Okay - this is tough to do in person but even more difficult to do from just a few sentences on the web. I've just gone through this actually (well, technically still going through it as papers aren't signed [being reviewed]). It took us nearly ten weeks of back and forth but I had revenues and sizeable growth.

Let's call your potential partners "Dave" and "Joe"

Question #1: How much would you sell the company - lock, stock, and barrel - for right now?

Question #2: What do you think the valuation of the company is if you were to raise money?

Question #3: What will the company be worth in each of the following situations: -- If Dave joins but Joe doesn't -- If Joe joins but Dave doesn't -- The assumption is that, if both join, the valuation bump will be equal to the two above

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#2 is likely different from #1 by a wide margin but not necessarily.

Let's say that you felt that #1 was $250,000 yet your potential partners felt it was $100,000. You agree to compromise at $175,000.

I would explain these to the potential partners in terms of, "I'm bringing $175,000 to the table. Dave - we agreed that the company would be worth $225,000 if you joined. Joe, we agreed that, without Dave, the company would also be worth $225,000 if you joined."

Now, if all else is equal, then you could use the formula: $175,000 + $50,000 + $50,000 = $275,000 You: 63.5% Dave: 18.25% Joe: 18.25%

But it generally isn't equal. Dave may agree to a $3,000/mth salary while Joe needs $7,000/mth.