Hey All,
I'm thinking about bringing in a few industry advisors to my health tech startup (LLC). At this early stage it feels off giving someone say 1% of the company as an "advisor" without knowing how much they will contribute or the value of the company when it is so early.
Has anyone ever created a convertible note/SAFE type agreement? My thought is we assign an hourly rate for an advisor, and based on how much time they worked, it converts into equity at the next priced round.
This seems most fair to me as they are truly compensated for their value/effort, but I can't find anyone structuring agreements in this way. What am I missing? I can't be the only one looking at things this way :).
The only problem with that is that some advisors are probably more productive than others and will provide greater value for less time. For true convertible notes, they should put up cash for the loan with terms and in the terms spell out the valuation triggers for equity so you don't give up too much.
https://www.strictlybusinesslawblog.com/2020/10/29/understanding-the-key-features-of-a-convertible-note-offering/#more-3560
With an advisor, you'll probably develop a regular cadence of meeting once every week, 2 weeks, month, etc. With a regular schedule, you should be able to estimate how many hours they're putting in, then convert that into an approximate percentage that seems fair. Whether it's 0.8% of 1.2% won't make much of a difference at this point in the company. And keeping track of hours for advisors could be a bit too much overhead, especially for someone with the experience an advisor probably brings to the table.
More importantly (to me at least) - the value of an advisor might not directly translate to hours worked like an engineer's would. Maybe they help with key introductions, which would be worth 100x the time it takes to make them. Maybe their presence on your "Team" page gives you instant credibility with potential customers.
A couple safeguards I had in place with a past advisor: