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Affirmology Round Structure: How to Raise $30K to $150K Without Giving Away the Company

Archived version Updated May 11, 2026 · Affirmology_Brief_v2.md

Affirmology Round Structure: How to Raise $30K to $150K Without Giving Away the Company

For: Jeff Parker Date: May 11, 2026 Companion to: Affirmology_Brief_v1.md (co-founder structure)

What Changed Since v1

Four new pieces of information that shape this brief:

1. You are open to selling 20 to 30% total in this round. That widens the door.
2. You are open to Sol at 25% with no problem. Path A from v1 is decided. Done.
3. You do not have $5K for an attorney right now. We will draft the operating agreement together. Your 13 years as a patent attorney is the unlock here: you can legal-review the draft yourself, run it through other AI tools for adversarial review, and engage a Florida attorney for a paid hourly review later (1 to 2 hours, $300 to $600) once you have either revenue or a committed check. That is feasible and not reckless.
4. The stealth concern is real. Speed protects you, not secrecy.

60-Second Round Math Primer

You probably know most of this, but it pays to ground in the same vocabulary.

• Pre-money valuation: what the company is "worth" before the check arrives.
• Post-money valuation: pre-money plus the check.
• Percent sold: check divided by post-money.

Your deck slide 10 says $30K for 10%. That means post-money is $300K, pre-money is $270K. The pre-money is the implicit valuation you are putting on what already exists.

• SAFE (Simple Agreement for Future Equity): the standard instrument at your stage. The investor gives money now and gets equity later, at the next priced round, at a cap. The "cap" is the maximum company valuation at which their money converts. Lower cap is better for the investor (more shares per dollar). Higher cap is better for you (less dilution). Y Combinator publishes the standard SAFE template for free at ycombinator.com/documents. Two pages. Every YC company uses these. You will use them, not draft from scratch.
• Dilution stacking: every time you sell equity, every existing holder's percentage shrinks proportionally. If you own 75% and you sell 10% of the company, you now own 67.5%, not 65%. Sol's stake shrinks the same way.

Four Realistic Scenarios

All assume Jeff 75%, Sol 25% pre-money before any investor cash arrives. Numbers below are approximate post-money ownership after each round completes.

Scenario A: Honor the Deck Literally

Collin: $30K at $300K post-money (10%). Stop there. Bootstrap from revenue going forward.

$30K in the bank. No further dilution today. But you do not get to act on the stealth concern. Slower path to demo and conference.

Scenario B: Collin at Deck Terms, Plus Later Round at Higher Cap

Collin: $30K at $300K cap. Three months later: $100K SAFE round at $1.5M cap from 4 to 5 others.

$130K total. Founders retain 84% combined. Two rounds means two negotiations but it sequences naturally with the September conference momentum.

Scenario C: Single $130K SAFE, Everyone at Same Cap

One SAFE template, one cap (say $1M post-money). Collin's $30K = 3%. Sister's boyfriend at $50K = 5%. Others at $5 to 10K each = 0.5 to 1%.

Cleanest cap table. Simplest paperwork. Risk: Collin sees the deck said 10% and now the actual offer is 3%. He could feel walked back on. Solution requires an honest conversation about why the cap moved.

Scenario D: Recommended. Collin as Anchor at Deck Terms, Others at Higher Cap

Collin gets his $30K SAFE at $300K cap (matches what you offered, makes him the named lead investor). $100K from others on SAFEs at $1.5M cap (reflecting Collin's anchor + the conference traction story + Sol joining as co-founder).

Same end-state as Scenario B, executed as one continuous fundraise instead of two. Founders retain 84%. $130K raised. Collin is happy because he got the deck terms and is named lead. Others are happy because the higher cap reflects the momentum his check created. This is the standard friends-and-family playbook with a lead anchor.

My Recommendation: Scenario D

Reasoning:

• Honors the offer you put on the deck for Collin. You do not walk back a promise.
• Frames Collin as the lead, which he will appreciate, especially since he is heart-based.
• Higher cap on subsequent SAFEs is justified by his anchor commitment plus traction story plus Sol joining.
• Single SAFE template, just two different caps. Manageable for DIY.
• Founders retain 84% combined. Room for one more round before equity gets uncomfortable.
• $130K is enough to get past the demo, into Sprint 2/3, and through the September conference with cash to spare.

How the Investor Conversations Sound

For Collin today: do not introduce the tiered cap idea unless he is asking detailed questions. Today is about whether he is in or out at the deck terms. If he is in, the follow-up sounds like: "I want you as my lead investor. I'm also opening the round to 4 to 5 more investors at a higher cap that reflects your anchor commitment and the conference traction story. Your terms stay exactly as offered." This is normal and respected. Lead investors expect favorable terms relative to followers.

For the second-tier investors after Collin commits: "Collin Last Name committed $30K at our anchor terms. The remaining round is at a $1.5M cap. Minimum check $5K, max $50K. Same SAFE template for everyone in this tranche." Clean. Done.

For Sol's network specifically: the sister's boyfriend at $50K, the benefactor at whatever amount, and any others all come in at the $1.5M cap as part of the second tranche. They sign the same SAFE template as the rest. Critical: the founder operating agreement is signed BEFORE their checks land. They see the structure (Sol's 25%, vesting, romantic-dissolution clause, leaver provisions) and know exactly what they are signing into. No surprises later.

The Stealth Concern: Speed Protects You, Not Secrecy

You named the right risk. The Affirmology insight (spiritual personalization + AI audio + Gene Keys + transit subscription) is genuinely defensible, but not by hiding the deck. The real moats are:

1. Your community standing in Miami wellness (cannot be replicated)
2. Sol's audience archetype fit (cannot be replicated)
3. The September conference stage (calendared, not available to competitors)
4. The demo if it lands hard at the conference (first impression sticks)
5. The knowledge base and affirmation bank compounding over time

A tech founder copying your deck cannot replicate any of these. So the deck does not need to be confidential beyond a verbal "please keep this between us" or an NDA on request. The real protection is being first to market with a magical demo. That means moving fast.

Sequencing for speed:

1. Today: Collin meeting. If interested, soft commitment.
2. This week: you and Sol pick the path (probably done already after this brief). I draft the operating agreement.
3. Weeks 2 to 3: you legal-review the draft. Run it through Claude or GPT-4 in a separate conversation for adversarial review (instruct it to find every weakness). Negotiate any specific language with Sol.
4. Week 3: signed founder agreement. LLC filed with FL SunBiz ($125 online).
5. Week 3 to 4: Collin SAFE signed. Anchor cash arrives.
6. Weeks 4 to 8: open second tranche to Sol's network and your network. Fill to $130K.
7. Weeks 4 to 8 (parallel): Sprint 1 demo build.
8. September conference: live demos onstage, paid signups in the booth, traction story for the next round.

Fast enough to beat anyone copying you. Slow enough to do the founder structure correctly.

DIY Legal Plan

Realistic and achievable, given your background:

1. Founder operating agreement: I draft it (next session, after today's meeting). You legal-review (your strongest skill). You and Sol negotiate any specific language. Run it through Claude or GPT-4 in a separate conversation for adversarial review. Sign it. Optional: 1 to 2 hours of paid attorney review later ($300 to $600) once a check is committed.
2. SAFE template: use Y Combinator's free template at ycombinator.com/documents. Fill in the cap and investor name. Both parties sign. Industry standard.
3. LLC formation: if not already formed, file Affirmology LLC with Florida SunBiz online. $125 fee. Done in 10 minutes. The operating agreement sits on top of the LLC.
4. IP assignment: included in the operating agreement. Both founders assign existing and future Affirmology IP to the company. Covers your code, Sol's brand work, everything.
5. 83(b) elections: when restricted units are issued under the vesting schedule, both you and Sol file 83(b) elections with the IRS within 30 days. Free, standard form. Do not miss the 30-day window.

Total upfront legal cost: roughly $125 for LLC filing, $0 for SAFE template, $0 for operating agreement template (we draft together), $0 to $600 for optional attorney review later. Versus $5K to $15K for full retained counsel from day one. Acceptable trade for now. The moment Affirmology has a committed check or real revenue, the paid attorney review becomes affordable and worth doing.

What I Need from Today's Meeting

Just a quick note after your meeting with Collin:

• Did he seem in, out, or thinking?
• Did the team question come up? If so, how did you handle it?
• Any surprise concerns?
• Any indication he wants to bring others in?

That info shapes how aggressive to be on the operating agreement timeline and whether to push the second tranche immediately or wait for the demo to crystallize.

Quick Reference: Cap Table at Various Points (Scenario D)

Even at the future-round projection, founders retain 70% combined. That is healthy and runway-friendly.

Final Thought on the Sister-as-Future-CEO Path

You mentioned being fine with her sister's eventual CEO role coming out of your share. That is generous and reasonable, but do not commit to it yet. The right time to formalize that is when she actually steps in operationally, not now. She would receive an equity grant from the unallocated pool plus a vesting schedule plus a CEO-level package. That conversation lives in year two or three, not today.

For now: keep the structure clean, keep the pool unallocated, leave the door open without putting numbers on it.

I will draft the operating agreement next, after you brief me on how the Collin meeting goes.