Can I protect over dilution in my next fundraising round?

Curious Entrepreneur

Curious Entrepreneur
Start up
11 Aug 2025

A: SenseCheck

  • 0 Yes
  • 0 No
  • 1 Other

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  • 14 Aug 2025
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    Complex

    Can't answer yes or no.:

    Structure the Fundraising Strategically

    Raise in tranches – Close part of the round now, with the option to raise more later at a higher valuation once milestones are hit.

    Seek convertible instruments – SAFE notes or convertible loan notes with valuation caps can push valuation setting to a later stage when it’s hopefully higher.

    Negotiate the valuation hard – Higher pre-money valuation = less dilution for the same investment amount.

    Cap the option pool increase – Investors often ask to expand the employee option pool before their investment, which dilutes you; negotiate so any increase happens after their money comes in.

    Bring in strategic investors – People who bring more than cash (e.g., market access, credibility) can justify higher valuations, lowering dilution.