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No Mess (Too Much Liquidation Preference)

ithacaVC

Sometimes, after getting back the LP, the preferred holder then converts to common and gets its prorata share of proceeds left after all LP has been paid (this is called participating preferred). One final background point, a “liquidation event” is a sale of the company and typically NOT an IPO. It might be.

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WHAT ARE SUPER PRO RATA RIGHTS?

Scott Edward Walker

Super Pro Rata Right” means a right of first offer to purchase up to 50% of the total amount of the next round raised in the aggregate of any Equity Securities (as defined below) the Company may sell or issue following the date of this Term Sheet. The post WHAT ARE SUPER PRO RATA RIGHTS? appeared first on WALKER CORPORATE LAW GROUP, PLLC.

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What is an employee retention or M&A carveout plan?

Startup Company Lawyer

Due to aggregate liquidation preferences that may exceed the acquisition price in an M&A deal, common stock may be rendered worthless. Junior Preferred Stock. Some companies have implemented junior preferred stock, which often receives a certain percentage liquidation preference on the sale of the company.