What's my dilution if I raise 500k on a convertible with a 2m cap?

The convertible’s term sheet: "Upon closing of an Equity Financing [before an Event of Default, a Liquidity Event or the Maturity Date], the Loan plus accrued interest ("Conversion Amount") will be converted into that number of Conversion Shares equal to the quotient obtained by dividing the Conversion Amount by the lower of:

  • the price paid per Share in the Equity Financing; and
  • the Conversion Cap divided by the Fully Diluted Capitalization immediately prior to the closing of the Equity Financing;

whichever gives the most Conversion Shares to the Lender."

So, with 8% interest/year, 12 months till the priced round, 4m pre-money valuation and 1m investment..

..I dilute 34%.