About Waterfalls.app

Why we built Waterfalls

An exit waterfall decides who actually gets what when a company is sold or goes public, after liquidation preferences, participation, SAFEs, convertible notes, options, and carve-outs are all settled. For most teams, that math still lives in a fragile spreadsheet, where one mis-dragged formula can put a wrong number in a board deck. Waterfalls is an exit and waterfall modeling tool for cap tables, built to make that math correct, traceable, and fast, so the number you present is the number you can defend.

The problem we set out to fix

The terms that decide who gets paid (liquidation preferences, participation rights, SAFEs and convertible notes, option pools, management carve-outs) are the exact terms spreadsheets get wrong. A participation cap entered in the wrong cell. A conversion that should have happened but didn't. Six versions of the same file circulating by email, with no audit trail and one person who truly understands the model.

In this category, being wrong is expensive. These numbers drive board decisions, anchor term-sheet negotiations, and set founder and employee expectations about what an exit is worth to them. A waterfall that's off by a rounding rule or a misordered preference doesn't just look bad: it sends real money to the wrong place on paper, and sometimes in the deal. The same complexity that makes cap table modeling hard to do by hand is exactly what makes it worth doing in a dedicated tool.

So we built one. The intent was simple to state and hard to earn: compute the waterfall correctly every time, and show its work (every preference, every conversion, every cent) so anyone in the room can follow it. The goal was never to replace the analyst's judgment, but to remove the part of the job that's mechanical, error-prone, and impossible to audit at 2 a.m. the night before a board meeting.

Getting the math right is the whole point

A modeling tool that's almost right is worse than a spreadsheet, because it hides the error behind a clean interface. So accuracy isn't a feature here: it's the product. Here's how we keep it correct, in terms you can check:

Externally validated.
The engine was checked against an independent finance firm's waterfall model across 30 exit values, and every value matched within tolerance.
303 automated tests.
A continuous test suite covers preferences, participation, convertibles, options, carve-outs, and the edge cases that break spreadsheets.
Decimal-precision math.
Distributions are computed to the cent: no floating-point drift, no silent rounding that compounds across a stack.
Invariants on every calculation.
Total distributed always equals the exit value, no payout goes negative, and nothing is left unaccounted for.
Auditable by design.
Every result ships with a step-by-step breakdown you can trace, explain, and defend in front of a board.

The principle underneath all of it: we'd rather be correct than clever. If you want the full breakdown, see how we keep the math right, or read the mechanics behind a waterfall analysis and how liquidation preferences actually behave at exit.

How we keep it secure

Your cap table is sensitive, so the trust stack matters as much as the math. Accounts use modern authentication, and every account's data is isolated from every other with row-level security. Billing runs through a Merchant of Record, which keeps global tax compliance off your plate, and you control who can see anything you share.

Who's behind Waterfalls

Waterfalls was solo-founded by Jérôme Bestel, an entrepreneur and creative director who spent over a decade building Slidor, a creative agency, before turning to this problem. He is also an angel investor, which is where he kept running into exit waterfalls modeled in error-prone spreadsheets, and decided the math deserved a tool of its own.

The finance authority here isn't a title on a bio: it's the engine. External validation across 30 exit values and a 303-test suite are what stand behind every number Waterfalls produces. The product pairs that rigor with a clean, fast experience, so the people who depend on these outcomes (founders, investors, finance teams) can read them clearly and act on them with confidence.

That approach also shapes how the tool is run. Rather than chase every adjacent feature, Waterfalls stays narrow on purpose: do the waterfall, do it correctly, and make it easy to share and defend. The same person who answers your email reviews the model behind the learning center, so the explanations you read and the numbers you run come from one consistent source of truth.

A real, reachable person stands behind the tool. Questions, edge cases, or feedback on the model go straight to jerome@waterfalls.app.

What Waterfalls is, and what it isn't

Buyers in this category have been oversold before, so we'll be plain about scope.

It is

A focused, fast, accurate tool for modeling liquidity-event distributions (exit waterfalls) and forward-looking priced-round dilution on a cap table.

It isn't

A cap-table system of record, a 409A provider, or an equity-administration platform. It's the modeling layer that sits alongside or upstream of those systems.

You don't onboard your whole company to model one exit. You can keep a system of record like Carta for the books and use Waterfalls when you need to model what an exit, a new round, or a different preference stack would actually pay out. Different jobs, done well.

Waterfalls is a modeling tool. Its outputs are model results based on the inputs you provide, and are not financial, legal, or tax advice.

Try it on your own numbers

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