Business

Tu Primera Term Sheet

The learner is the founder and chief executive of a fictional Zaragoza software company (route planning for food and drink distributors, EUR 780,000 of recurring revenue, EUR 420,000 in the bank and EUR 95,000 of monthly burn) who has just received a first term sheet: EUR 2,000,000 at EUR 6,000,000 pre-money from a

4 rounds MBA & Masters English, Español

Preview

About this simulation

The learner is the founder and chief executive of a fictional Zaragoza software company (route planning for food and drink distributors, EUR 780,000 of recurring revenue, EUR 420,000 in the bank and EUR 95,000 of monthly burn) who has just received a first term sheet: EUR 2,000,000 at EUR 6,000,000 pre-money from a fictional seed fund, with a pool created before the money, a participating preference, an investor-controlled board, founder re-vesting from zero, a broad bad-leaver clause and a long veto list.

Decision 1, March 2027: who reads it (alone, a generalist lawyer or a venture specialist), the alternative (sign this week, sound out two other funds openly, or invent a competing offer) and the negotiation plan (lead with price, mark up everything, or a ranked map of must-haves). Decision 2: price or pool, the liquidation preference and the board.

Decision 3: the founder vesting schedule, the bad-leaver definition and the investor vetoes in the shareholders agreement. Decision 4, November 2028, twenty months after closing: the company has missed plan, the board wants a new chief executive and a bridge is needed - resign, fight the vote or negotiate the transition; which bridge; what the team hears.

The model is deterministic: every ask spends a limited stock of goodwill with the lead investor that sets the chance of closing, each clause lands in proportion to who read the document and how the negotiation was planned, and the expected value of the founder stake is computed through the cap table and a two-class exit waterfall over four sale scenarios, after the November branch in which the vesting, leaver and board terms decide the shares kept.

The score combines the quality of each decision with the expected value of the founder stake, the chance of closing, founder control and cash at closing, and is capped when the founder invents a competing offer, a deceit that can void a contract under Spanish law. Spanish (primary, Spain) and English.

Who it is for

An intermediate simulation for participants who already know the core concepts of the subject, designed for master's and MBA programmes.

How a session runs

  1. The instructor creates a session from the Eureka dashboard and invites the participants.
  2. Participants play 4 rounds. In each one they submit their decisions and the simulation calculates the results.
  3. The simulation can be run in English, Español.
  4. The instructor follows each participant's progress and results from the dashboard, and uses the class results for the debrief.

Decisions participants make

The decisions participants make during the simulation:

  • Quién la lee contigo
  • Tu alternativa
  • Tu plan de negociación
  • Precio o pool
  • La preferencia de liquidación
  • El consejo
  • Tu calendario de consolidación
  • La cláusula de mal socio saliente
  • Los vetos de Moncayo
  • Tu papel

What participants track

What participants follow on screen as the rounds go by:

  • Decisión 1 · La term sheet
  • Decisión 2 · La llamada
  • Decisión 3 · El pacto de socios
  • Decisión 4 · Veinte meses después

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