Should your startup opt for SAFEs or convertible notes on your next funding round? This Houston expert weighs in. Photo via Getty Images

As both a founder and occasional early-stage investor in the Houston ecosystem, I've seen firsthand the opportunities and challenges surrounding seed funding for local startups. This critical first fundraising round sets the trajectory, but navigating the landscape can be tricky, especially for first time founders who may not be familiar with the lingo.

One key dynamic is choosing the right deal structure — SAFEs (Simple Agreement for Future Equity) vs. convertible notes are the most common vehicles early stage startups use to raise capital and are far more founder-friendly than a priced round.

Let's start first with what the have in common:

  • Both allow you to defer setting a valuation for your company until a later (likely priced) round, which is useful in early stages or pre-revenue companies
  • Both are cheaper and faster to execute than a priced round, which cash-strapped early stage founders like
  • Both can have terms like valuation cap, discount, conversion event, and pro rata rights.
  • Both are less attractive to investors seeking immediate equity (especially important if starting the QSBS clock is part of your investors strategy or if the investor is newer to startup investing)
  • Both can create messy cap tables and the potential for a lot of dilution for the founders (and investors) if they are used for multiple raises (especially with different terms)

While as you can see they have similarities, they have some important differences. Let's dig in on these next:

SAFEs:

  • Created by Y Combinator in 2013, the intent was to create a simplified, founder friendly agreement as an alternative to the convertible note
  • Is an agreement for future equity for the investor at a conversion event (priced round or liquidation event) which converts automatically.
  • It's not a debt instrument and does not accrue interest or have a maturity date.
  • Generally have much lower upfront legal costs and faster to execute

Convertible Notes:

  • A debt agreement that converts to equity at a later date (or conversion event like a priced round)
  • Accrues interest (usually 2 to 8 percent) and has a maturity date by which the note must either be repaid or convert to equity. If you reach your maturity date before raising a qualifying round, you can often renegotiate to extend the maturity date or convert the note, though be prepared to agree to higher interest rates, additional warrants, or more favorable conversion terms.
  • More complex and take longer to finalize due to non-standard terms resulting in higher legal and administrative costs

It's worth reiterating that in both cases, raising multiple rounds can lead to headaches in the form of complex cap tables, lots of dilution, and higher legal expenses to determine conversion terms. If your rounds have different terms on discounts and valuation caps (likely) it can cause confusion around equity and cap table structure, and leave you (the founder) not sure how much equity you will have until the conversion occurs.

In my last startup, our legal counsel — one of the big dogs in this space for what it's worth — strongly advised us to only do one SAFE round to prevent this.

Why do some investors tend to prefer convertible notes?

There are a few reasons why some investors, particularly angel investors from developing startup ecosystems (like Houston), prefer convertible notes to SAFEs.

  • Because they are structured as debt, note holders have a higher priority than equity investors in recovering their investment if the company fails or is liquidated. This means they would get paid after other creditors (like loans or credit cards) but before equity investors, increasing the likelihood of getting some of their money back.
  • The interest terms protect investors if the founder takes a long time to raise a priced funding round. As time passes, interest accumulates, increasing the investor's potential return. This usually results in the investor receiving a larger equity stake when the note converts. However, if the investor chooses to call in the note instead, the accrued interest would increase the amount of money owed, similar to a traditional loan
  • More defined conversion triggers (including a maturity date) gives investors more control and transparency on when and how their investment will convert.
  • Can negotiate more favorable terms than the standard SAFE agreement, including having both a valuation cap and a discount (uncommon on a SAFE, which usually only has one or the other), interest rates, and amendment clauses to protect them from term revisions on earlier investors by future investors (called a cram-down), etc.
We'll go over what the various terms in these agreements are and what to look out for in a future article

How to choose:

  • Consider your startup's stage and valuation certainty — really uncertain or super early? Either of these instruments are preferable to a priced round as you can defer the valuation discussion
  • Assess investor preferences in your network — often the deciding factor if you don't have a lot of leverage; most local angels prefer c-notes because they see them as less risky though SAFEs are becoming more common with investors in tech hubs like Silicon Valley
  • Evaluate your timeline and budget for legal costs — as I mentioned, SAFEs are way less expensive to execute (though still be prepared to spend some cash).
  • Align the vehicle with your specific goals and growth trajectory

There's no one-size-fits-all solution, so it's crucial to weigh these factors carefully.

The meanings of these round terms like "seed" are flexible, and the average seed funding amount has increased significantly over the past decade, reaching $3.5 million as of January 2024. This trend underscores the importance of choosing the right funding vehicle and approach.

Looking ahead, I'm bullish on Houston's growing startup ecosystem flourishing further. Expect more capital formation from recycled wins, especially once recently minted unicorns like High Radius, Cart.com, Solugen, and Axiom Space exit and infuse the ecosystem with fresh and hungry angels, new platforms beyond traditional venture models, and evolving founder demographics bringing fresh perspectives.

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Adrianne Stone is the principal product manager at Big Cartel and the founder of Bayou City Startups, a monthly happy hour organizer. This article original ran on LinkedIn.

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Houston university to launch artificial intelligence major, one of first in nation

BS in AI

Rice University announced this month that it plans to introduce a Bachelor of Science in AI in the fall 2025 semester.

The new degree program will be part of the university's department of computer science in the George R. Brown School of Engineering and Computing and is one of only a few like it in the country. It aims to focus on "responsible and interdisciplinary approaches to AI," according to a news release from the university.

“We are in a moment of rapid transformation driven by AI, and Rice is committed to preparing students not just to participate in that future but to shape it responsibly,” Amy Dittmar, the Howard R. Hughes Provost and executive vice president for academic affairs, said in the release. “This new major builds on our strengths in computing and education and is a vital part of our broader vision to lead in ethical AI and deliver real-world solutions across health, sustainability and resilient communities.”

John Greiner, an assistant teaching professor of computer science in Rice's online Master of Computer Science program, will serve as the new program's director. Vicente Ordóñez-Román, an associate professor of computer science, was also instrumental in developing and approving the new major.

Until now, Rice students could study AI through elective courses and an advanced degree. The new bachelor's degree program opens up deeper learning opportunities to undergrads by blending traditional engineering and math requirements with other courses on ethics and philosophy as they relate to AI.

“With the major, we’re really setting out a curriculum that makes sense as a whole,” Greiner said in the release. “We are not simply taking a collection of courses that have been created already and putting a new wrapper around them. We’re actually creating a brand new curriculum. Most of the required courses are brand new courses designed for this major.”

Students in the program will also benefit from resources through Rice’s growing AI ecosystem, like the Ken Kennedy Institute, which focuses on AI solutions and ethical AI. The university also opened its new AI-focused "innovation factory," Rice Nexus, earlier this year.

“We have been building expertise in artificial intelligence,” Ordóñez-Román added in the release. “There are people working here on natural language processing, information retrieval systems for machine learning, more theoretical machine learning, quantum machine learning. We have a lot of expertise in these areas, and I think we’re trying to leverage that strength we’re building.”

Houston biomanufacturing accelerator adds pilot plant to support scale-ups

new digs

Houston accelerator BioWell announced this month that it has taken over operations of Texas BioTechnology’s pilot plant in Richmond, Texas.

The 33,000-square-foot facility is one of the largest of its kind in the U.S. and features molecular biology labs, advanced automation, fermentation equipment and 16 dedicated benches for early-stage industrial biomanufacturing companies, according to a release from the company. It will allow BioWell to offer on-site education, workforce development, and lab training for students and workers.

BioWell and its founding company, First Bight Ventures, report that the facility should help address the industry's "scale-up bottleneck due to limited pilot- and demonstration-scale infrastructure" in the U.S.

"As a Houston-based accelerator dedicated exclusively to early-stage biomanufacturing startups, partnering with this facility was a natural and highly strategic decision for us. The site is fully operational and offers a strong platform to support biomanufacturing companies, industry leaders, and research institutions, providing critical expertise and infrastructure across a broad range of biotechnology production processes,” Veronica Breckenridge, founder of First Bight Ventures and BioWell, said in a news release.

First Bight Ventures shares that the partnership with the facility will also allow it to better support its portfolio companies and make them more attractive to future investors.

BioWell will host an open house and tours of the fermentation and lab spaces and an overview of current bioindustrial projects Wednesday, May 28, at 10:30 a.m. and 2 p.m. RSVPs are required.

BioWell was originally funded by a $700,000 U.S. Economic Development Administration’s Build to Scale grant and launched as a virtual accelerator for bioindustrial startups. Listen to an interview with Carlos Estrada, head of venture acceleration at BioWell, here.

Ultra-fast EV charging bays coming to Waffle House locations in Texas and beyond

power breakfast

Scattered, smothered and ... charged?

Starting next year, EV drivers can connect to ultra-fast charging stations at select Waffle House locations throughout Texas, courtesy of bp pulse.

The EV arm of British energy giant bp announced a strategic partnership with the all-day breakfast chain this week. The company aims to deploy a network of 400kW DC fast chargers and a mix of CCS and NACS connectors at Waffle House locations in Texas, Georgia, Florida, and other restaurants in the South.

Each Waffle House site will feature six ultra-fast EV charging bays, allowing drivers to "(enjoy) Waffle House’s 24/7 amenities," the announcement reads.

“Adding an iconic landmark like Waffle House to our growing portfolio of EV charging sites is such an exciting opportunity. As an integrated energy company, bp is committed to providing efficient solutions like ultra-fast charging to support our customers’ mobility needs," Sujay Sharma, CEO of bp pulse U.S., said in a news release. "We’re building a robust network of ultra-fast chargers across the country, and this is another example of third-party collaborations enabling access to charging co-located with convenient amenities for EV drivers.”

The news comes as bp pulse continues to grow its charging network in Texas.

The company debuted its new high-speed electric vehicle charging site, known as the Gigahub, at the bp America headquarters in Houston last year. In partnership with Hertz Electrifies Houston, it also previously announced plans to install a new EV fast-charging hub at Hobby Airport. In a recent partnership with Simon Malls, bp also shared plans to install EV charging Gigahubs at The Galleria and Katy Mills Mall.

bp has previously reported that it plans to invest $1 billion in EV charging infrastructure by 2030, with $500 million invested by the end of 2025.

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A version of this article originally appeared on EnergyCapitalHTX.com.