---
title: Waterfall & cap table modelling software: features | Capwise
url: https://www.capwise.eu/features
---

# The platform's *features*

The modelling platform investment funds use, free with your strike price report, for you and for your lawyers. Access to the platform replaces the uncertain Excel file.

[Speak with an expert](https://calendar.app.google/geqGTjL9wQCdFs1H8) [Get your report](https://www.capwise.eu/valuation-report)

## Everything your shareholders' agreement means, *in numbers*

Every clause of the articles and the shareholders' agreement has a precise economic effect. Capwise calculates it, makes it readable and keeps it up to date, for the founder and for their lawyer.

**Either the people across the table already have these analyses, and you can't afford to negotiate blind; or they don't have them yet, and they will make the difference, from fundraising all the way to closing.** Click any screenshot to see it in full.

### Model all mechanisms
![Modelling all the mechanisms of a waterfall](https://www.capwise.eu/assets/img/en/all-mechanisms.webp)

Easily integrate all the specific terms of each mechanism (warrant, ratchet, carried…) into your waterfall. Build your model and create scenarios in just a few clicks.

### The exact memory of liquidation preferences, without reopening the agreement
![Equity timeline and cap table: dated history of every capital transaction](https://www.capwise.eu/assets/img/common/features/equity-timeline.mp4)

Liquidation preference, cap, trigger threshold: our model keeps the economic translation of every clause, up to date and queryable at any time, with a dated timeline of every capital transaction.

Lawyers no longer have to reread the agreement each time the founder asks a question. **No more wasted time.**

### Key events by equity value
![Key events: conversion and in-the-money thresholds by equity value](https://www.capwise.eu/assets/img/common/features/key-events.mp4)

The split of the exit price is not linear: it crosses thresholds. Capwise automatically places on the valuation scale the point at which each instrument comes into the money, converts or drops out.

A million is not always worth the same! The lawyer anticipates who will support the deal, and who will want to delay it.

### An auditable sensitivity matrix
![Sensitivity matrix: amounts by share class over a grid of exit values](https://www.capwise.eu/assets/img/common/features/sensitivity-matrix.mp4)

Over the range and step of your choice: price per share, gain and performance of each share class, exportable to Excel. A model built by hand is fragile; one built by a generative AI is opaque.

The founder gets stable figures to negotiate with; the lawyer, an auditable exhibit for the documentation.

### Reverse calculation: at what value should I sell?
![Reverse calculation: exit value required to reach a return target](https://www.capwise.eu/assets/img/common/features/reverse-calculation.mp4)

In a negotiation, the question is rarely "what is the share worth" but "at what price must we exit to reach a 3x multiple or a 15% IRR". Capwise inverts the calculation and returns the required equity value.

The founder negotiates from a target, not from a price assumption. **No more uncertainty.**

### Which termsheet is best for me?
![Termsheet comparison over an exit range](https://www.capwise.eu/assets/img/common/features/termsheet-comparison.mp4)

At the same pre-money, two termsheets can produce very different outcomes. Capwise builds a shadow cap table for each offer the day after the round, and compares them side by side over the exit range you consider realistic. **No more hesitation.**

### Conversion options of your BSA Air
![BSA Air conversion depending on the next round valuation](https://www.capwise.eu/assets/img/common/features/bsa-air-conversion.mp4)

Several BSA Air with different caps, floors and discounts: change the next round valuation and instantly see which mechanism applies, how many shares each one generates and what the cap table becomes.

The founder manages dilution before negotiating, instead of discovering it at closing. **No more approximate dilution.**

### An investor's composite position
![Consolidated position of an investor across several rounds](https://www.capwise.eu/assets/img/common/features/investor-position.mp4)

A fund rarely invests in one go: seed, Series A, a follow-on, each in a different share class. Capwise consolidates its position across all rounds and shows whether it reaches its multiple or IRR target.

That is what tells you whether the fund will push for an exit. **No more uncertain alliances.**

### Who gets what at exit?
![Waterfall execution at exit, class by class](https://www.capwise.eu/assets/img/common/features/exit-waterfall.mp4)

At exit, "who gets what" becomes sensitive, and it is precisely then that it is hardest to demonstrate. Capwise shows the waterfall execution for a given equity value, step by step, with the exact split between each party.

Full traceability that secures the closing and reduces the risk of later disputes.

### Never miss a step of the funds flow
![Complete funds flow of a sale, step by step](https://www.capwise.eu/assets/img/common/features/funds-flow.mp4)

BSPCE and BSA exercises, preferred share conversion, repayment of shareholder loans and debt, fees, liquidation preferences, then distribution of the price: Capwise orders every step, and total outflows match the price paid exactly.

Every manager knows, to the euro, what they need to pay to exercise their BSPCE. **Follow the closing step by step.**

### Share what you want, with whom you want
![Selective sharing of an analysis with shareholders](https://www.capwise.eu/assets/img/common/features/selective-sharing.mp4)

Share an analysis by choosing exactly what is visible, and to whom: everyone works on the same calculations, without seeing beyond what concerns them. Keep the terms of side agreements and cash-out operations confidential. **What matters, nothing more.**

### Detect the side effects of a simulation
![Detecting inconsistencies in a waterfall simulation](https://www.capwise.eu/assets/img/en/simulation-inconsistencies.webp)

Discrepancies often arise between what was agreed verbally, what was written, and the final Excel simulation. Ensure your simulations are consistent and be fully equipped to lead negotiations.

### The super-intelligent agent
![Capwise AI agent answering a plain-language question](https://www.capwise.eu/assets/img/common/features/ai-agent.mp4)

"What does each founder get if we sell for 40 million?" The Capwise AI agent understands the question in plain language. It calculates nothing: it translates it into Capwise instructions, and every calculation is performed by the Capwise engine, fully auditable.

The founder explores their situation at the pace of their questions; the lawyer gets amounts they can justify.

## One platform, three users

### Investment funds
It is the platform funds use for their modelling and to track their holdings: consolidated position across rounds, multiple and IRR, exit preparation.

### Lawyers
An auditable exhibit to include in the documentation, without carrying the responsibility of building it: the numerical translation of every clause, funds flow, exportable sensitivity matrix.

### Founders and CFOs
A clear reading of what each share class is worth, to negotiate a round, an exit or a new BSPCE plan. Free with the strike price report, for the company and its lawyers.

## Frequently asked questions about the platform

### What is the Capwise platform?
Online software for waterfall and cap table modelling. It turns the articles of association and the shareholders' agreement into numbers: split of the exit price between share classes, breakpoints, funds flow, dilution.

### How much does access to the platform cost?
It is free with the strike price report (BSPCE, BSA, AGA, ESOP plans, warrants, sweet equity), for the company and for its legal counsel.

### Which mechanisms does the platform model?
Non-participating, participating and capped liquidation preferences (by multiple, IRR or the better of both); preferred shares, ratchets and reversions; BSPCE, BSA, AGA, ESOP plans, stock options, warrants and sweet equity; BSA Air (French SAFE) with cap, floor and discount; convertible bonds; management packages.

### Who uses the Capwise platform?
Investment funds, for their modelling and portfolio monitoring, corporate lawyers, and founders and CFOs of startups and scale-ups.

### Does the AI agent do the calculations?
No. The agent translates a plain-language question into Capwise instructions. Every calculation is performed by the Capwise engine and remains auditable; only anonymised figures are passed to it for formatting.

### Can I share an analysis without revealing the cap table?
Yes. Each share defines exactly what is visible, and to whom: a shareholder or a manager follows their own position without seeing the whole capital.

### Can results be exported?
Yes. The sensitivity matrix exports to Excel, ready to be used directly in the law firm's or the fund's work.

“In shareholder agreements, profit-sharing provisions are often open to interpretation, which can be a major obstacle for companies. With Capwise, I make their modeling more transparent, automated and compliant for lawyers and their clients.”

[Modernize your 1st contract](https://calendar.app.google/geqGTjL9wQCdFs1H8)

## The agent for your contractual algorithms

Free with your strike price report, the Capwise platform secures your contractual calculations to prevent errors, save time, and ensure compliance.

[Get your agent](https://calendar.app.google/geqGTjL9wQCdFs1H8) [Get your report](https://www.capwise.eu/valuation-report)
