Concept-of-the-week

Right of First Offer (ROFO)

The Right of First Offer (ROFO) is common in early-stage and private companies. When a shareholder wants to sell, they first notify the company or ROFO holders with the number of shares, proposed price, and key terms. ROFO holders typically have 15-30 days to buy all, some, or none. If they decline or don't respond, the seller can approach external buyers, generally on terms the same as or more favorable to the seller than those offered internally. This gives shareholders the first look, while giving sellers more control over price and terms.

ROFO differs from ROFR (Right of First Refusal): ROFO is triggered when the shareholder decides to sell, while ROFR applies after a concrete outside offer is received and gives existing shareholders the chance to match it - the last look. In the US and UK, ROFOs are used in private company share transfers, private equity deals, joint ventures, and real estate transactions. Courts tend to enforce them strictly when timelines, valuation methods, and obligations are clearly defined; ambiguity can lead to disputes or make a clause unenforceable.

What we’re watching

Anthropic Targets November Listing at up to $2 Trillion:

Anthropic is reportedly targeting an IPO before Thanksgiving, with prospective investors discussing a valuation of $1.8 trillion to $2 trillion. The formal roadshow could begin as early as the week of November 9, with Morgan Stanley, Goldman Sachs and JPMorgan leading the offering, which is expected to raise approximately $100 billion. At that valuation, Anthropic could surpass SpaceX’s $1.77 trillion listing as the largest IPO in history.

Anthropic’s 2025 revenue rose twelve-fold to approximately $4.6 billion, with annualized revenue reportedly reaching $65 billion by July 2026 and expected to exceed $110 billion by year-end. But the company also faces more than $8 billion in operating losses and approximately $518 billion in future cloud, computing and infrastructure obligations, nearly all of which are non-cancellable.

Source: Yahoo Finance

Community Office Hours

Join our next Office Hours on Setting up Muti-entity Structure and Employee Management

As your company grows, so does your structure. New entities come in, and your team keeps evolving through terminations, rehires and transfers. Each of these moves touches your team’s equity, and with so many moving parts, keeping everything in order can get overwhelming fast.

In this Office Hours session, we’re breaking it all down. Bhavesh Singh will walk you through Setting up a Multi-Entity Structure and Employee Management on EquityList, covering Advanced Offboarding Actions, Rehire, and Enabling and Disabling Dashboard Acceleration Vesting, and answer your questions live. Whether you’re a first-time founder or a finance leader managing equity at scale, this session will give you the clarity to get it right.

October 15 | Thursday | 3 PM IST

This week’s highlights

  • Instinct raised $1B Series C at $10B valuation led by Sequoia, Benchmark, Coatue (Source)

  • FieldAI raised $700M at $10B valuation, general-purpose AI for field robots (Source)

  • SiMa.ai raised $150M Series C at $1.45B co-led by Fidelity, Amplify (Source)

  • Supabase raised $150M, acquired Turso (Source)

  • Biossil raised $153M at $1B valuation, led by OpenAI Startup Fund (Source)

See you next week,

Team EquityList

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