The Y Combinator SAFE: Valuation Cap, No Discount (Caymans) governs how investor funds convert into equity by setting a post-money valuation cap without applying a discount. It gives investors the right to receive shares at a price based on the valuation cap in the next equity financing, or to receive a comparable return in the event of a liquidity or dissolution event. This SAFE is structured for Cayman Islands companies and is part of Y Combinator’s library of open, lawyer-vetted standard financing documents widely used in international startup funding.

This document is a model pre-funded warrant, typically used in Private Investment in Public Equity (PIPE) financings, specifically for a Foreign Private Issuer (FPI). It grants the holder the right to purchase ordinary shares or American Depositary Shares (ADSs) of the company at a pre-determined exercise price. The warrant outlines terms for exercise, adjustments, transferability, and limitations on beneficial ownership, ensuring compliance with U.S. securities laws.

This Securities Purchase Agreement is a template for a private placement where a company sells equity securities, such as common stock, preferred stock, and warrants, to investors. It details the terms of the purchase and sale, including representations, warranties, and covenants, and typically grants investors certain registration rights for the purchased securities.