Feld Thoughts

JUNE 10, 2022

Sometimes, given your syndicate configuration, you have no choice but to take structure in a new round. Rather, when you have a choice between a financing at a lower valuation and a financing with all kinds of crazy structure to try to maintain a previous valuation, negotiate the best price you can but do a clean financing with no structure.

Down Round 162

Down Round Ratchet Liquidation Preference Participating Preferred 162

Agile VC

APRIL 17, 2011

liquidation preference, 6% accumulated dividend (1). Series A-1 Preferred. liquidation preference, 6% accumulated dividend. Series B Preferred. liquidation preference, 6% accumulated dividend (1). Series B-1 Preferred. liquidation preference, 6% accumulated dividend (1).

Pre-Money Valuation 113

Pre-Money Valuation Liquidation Preference Dividend Common Stock 113

Austin Startup

AUGUST 1, 2017

First, investors will sometimes be willing to take a higher valuation if it means getting a heavier liquidation preference. Should you accept a 3x liquidation preference with a $15MM valuation instead of a 1x preference at a $8MM valuation? If you’re confident you’ll get a huge exit, maybe.

Liquidation Preference 48

Liquidation Preference Common Stock Valuation Silicon Valley 48

Professor VC

JUNE 6, 2016

I can just picture Mr. Rogers saying "Children, can you say participating preferred stock with an uncapped 3x liquidation preference and a full ratchet?" When AngelList first launched syndicates a few years ago, I was very skeptical of the idea of angels taking carry on my investment. I got over it.

Syndication 28

Syndication Syndicate Ratchet Cap Table 28

Feld Thoughts

JULY 14, 2015

It usually happens in a later round, when the company is in fact worth much less than the liquidation preference overhang and insiders use a pay-to-play and a low valuation to reset the preferences and the cap table. and the investors, who put up $1m in a convertible note, get 0.1%. Sure – it happens.

Recapitalization 70

Recapitalization Pre-Money Valuation Post-Money Valuation Angel Investor 70

Professor VC

APRIL 1, 2010

I had a discussi on with another angel investor a few months ago and he was bragging about the deal he just struck that included a 3X participating liquidation preference. This will both reduce the number of angel investors and make it more difficult to syndicate across stage lines. The old Keep It Simple Stupid Principle.

Term Sheet 32

Term Sheet Angel Investor San Jose Venture Capital 32

Professor VC

JULY 25, 2013

In investment parlance, it strictly means that new classes of stock have equal rights with prior classes in terms of liquidation preference, voting rights, etc. Another area where I''m not sure I stand is with some of the more formal referral and syndication programs that are emerging now.

Term Sheet 46

Term Sheet Silicon Valley Syndication Syndicate 46