accurate. It's important that the information included in the cap table is accurate and up-to-date. This will help avoid any confusion or misunderstandings down the road.
3. Tailor It to Your Needs. The cap table should be tailored specifically to the needs of your startup. There is no need to include information that is not relevant or useful to your business.
What should the cap table look like for startup?
It should include every element of your company’s equity structure, including your common stock, bonds, convertible notes, options, warrants, and retained earnings.
The cap table is one of the most important documents that a company maintains and is typically created and stored in a spreadsheet.
What should I look for in a cap table?
- Post-money valuation.
- Price-per-share.
- Names of shareholders.
- How much shareholders paid for their shares.
- What percentage of ownership it gives them pre and post-money.
Do investors see cap table?
Your capitalization table tells investors a lot about your business, not just what percentage of the company you own. It also tells a story of your decision-making and business strategy.
Is a stock ledger the same as a cap table?
A stock ledger is essentially a list of all company stocks, including who and when they were issued to. A cap table, however, shows the relationships between the shareholders and who owns the business.
Conclusion
What is a cap table in investing? A cap table is an important tool for startups because it helps founders keep track of who owns what. It can be used to help raise money from investors by showing them clearly who owns what in the company.
About AngelSchool.vc
AngelSchool.vc is the ultimate Accelerator for Angel Investors - from 1st check to leading syndicates as ‘Super Angels’. We give venture investors world-class training, a global community AND build their track record as a member of our Investment Committee (IC).
The AngelSchool.vc Syndicate is backed by 1400+ LPs and deploys $MNs annually. Subscribe here for exclusive dealflow.
