Updated September 7, 2026 · Seed closes October 31, 2026
This is the long version. The short one is four minutes and lives on the investor page. This document is what you read when you have already decided the idea is interesting and now want to check the arithmetic. Every number here is either sourced, or labelled as a plan.
A cashier's core function is transcription. A person says what they want; the cashier converts it into an electronic record. That translation layer was never automated, because until about eighteen months ago it could not be. Voice was not good enough, latency was not good enough, and a synthetic face was uncanny.
All three changed at once. What used to require a person now requires a tablet.
What that is worth is not mainly a payroll line, and I would rather not sell it as one. A counter that serves ten people at once has no queue. A counter that speaks thirty languages does not lose the order — or the dignity — of the customer who speaks none of them. A counter that never gets tired offers the upsell on the worst shift of the week as reliably as on the best. And the person who was transcribing gets the part of the job a machine cannot do: know a regular, fix a problem, run a room.
The saving is the proof, not the pitch. It is what makes this transition inevitable rather than optional. But a merchant who buys this in order to have fewer people has bought the wrong thing, and in my experience most of them do not.
What a staffed twelve-hour counter costs today, fully loaded in California. Most of those hours go into transcription.
Counter turnover in quick service is among the highest of any US role. The owner rehires the same job every year.
Languages per shift. In Los Angeles that loses the order before it starts.
If a single counter works, the company is an execution problem. If it does not, nothing else matters. So here is the whole business in one table.
| Line | Amount | Note |
|---|---|---|
| Merchant pays, all-in | ~$800 / mo | $99 subscription plus $0.25 per active AI-minute at working load. $0 when idle. |
| What it replaces | ~$7,000 / mo | Two counter hires at ~$3,500 fully loaded. |
| Gross margin, subscription layer only | $350–413 / mo | $354 where the merchant bought the terminal outright, $413 on the lease tier. After AI minutes, cloud and hardware over 24 months. Unencumbered — engineering is salaried, not on a share of margin. This is the floor, and it is the only layer live today. |
| + Payments, sponsor platform (plan, next round) | +$135–225 / mo | 0.3–0.5% of the ~$45,000 a month the same counter already routes. Near-zero incremental cost to serve — the terminal, the merchant and the transaction are already ours; only the routing is not. See §05. |
| + Payments, own registration (plan, $500M+ routed) | +$450 / mo | At roughly 1% once we hold the facilitator registration rather than renting one. Same counter, same box, no new sales effort. |
| + Attract-screen advertising (plan) | must clear $228 | The hard part first: the advertising tier is break-even today, not upside. A merchant who accepts partner ads pays $0.15 a minute instead of $0.25 — at 2,280 minutes that gives up $228 a month, which is what a minute costs us today. So advertising has to clear $228 per counter per month just to stand still, and at a thousand counters that is $228,000 a month of advertising to actually sell. It becomes real when inference falls to $0.08, where the bar drops to $68. Excluded from every figure in this document until then. |
| The same counter, fully layered | ~$490–640 → ~$800+ | This is what a counter is actually worth once the layers we have designed are switched on — $490–640 with a sponsor platform, past $800 at our own registration. Nothing here requires winning a new merchant. I price this round on the $350 floor and hand you the rest as upside I have to earn. |
| Hardware and install | $1,489–1,885 | iPad Pro 13″ at the counter — chosen for its four-microphone array, because a product whose whole job is hearing an order across a busy counter does not economise on microphones — plus an 11″ kitchen tablet, a locking stand and mount printed in house, a $59 reader, cables and freight, and $200 of install labour. The merchant pays $1,500 to own the kit and the install outright. At volume sourcing that lands on the line, deliberately — we do not sell the box at a loss and we do not make money on it either. On the purchase tier no capital is tied up at all. On the lease tier we carry the kit and recover it over about thirteen months of the $99 equipment line, which is why the round funds a leased fleet rather than a hardware business. |
| Cost to win | $950 · $1,150 | $950 commission to whoever closes the merchant, paid out of money that merchant already sent us. On the purchase tier the merchant's $1,500 covers the install too, so a counter costs us the commission and nothing else. On the lease tier we carry the $200 install ourselves. Either way it disappears when merchant self-install ships. |
| Cost per AI-minute to us | $0.15 → $0.08 | Falls with volume; the price holds at $0.25. At $0.08 the margin goes to roughly $550. |
The last line is the one that matters most. Volume makes this business more profitable, not less. Most hardware-plus-service companies work the other way.
The face is the interface. A camera detects presence and the AI wakes. It takes the order conversationally, handles modifiers and a mid-order change, upsells every ticket, prompts the tip, takes the card and fires the ticket to the kitchen screen. One tap hands the customer to a human, mid-order, nothing lost.
The model never computes a price. It proposes intents; a deterministic state machine validates every line against the merchant's real menu and does all arithmetic. A hallucinated item on a receipt is structurally impossible rather than merely unlikely. This is enforced by strict schema on tool calls plus validation against the menu, and it is the difference between a demo and something you can put in front of paying customers.
| Moment | Target p50 | Hard p95 |
|---|---|---|
| Approach to greeting | 0.8s | 1.2s |
| End of speech to response | 1.0s | 1.8s |
| Barge-in registered | 150ms | 250ms |
| Cart updates on screen | 120ms | 200ms |
| Tap to payment confirmed | — | 4s |
These are acceptance criteria for the build contract, measured with synthetic probes on real Los Angeles networks. They are not aspirations.
Subscription today. A transaction-embedded take as the payments layer lands. The tiers below are the model, not today's revenue.
| Tier | Who | How they pay |
|---|---|---|
| Entry | Trucks, cafés, pop-ups, independents | $99/mo plus $0.25 per active AI-minute. ~$800/mo all-in per counter. |
| Mid-market | Regional chains, ghost kitchens, drive-thrus | $199/mo founding rate, multi-location dashboard, custom voice per brand. At scale, an embedded transaction take plus hardware lease. |
| Enterprise | National chains, premium retail | Zero subscription, zero upfront. 0.3% transaction take. Hardware bundled. We earn only when they earn. |
One deployment, three ways to monetise it. The same land-then-expand curve Stripe and Toast ran, applied to a category an order of magnitude larger.
This is the part most decks wave at. Here is the mechanism.
Of a 2.7% card-present fee, roughly 1.7–1.9% is fixed: interchange to the issuing bank and assessments to the card networks. Nobody negotiates that, including Stripe. The contestable slice is the processor's 0.8–1.0%.
We take 0.3–0.5% of it by becoming a payment facilitator under a sponsor platform rather than registering ourselves. The sponsor holds the card-network registration, the sponsor bank and the money-transmission licensing. We hold the merchant and set the retail rate. Two to four months and low six figures to integrate, against the $500K–2M and 12–18 months a self-registered facilitator costs. That question returns at roughly $500M of routed volume, and at that point the take approaches 1%.
At ~$45,000 per month of card volume per counter, a 0.3–0.5% take is $135–225 per counter per month at near-zero cost to serve. That is roughly double the subscription line, earned from merchants the subscription already won.
At a thousand counters, those terminals route ~$45M a month. This is not live today. Every tap currently routes through a third-party processor and we capture none of it. Closing that gap is what the next round funds.
Visa and Mastercard own the rails, and that is not the fight. We own the counter, and the counter decides which rail the transaction takes.
One terminal on one counter, monetised ten different ways. Two earn today. One is funded by the next round. The other seven are plans, sized here so you can check the arithmetic rather than take an adjective. Every layer runs on hardware already sitting on the counter: no second install, no second sale.
| # | Layer | Status | How it earns | Intersecting market |
|---|---|---|---|---|
| 01 | Labor replacement | Live | ~$800/mo per location, all-in | $2.2T frontline labor |
| 02 | Transaction take | Next round | 0.3–0.5% per transaction routed | $25T retail GMV |
| 03 | Upsell delta | Plan | 30–50% of AI-generated lift | ~$1.25T cart-lift |
| 04 | Identity / customer graph | Plan | $5 per customer per year, licensed | 4B retail customers |
| 05 | Inventory SaaS | Plan | $200–500/mo per location module | 30M retail locations |
| 06 | Loyalty and CRM | Plan | $100–300/mo per location | 30M retail locations |
| 07 | Hardware as a service | Live | $40–80/mo device lease | 100M+ endpoints |
| 08 | Working capital | Plan | 8% spread on transaction-backed SMB loans | $200B+ SMB credit gap |
| 09 | In-screen advertising | Plan | CPM on the idle loop | ~$70B in-store digital ads |
| 10 | Loss-prevention insurance | Plan | 20–30% margin on the premium pool | $50B loss insurance |
The market column is the size of the intersection each layer sits in, not revenue we claim. Each layer reinforces the next: labor unlocks transaction routing, transactions unlock the identity graph, identity unlocks lending, hardware unlocks the scale that makes all of it worth doing.
Capturing one to three percent of the stack above at maturity is the arithmetic behind a hundred-billion-dollar outcome. Gated on execution, and on raising every round between here and there.
| Ring | Size | What it is |
|---|---|---|
| Where we start | $118M / yr | Los Angeles alone. About 15,400 restaurants in the city; roughly four in five have no self-checkout, which is ~12,300 counters at ~$800 a month. The thousand counters this round deploys are eight per cent of one city — the plan does not require a new market, a new geography or a single door I have not already walked. |
| What we sell today | $5.8B / yr | ~600,000 US food-service counters with no self-checkout, at ~$800/mo. Los Angeles first. |
| What the wedge reaches | $43B / yr | 4.5M+ checkout seats across G7 economies at the same rate. Before payments or advertising. |
| The budget it is paid from | $3.55T | Global retail frontline labor. This is what our customers already spend, not revenue we project. |
Kiosk penetration worldwide sits around 20%. The counter was not skipped because it was unattractive; it was skipped because the technology did not exist.
Three machines run in parallel, and not one of them requires payroll before revenue. That is why ten thousand counters inside twelve to eighteen months is a capital question rather than a headcount question.
| Machine | How it is paid | Cash before this round |
|---|---|---|
| Sales, today | 100% commission out of money the merchant already paid us. $100 on a collected deposit, then 10% of that counter's collected revenue for 11 months. Reps recruit reps for a 2% override. | $0 |
| Sales, after the round | This is what the round buys. Commission-only hunters become W-2 closers at $800–1,100 per activation against a 12-per-month quota, plus mandatory expense reimbursement. California AB5 makes contractor field reps a misclassification suit waiting to happen, so the moment there is money the field force goes on payroll. | Funded |
| Engineering | Salaried from this round, under a modest vesting equity grant, with present assignment of IP. The engineering lead takes the CTO seat. Gross margin carries no revenue share against it. A single founder with a contractor in another timezone is not a structure that survives a Series A, which is why this is the first line the round funds. | Funded |
| Distribution | Four years of Los Angeles operator relationships, wound down in January 2026 and pointed at this. | Inherited |
| Marketing | The screen is the channel. An idle counter runs a partner loop. | $0 |
| Compute and cloud | NVIDIA Inception resources and AWS Activate credits. | Credits |
Until now nothing has been paid before revenue, and that was right while there was nothing to sell. It stops the day the money lands, deliberately. Commission-only field reps cannot be run as contractors in California at scale, in-house engineering cannot sit behind one contractor forever, and a founder living on personal credit is a single point of failure a fund is right to worry about. So the round pays for the field force on W-2, the first in-house engineers, and a founder floor. It does not pay for an office, an advertising budget, or a VP of anything.
The build is specified as five acceptance cycles with hard gates — no calendar deadlines, only order and proof on working software at a real counter. Each one unlocks a different part of the business, and they are not interchangeable.
| Cycle | What ships | What it unlocks | Gate |
|---|---|---|---|
| 1 · The avatar is alive | Kiosk, presence detection, avatar session, attract crossfade. | The thing you can talk to today. Substantially done. | ≤1.5s to greet |
| 2 · The first dollar | Menu, cart state machine, tool calls, upsell, card reader, receipts, and the payment path with our split retained automatically. | The first paying merchant, and the payments layer of §05. Nothing else in this document happens before this one. | ≥95% cart accuracy · zero pricing errors · a real customer pays |
| 3 · The merchant installs himself | Owner app: menu entry, dish photography generated in-app, a persona gallery or the owner's own face and voice, kitchen tablet paired by scanning a code. | This is the one that removes the ceiling. While every install costs a person and a van, growth is a headcount problem. After this it is a download. | owner alone, first order in under 30 min, three out of three |
| 4 · It survives a real shift | POS bridge to Square, printer and kitchen display, offline queue, staff takeover panel, usage metering, and node security. | Counters two through ten. Kiosk lock, jailbreak detection, no secrets on the device, PAN never leaves the reader. | 24h with network drops · zero lost tickets · invoice to the cent |
| 5 · Scale | Device management, ops console, owner dashboard, the advertising pipeline, latency probes. | The advertising layer, and a system an in-house team can take over without rewriting it. | 5+ self-installs a week with no engineer involved |
Recruiting a field rep costs about a hundred dollars — roughly ten candidates, one of whom works out. So a hundred reps, enough for two thousand installs a month, costs ten thousand dollars to hire. Against a two-million-dollar round that is not a constraint, and it would be dishonest to present it as one.
The constraint is the hundred people themselves: onboarding, territories, quality, and someone for each of them to answer to. That is not a thing capital fixes in a quarter, and it is the reason a field-only plan flattens out long before a hundred thousand counters.
Merchant self-install is what converts a headcount ceiling into a download. It is the single highest-leverage line item in the build, it is specified with a hard acceptance gate, and it is why the round funds engineering before it funds anything else. Move the install ceiling on the model and watch the hundred-thousand-counter date appear and disappear.
I built the thing that is running. Alone, with AI tooling, on personal money. That is the part of this company that is already proven, and it is proven by a product in production rather than by a claim about a team.
What I am buying now is speed. Senior engineers, salaried out of this round under a modest vesting grant. Nothing is signed — I do not execute a salary I cannot fund yet, and I am not going to pretend a handshake is a hire. The people I have been talking to came to me, not the other way round — YC-backed, ex-Google AI, their own startup having not worked out, back in the Valley shortly. That is a better signal than a recruiter’s pipeline, and it is still not a signature. If they do not come, others will; at this level in this city they are findable, and the product does not stop existing while I look.
The arithmetic is simple. A share of gross margin looks free while there is no margin, and gets expensive precisely when things work: at a thousand counters the company clears roughly $400,000 a month in gross margin, and every point of that given away is permanent. Salary is a fixed cost that a thousand counters covers many times over. I would rather carry a known cost now than hand over a share of the thing I expect to compound.
What that costs me is honesty about the risk: salary starts before revenue does, which moves the risk from them onto me and onto this round. That is a deliberate trade, and it is the reason the round closes in October rather than whenever.
I can economise on almost everything in this company, and I do — no office, no advertising, no VP of anything, a founder on personal credit. I will not economise on what people need to live. Underpaid engineers are how a seed-stage company quietly dies: the good ones leave, the ones who stay build something you have to throw away, and you discover it at the worst possible moment. Either this team is paid properly, or a different team that is just as good gets paid properly. Those are the only two options I am willing to run.
That is what the $500K engineering line is — roughly a year of a team at this level plus the first in-house hires, not a placeholder.
The honest version of the ask, because it is stronger than the usual one.
The model I ended up with does not consume capital to add a counter. A merchant who buys the terminal outright pays $1,500 at signing, which covers the hardware and the install with margin left over. The field force is paid out of money the merchant has already sent us — $100 on a collected deposit, then a percentage of collected revenue. Marketing is the idle screen itself. Every counter funds the next one.
Run that forward and $250,000 gets to roughly a thousand counters. I have modelled it, and it works on paper.
It also works with no margin whatsoever. One quarter of slower collections, one hardware batch stuck at customs, one bad month, and the whole thing stalls with no reserve behind it. It takes about three times as long. It puts the founder on personal credit for the duration, which is exactly the single point of failure a fund is right to underwrite against. And it means the field force stays on 1099 in California longer than it legally should.
Not the possibility. The speed, and the margin for error. The plan is already capital-light by construction; the round removes the fragility from it and compresses three years into one. It buys the leased fleet outright instead of one batch at a time, puts the field force on W-2 before the misclassification exposure matters, hires the first in-house engineers so the product does not live with one contractor, and leaves a reserve so a single bad quarter is an inconvenience rather than the end.
Put plainly: you are not funding whether this happens. You are funding how fast, and how safely. A business that needs the money to exist and a business that uses it to compound are priced differently, and this is the second one.
Everything modelled on the model page is a field-sales business: people knock, people install, growth compounds until headcount caps it. That is the conservative road, and it is the one the numbers describe.
There is a second road, and it is not in any figure I have shown you. A recognised face on a hundred thousand idle screens is not advertising we buy — it is advertising we own, and a merchant who already knows the name closes in one visit instead of three. Category demand pulled rather than pushed does not compound at twelve per cent a month; it steps. The same hundred thousand counters that take five years by headcount could take two or three if a brand-led wave lands, and the honest position is that I am building for that outcome and underwriting the slower one.
Which is why the ambition beyond it is stated plainly: 350,000 counters, then a million. Not as a projection — as the shape of the thing being built, and the reason the architecture, the partner terms and the cap table are all set up for a company that runs for decades rather than one that exits at the first good offer.
The field force gets us to a thousand counters. It does not get us to a hundred thousand, and no advertising budget I could raise would either. The screen is the inventory. Every idle counter is attention we own outright and pay nothing to acquire, which makes it something a consumer brand wants and something we can trade rather than sell.
I have already run this negotiation once. In the previous business I sat with top-tier talent and their management about building a brand jointly, structured on a percentage rather than a fee — the principal takes equity or a share of what the brand earns, and no cash leaves the company. That is the same structure I intend to use here, and it is the only marketing model I am interested in: partners on equity, not invoices.
The honest timing: at a thousand counters that conversation is not interesting to a principal of that calibre. At the valuation and footprint the next round implies, it is — which is precisely why it belongs in the plan for the thousand-to-hundred-thousand stretch rather than in this round's use of funds. Nothing is signed, and I am not pricing it in. What I am telling you is that the access exists, the structure has been negotiated before, and the inventory to pay for it is being installed right now.
| Partner | What it is | Status |
|---|---|---|
| LvlUp Ventures | First Check Fund. We are a portfolio company; the check is written on a post-money SAFE alongside the operating support that comes with the fund. | Closing |
| Tavus | The real-time video human layer the cashier's face runs on — our single largest variable cost. We are on their most favourable tier at effectively no cost through the early phase, against a package that lists from $210,000, while we run on their model rather than our own. Every margin figure in this document is nonetheless computed at full cost, so the concession is headroom rather than something the plan leans on. | $210K tier, from $0 |
| NVIDIA Inception | Member. Compute resources and go-to-market access. | Active |
| AWS Activate | Credits approved. The cloud bill through the pilot phase is largely covered. | Approved |
| Engineering | The production runtime was built by the founder, alone, with AI tooling. Senior engineers are being brought in to go faster, on salary, from this round. Nothing signed, nothing promised, no equity committed. | Founder-built |
| Stripe · Square | Payments live; Square integration shipped. Toast and Clover next. | Live |
Compute is credited. The face is on partner terms. The growth pays for itself.
I grew up on a ranch in the Caucasus and wanted to build a grocery network. I opened one store. Two years later there were around twenty brands under my own label — including Azau Crystal, a premium water bottled from a source at 3,937 metres inside the Elbrus national park, built to sit next to San Benedetto rather than under it. Then I did something that matters more here than any of it: I built and deployed reverse vending machines that collected glass bottles — unattended hardware, standing in a retail environment, taking an action from a member of the public without a person behind it. That was 2016 to 2018. I have put automated machines on a retail floor before, and I know exactly what breaks.
I stood behind the register of that first store myself. I know what a twelve-hour counter costs a person, and I know what it costs the owner, because the owner was me.
I took that as far as that market goes. Then I had to leave, and all of it stayed behind.
Leaving was forced; where I went was not. I had grown up on venture stories — companies built as systems, aimed at a better version of the future rather than at next quarter — and the market I had reached the top of had no room for one. So when I had to choose a country, I chose the one where that company is possible.
Then Los Angeles, and four years of selling door to door: cafés, delis, multi-location operators, premium grocery. What came out of it was a premium confectionery brand, built with a partner who had previously created a chocolate company and sold it to Mars. It worked. There was a real path to a couple of hundred million dollars, and I could see every step of it.
The path was five to seven years long, and it was not the thing I came here to build.
So in December 2025 I shut it down. Not a wind-down after a decline — I walked away from a functioning business, a serious partner and years of accumulated groundwork, on purpose, while it was still working. That is the most expensive decision I have ever made deliberately, and I made it because I had finally seen the difference between a good business and the right one.
I registered Walletta in March 2026. By May I had the engineering team. A ceiling you reach in seven years and a ceiling you reach in one are not the same company, even when the number matches — and this one clears it in a year.
Looking back, the cashier is the thing every earlier project was practice for. Twenty labels taught me packaging and shelf. The store taught me the counter. The bottle machines taught me unattended hardware — what a machine in a public space costs to service, and how quickly people abandon one that fails. Four years of Los Angeles doors taught me the buyer, and the confectionery business taught me what a category looks like when someone who has already exited one is standing next to you. Roughly ten thousand hours, a great deal of it spent being wrong, and all of it pointed at one problem I kept circling without naming.
None of those four years were wasted, because they were the distribution. Every door I knocked on is a merchant who takes my call now. I did not build software and then hunt for a market. I accumulated the market first, then went looking for what to put through it.
Three months after incorporating there was a runtime you could talk to, paid for with personal capital and personal credit, because I wanted the validation risk absorbed before anyone else's money touched the cap table.
I am not an engineer, and I built the runtime anyway — alone, with AI tooling, in the three months after incorporating. That is the whole thesis about this moment: a person with distribution can now build the product, where five years ago he would have had to raise money to hire someone to build it badly. Engineers make it faster. Distribution is still the part nobody can buy.
The face on the terminal belongs to my wife, who is a model and has run the brand and influencer side of every business I have built. That is also where the access behind the partnership model in section 09 comes from — it is a working relationship set, not a list of people I once met.
The buyer is a shop owner behind a counter, deciding alone, in the ninety seconds between one customer and the next. I sold that exact person for four years.
And before that, I was him.
The reprice at $150M is a waypoint in year one, not an outcome. Read the whole ladder before pricing the first rung.
| Counters | ARR | Where comparables raised |
|---|---|---|
| 100 | $0.96M | $20–35M |
| 1,000 | $9.6M | $150–300M |
| 3,000 | $28.8M | $500–800M |
| 10,000 | $96M | $1.4–2.4B |
| 100,000 | $960M+ | $10–15B on subscription alone |
These are ranges in which comparable companies raised, not valuations of this one. The right-hand column prices the subscription line only; the $20B figure below adds the payments layer those same counters already route. Every row after the first depends on the row before it, and on raising each round in between.
Deploys 1,000 counters. The only entry priced before terminals stand on counters. We do not raise at this cap again. Lead cheque $500K–$1M. Closes October 31.
Raised on live revenue, not projection, roughly twelve months from this close. 1,000 counters at ~$9,600 a year is a $9.6M run-rate. Toast carries roughly $108,000 of enterprise value per location across ~180,000 locations at about 8× ARR. Two things make that a floor rather than a ceiling.
First, early-stage multiples track growth rate, not revenue size — the same numbers growing 2× a year are worth roughly a third of what they are worth growing 10×. Toast is priced on a mature company's slope. Second, comparing us to a point-of-sale vendor understates the unit. Toast at 140,000 locations is largely software and processing. The same counter here carries five streams — subscription, AI minutes, the acquiring share, hardware lease and the screen — so revenue per node is higher at the same location count, and the advertising layer needs no second sales force to collect. A target, not a promise.
Ten thousand counters inside twelve to eighteen months of the A. At ~$800/mo that is a nine-figure run-rate.
Counters routing payments, identity and in-screen advertising. The network sets the price, not a stage label.
This is the number the company is engineered against, and it is arithmetic rather than ambition. 100,000 counters at ~$800/mo is a ~$960M subscription run-rate. The same counters route roughly $54B a year in card volume; at the 0.5% platform take of §05 that is a further ~$270M, and near $540M once own registration is economic. Call it $1.2–1.5B of revenue at growth-category multiples. If the counter count stalls short of it, the gap closes with additional products on the same installed base, not with a bigger number on the same slide.
At a million counters the subscription line alone is a ten-figure annual business and the routed volume is a payments company in its own right. This is where the holding structure matters: the installed base stops being a customer list and becomes a distribution channel for whatever the group builds next. Toast built a multi-billion-dollar company inside one vertical. The counter is every vertical.
I have made a 100× return before, on stores I built myself, and it is still the most expensive mistake of my life. The multiple was excellent. The decision was wrong, because I sold the compounding along with the asset and then spent years trying to buy my way back to a starting line I had already been standing on.
I know how to sell a company. That is precisely why I intend not to. The posture is to be permanently acquirable — clean cap table, real governance, audited numbers, nothing that would need explaining in a data room — because readiness is what keeps the price high, and a high price is what makes declining it meaningful. An unsellable company has no leverage; a company that says no from a position of being wanted has all of it.
Where that leads is a holding company rather than an exit: new products of the group, sold through counters that are already installed, run by management I hire and hand the wheel to. I would rather hand over the operating role than hand over the company. This is not a founder refusing liquidity — liquidity comes from compounding through each round and eventually from public markets, which is where a $20B floor actually pays, and it pays far better than a cheap early exit. It is a founder who has already run the other experiment and read the result.
I am not doing this for the money. The money is the scoreboard, and a scoreboard is useful — but I am building the thing I spent twenty years being unable to build, and I have no interest in stopping it early a second time.
You will find every one of these in diligence anyway. Better that you find them here first, with the answer already attached. Where there is no answer yet, it says so.
No burn on overhead. This tranche is a hardware purchase order with a revenue outcome attached.
The transition happens with or without us. The only question is who owns the layer underneath it.
Walletta, Inc. · Delaware C-Corporation · ESOP 20% adopted · no 409A valuation yet; option grants are committed within 60 days of a 409A or a qualified financing. Equity promised outside the founder and the pool is held deliberately small and is recorded in an internal ledger before any promise is made; gross margin carries no revenue share against it. Post-money SAFE with MFN protection; no board seat. Market sizing counts checkout-only roles that do not handle stock or merchandising, and every market figure is labelled as an intersecting market rather than claimed revenue. Layers marked Plan are not built and are not funded by this round. Forward-looking statements reflect current internal goals gated on the metrics of the preceding step, and are not guarantees. Nothing is signed with named enterprise accounts to date; conversations in progress are described as such. The full model is published, not available on request — every figure on this page is computed there and you can change the assumptions yourself.