Joseph Ma, Penny Ma, and Yaya Ma have decided to form a new company, MakeMeSmart Inc. , that would reinvent education by providing high-quality, personalized, and creative courses using Artificial Intelligence and delivering through Software-as-a-Service (SaaS) platform. Joseph Ma, Penney Ma, and Yaya Ma came with an education, a technology, and an art background, and they have decided to divide their founders share as following:

Joseph Ma: 40%

Penny Ma: 30%

Yaya Ma: 30%

They have registeredMakeMeSmart Inc. in Hong Kong with 10,000,000 common shares.

Billy Gate V, a startup investor, had reviewed their ideas. He decided to invest$500,000.00 through SAFE with a post-money valuation cap of$5,000,000.00and a discount of 5% (SAFE-A Investor).

After working on the product-solution fit for 6 months, Wally Buffet, another startup investor, has decided to invest$1,000,000.00 through SAFE with a post-money cap of$8,000,000.00 and a discount of 5%. He liked the company so much that he asked for a pro-rata right. (SAFE-B Investor).

Another 12 months has passed, MakeMeSmart Inc. is looking for another round of financing and would like to raise $4,000,000.00 through Series A financing to continue its development. There are a few venture capital funds which have expressed interests, but none is willing to lead. After four (4) months of roadshow, the Mas has successfully obtained a term sheet from a venture fund called Poly Techno Venture Capital to invest$3,000,000.00 for 25% of the company with 15% option pool. There is no stock option granted prior to Series A financing. After the term sheet is issued, a venture capital fund Tag Along Venturehas committed to participate the remaining funding.

1) What is the pre-money valuation of Series A financing?

2) What is the post-money valuation of Series A financing?

3) Prior to Series A financing and any SAFE adjustment (if any), how many shares does SAFE-A Investor should have (round it to the nearest integer)?

4)Prior to Series A financing and any SAFE adjustment (if any), how many shares does SAFE-B Investor should have (round it to the nearest integer)?

5) Prior to any SAFE adjustment (if any), how many shares does the founders have (round it to the nearest integer)?

6)Prior to any SAFE adjustment (if any), what is the percentage of ownership for the investors of Series A Preferred Share?

7)Prior to any SAFE adjustment (if any), how many shares will be issued to the investors of Series A Preferred Share (round it to the nearest integer)?

8) Prior to any SAFE adjustment (if any), how many shares will be issued to the lead investor for Series A Preferred Share Poly Techno Venture Capital (round it to the nearest integer)?

9) Prior to any SAFE adjustment (if any), how many shares will be allocated to the stock option pool (round it to the nearest integer)?

10) Prior to any SAFE adjustment (if any), what is the subscription price per share for Series A Preferred Share (round it to 4 digits after decimal point)?

11) Prior to any SAFE adjustment (if any), what is the price per share for SAFE-A Investor based on his/her investment amount (round it to 4 digits after decimal point)?

12) Prior to any SAFE adjustment (if any), what is the price per share for SAFE-B Investor based on his/her investment amount (round it to 4 digits after decimal point)?

13) After SAFE adjustment, what is the total number of common shares after all the Preferred Shares were converted to common shares (round it to the nearest integer)?

14) What is the share price for Series A Preferred Share (round it to 4 digits after decimal point)?

15) How many shares are allocated to the stock option pool (round to the nearest integer)?

16) How many shares are allocated to the investors of Series A Preferred Share (round to the nearest integer)?

17) How many shares are allocated to the founders (round to the nearest integer)?

18) How many Series A Preferred Share does Poly Techno Venture Capital subscribed to (round to the nearest integer)?

19) How many shares are allocated to the SAFE investors after the SAFE adjustment (round to the nearest integer)?

20) How many shares does SAFE-A Investor has after the SAFE adjustment (round to the nearest integer)?

21) How many shares does SAFE-B Investor have after the SAFE adjustment (round to the nearest integer)?

22) What is the market value of SAFE-A Investors share marked by Series A Preferred Share financing (round to the nearest dollar)?

23) What is the market value of SAFE-B Investors share marked by Series A Preferred Share financing (round to the nearest dollar)?

24) Despite the down round, SAFE-B investor has decided to exercise his pro-rata right. What is his pro-rata right percentage (round to two digits after decimal point as a percentage, that is xx.xx%)?

25) How many additional Series A Preferred Share can SAFE-B investor purchase (round to the nearest integer)?

26) How many Series A Preferred Share is left for Tag Along Venture (round to the nearest integer)?

27) How much cash is each investor of the Series A Preferred Share entitled to prior to common share distribution (round to the nearest dollar)?

28) How much cash is available for remaining distribution (round to the nearest dollar)?

29) How much additional cash is each investor entitled to for common share distribution (round to the nearest dollar)?

30) How much cash is each founder and employee with stock option entitled for the acquisition (round to the nearest dollar)?