Ultimate Startup Cap Table and Return Analysis Excel Template

Sample cap table excel template with exclusive waterfall return analysis.

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Cap tables are something that’s necessary to every startup, but they are something no-one really has the knowledge of doing. Though, there is an assumption that founders have one and that they know how to do them. Take an investor telling a founder “Send me your cap table over this evening, will you?”, and the founder replies “Sure!” Only to go back into their offices and ask the cofounder, well, “what the hell is a cap table? “.

But what is a cap table exactly?

It is an excel template that sets out in a ledger who owns the startup at different periods of time. It contains a list of the shareholders and the portion which they own. It allows you to understand how much money you will make once you exit, which is something I am sure you want to know!

Why are they necessary?

Think about it, when you’re the founder, you own 100% of the company. But if you raise a seed round and now investors are involved, they will get a chunk. To know who owns what, you would need a cap table.

With that, when you have a properly set out cap table, you will truly understand what you own in different scenarios and after all sorts of complex things happen such as effects of liquidations, preferences, discounts on convertible debt, the option pool shuffle and more importantly, not confuse the “basic stuff” like your ownership, as it is based on post money valuations and not pre-money.

So here’s my template!

To help founders set up and maintain their cap tables, I made a sample one of my own for you to use.

You may download it below.

Additionally, you will find an attached rough guide to using the template. It is a PowerPoint presentation.

The whole model has been automated, so there's only a few inputs needed. You must understand the formulas as well, so you may understand what is actually happening and in case you need to account for variations of structures!

Play around with the model and let me know if you have any questions or feedback! There may be errors, so help everyone out and share your views!

- Alexander Jarvis


Your cap table is important.

I did it myself and it has not been audited. Ultimately, a lawyer will be needed to ratify it. It isn’t my responsibility to be aware of what you do with it.

Also, there is nothing new under the sun. I have reviewed all the publicly available cap tables, including that one of S3 ventures on here:
Cap Table Template and my model persists on an existing logic.

This business tool includes
1 PPT Methodology, 1 Excel Sheet

Alexander Jarvis offers you this business tool for free!

Download for free

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Further information

This cap table will enable you to:

Understand the ownership structure of your organization and how it evolves with multiple financing rounds, as well as allowing you to play with all the assumptions to support how you structure your next financing round.

The following spreadsheet has most of what you would come across with investors. It covers the following:

• Initial founder table
• Angel investment (Both as convertible debt which converts at Seed stage and straight priced round)
• Seed investment (Assuming 1x strategy preferred liquidation preference)
• Series A, B and C (Again structured as the Seed investment)

Additionally to the cap table, there is a waterfall return analysis where you can calculate exactly how much people can earn, and at the different exit valuation scenarios. I haven’t seen anyone do this before, so I find that quite cool.

Though my template doesn’t do some things.

As you may know, sometimes things get complicated so my table cannot address every possible scenario. Assuming that you are dealing with reputable investors, you won't really have to change this (For example, account for multiple liquidation preferences and participating in preferred shares)

I do not assume that you aim to:

• Get funded with warrants
• Assume there is a vesting schedule on shares

(Though there is a switch to remove unissued shares from the ESOP pool)

• Have debt and interest that converts to shares
• Have multiple liquidation preferences
• Participating preferred shares
• Different terms for investors at each stage of funding

I am aware that some things could be added to the model, such as calculating effective calculations (Adjusted for ESOP issuance etc.) which are only FYI. Maybe that will be incorporated in the future.


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