Term Sheet Summary
InstrumentPost-Money SAFE (YC Standard)
Valuation Cap$30,000,000 post-money
DiscountNone (cap only)
Investment Amount$1,000,000
Pro-Rata RightsYes — standard
MFNYes — Most Favored Nation
Conversion TriggerEquity Financing ≥ $1M
IssuerOysterworld Inc. (Delaware C-Corp)
Governing LawState of Delaware
Investor FAQ
Common deal-related questions.
Why a SAFE instead of a priced round?
At the $1M level, SAFEs are the industry standard. They're faster (no board seats, no control provisions), cheaper (minimal legal fees), and investor-friendly (MFN + pro-rata). We're using the
YC standard post-money SAFE, the most widely used instrument in early-stage investing.
Why a $30M cap with $3.88M revenue?
Our revenue multiple is 7.7x trailing revenue ($30M / $3.88M). For comparison: Helium raised at $1.2B with $30M revenue (40x), Worldcoin at $10B with $0 revenue (∞). At 7.7x, we're offering significant upside with proven revenue. Plus, this is pre-data-monetization — when data revenue kicks in, the multiple compression will be dramatic.
What's the path to Series A?
Target: 12-18 months post-SAFE. Milestones: (1) 50K cumulative nodes, (2) first data monetization revenue ($450K+ run rate), (3) 2-3 enterprise pilot customers, (4) Fitness Foundation Model beta launch. Expected Series A: $5-10M at $75-100M pre-money, based on $12M+ revenue run rate.
Do you need the money to survive?
No. Hardware revenue already covers all operating costs. 2026E EBITDA is $2.1M (46.8% margin) even without data revenue. The $1M is for acceleration, not survival: faster geographic expansion, enterprise BD, and scaling the AI agent factory from 32 to 64 agents.
What rights do SAFE investors get?
Pro-rata rights (invest in future rounds to maintain ownership), MFN provision (if we issue SAFEs on better terms, your SAFE automatically upgrades), and information rights (quarterly investor updates). Standard YC SAFE terms.
What about the token / TGE?
Token is Phase 2 (2027 earliest). Revenue first, token second. SAFE investors get equity in Oysterworld Inc., which controls the token-issuing entity. Token economics will be designed to align with equity holders. No promises, no pre-mine, no speculation — real utility first.