<div class="portada"><div class="meta">Menteia · RosettaDMS · October 2026 · Confidential</div>

# Financial model and round

**RosettaDMS** — Connects a car brand with all of its dealers whatever their DMS: through an API or an AI agent that operates it like a service advisor, a central brain that translates everything, an MCP server and voice with Allo.</div>


## The offer
| Item | Value |
| --- | --- |
| Amount to raise | US$425,000 |
| Equity offered | 29.8% |
| Pre-money valuation | US$1,000,000 |
| Post-money valuation | US$1,425,000 |
| Gross 24-month spend | US$380,371 |
| 10% contingency | US$38,037 |
| Projected 24-month revenue | US$435,000 |
| Peak cash need (net of revenue) | US$117,732 |
| Cushion if revenue targets are met | US$307,268 |

The amount covers **24 months of gross spend excluding revenue** plus a 10% contingency. If revenue targets are met, the cushion extends the runway or funds additional growth without another round.

### How we arrived at the valuation
Demo stage, no pilot or revenue: same as Menteia Hedge, below the YC reference.

| Comparable | Actual data | Source |
| --- | --- | --- |
| Authenticom (US) | US DMS data integrator; no verified valuation in this review | — |

**Market references**

| Reference | Data | Source |
| --- | --- | --- |
| Y Combinator standard deal | US$125k for 7% on a post-money SAFE (≈ US$1.79 M post) + US$375k on an uncapped SAFE with MFN | ycombinator.com/deal; ycinsight.com/yc-deal |
| YC Winter 2027 deadline | 2-Nov-2026, 8 pm Pacific time; batch Jan–Mar 2027 [verify at ycombinator.com/apply] | buildmvpfast.com; blog.mean.ceo |
| Pre-seed in LatAm | Average valuation US$2.1–2.2 M (1H-2025); no verifiable public median exists for Mexico | equidam.com/startup-valuation-delta-h1-2025 |
| Pre-seed SAFE caps in the US | Median ~US$10 M post for US$250k–1M rounds (2025); 93% of pre-seed rounds are SAFEs | carta.com/data/state-of-pre-seed-2025-full-report; carta.com (Q2-2026) |
| Growth YC considers good | 5–7% per week in the main metric (revenue or active users) | paulgraham.com/growth.html |
| Default alive | At current growth and spending, does it reach profitability before the money runs out? | paulgraham.com/aord.html |

### Default alive?
No. No revenue yet. Revenue figures in this model are projections, not data; the only actual revenue is shown in *04_Traccion* (traction).

### Dilution if raised in tranches
- Full round (24 months): US$425,000 for 29.8%.
- First tranche only (12 months, US$200,000): 16.7% at the same valuation.
- Reference: YC gives US$125k for 7% plus US$375k on an uncapped SAFE.

## Use of funds
| Category | Amount | % of total |
| --- | --- | --- |
| Product and engineering team | US$131,351 | 31.4% |
| Sales, marketing and customer success | US$110,781 | 26.5% |
| Founders (time dedicated to the project) | US$68,303 | 16.3% |
| Infrastructure and AI compute | US$38,736 | 9.3% |
| Legal, compliance and tools | US$31,200 | 7.5% |
| Contingency (10%) | US$38,037 | 9.1% |

## Funded team
Gross monthly market salaries for startups in Mexico, shown in USD at an assumed exchange rate of 18.5 MXN/USD. Employer cost = salary × 1.35 (social security, housing fund, payroll tax and benefits).

| Role | Salary USD/month | FTE | Start | Cost USD/month |
| --- | --- | --- | --- | --- |
| Senior full-stack engineer | US$4,054 | 1 | month 1 | US$5,473 |
| B2B account executive | US$2,162 | 1 | month 5 | US$2,919 |
| Customer success / implementation | US$1,892 | 1 | month 12 | US$2,554 |

**Founders:** 15% of the three partners' time allocated to this project. Reference salaries: CEO/CFO US$5,135, CTO US$5,135, Legal US$3,784 per month.

## Operating expenses (USD/month, month 1)
| Item | USD/month |
| --- | --- |
| Infrastructure (servers, database, telephony) | US$600 |
| AI compute (LLM, voice, OCR) | US$600 |
| SaaS tools | US$300 |
| Legal, accounting and compliance | US$600 |
| Other (office, travel, insurance) | US$400 |
Infrastructure and AI grow 3% per month with volume.

## Quarterly projection
| Quarter | Revenue | Expenses | Net cash flow | Cumulative cash used |
| --- | --- | --- | --- | --- |
| Q1 | US$0 | US$34,965 | US$-34,965 | US$34,965 |
| Q2 | US$2,400 | US$41,127 | US$-38,727 | US$73,691 |
| Q3 | US$11,700 | US$44,370 | US$-32,670 | US$106,361 |
| Q4 | US$36,000 | US$47,248 | US$-11,248 | US$117,608 |
| Q5 | US$60,300 | US$52,680 | US$7,620 | US$109,988 |
| Q6 | US$84,600 | US$53,004 | US$31,596 | US$78,392 |
| Q7 | US$108,900 | US$53,328 | US$55,572 | US$22,819 |
| Q8 | US$131,100 | US$53,652 | US$77,448 | US$-54,629 |

**Revenue assumptions:**
- No revenue during the pilot until month 4; the 4 pilot dealers pay from month 5.
- From month 8, ~9 dealers per month from the brand's network: ~150 by month 24.
- Proposed price: US$300 per connected dealer per month, paid by the brand.
- AI includes compute for computer-use agents and virtual desktops.

Month-by-month detail in *modelo_24_meses.csv*.

## Suggested terms (non-binding)
- Instrument: Seed Series preferred shares issued by a Mexican S.A.P.I. (or a SAFE with a valuation cap equal to the post-money and a 20% discount).
- 1x non-participating liquidation preference.
- Employee option pool: 10% post-round, to be created before closing.
- Quarterly information rights (financial statements, roadmap KPIs) and a board observer seat for the lead investor.
- Pro-rata rights in the next round; standard tag-along and drag-along.
- Founder vesting: 4 years with a 1-year cliff, crediting time served since the project began.
- Structure: spin the project out of Menteia into its own S.A.P.I. (Menteia and the founding partners as shareholders, with a shared technology license) or invest directly in Menteia (see the holding folder).