# Plan a bridge or down-round conversation with my existing investors

A plan and talking points for raising an insider bridge or a lower-valuation round, with options, terms to expect, and how to keep trust.

- Topic: Finance & Accounting
- Framework: RTF
- Level: Standard
- Tags: Finance, Plan, Fill-in Template
- Source: https://www.thinkwithprompt.com/prompts/plan-a-bridge-or-down-round-conversation-with-my-existing-investors

## Prompt

```text
Help me prepare to ask my existing investors for a bridge round, or to discuss a round at a lower valuation.

**Cash and runway today:** [CASH, monthly burn, months of runway]
**Why we need it:** [e.g. "fundraise taking longer", "missed milestones", "market reset valuations"]
**What the money would achieve:** [MILESTONES and timeline it buys]
**Last round terms:** [valuation, preferences, investors and their ownership]
**Investor relationships:** [who is supportive, who has reserves, who is frustrated]
**Plan B options:** [cost cuts, venture debt, strategic sale, wind-down]

Build:
1. Options compared in a table: insider bridge (convertible note or SAFE), priced down round, venture debt, cutting to profitability, or a sale. For each: cash raised, dilution, control impact, signaling risk, and time to close.
2. Typical terms to expect for a bridge (discount, cap, interest, maturity) and in a down round (anti-dilution adjustments, pay-to-play), explained in plain English. Don't state market norms as fact; mark [CHECK WITH COUNSEL].
3. A milestone plan: what the bridge buys and how we'll prove progress, because investors fund milestones, not runway.
4. Sequencing: which investor to speak to first, and how to get a lead insider before going to the group.
5. Talking points for the first conversation: candid on what went wrong, clear on the plan, specific on the ask.
6. Effects on employees (options underwater, morale) and how to address them.

General information only: have a startup lawyer review terms, and check fiduciary and consent requirements with the board.
```

## What to fill in

- CASH, monthly burn, months of runway
- MILESTONES and timeline it buys
- valuation, preferences, investors and their ownership
- who is supportive, who has reserves, who is frustrated
- cost cuts, venture debt, strategic sale, wind-down
- CHECK WITH COUNSEL

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