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Liquidation preference structure spec
The founder (or counsel) has a complete, parameterized specification of the liquidation-preference stack ready to drop into a term sheet or shareholders' agreement.
You receive: A JSON object { series[], seniorityModel (enum: standard|pari_passu|tiered), seniorityOrder[], notes } where series[] is an array of { seriesName, investedAmount, liquidationMultiple, type (enum: non_participating|full_participating|capped_participating), participationCapMultiple (number|null), convertible (bool), tier (number|null) }
Part of Pitch Investors
Example
A sample of what this play produces. Your result is generated for your inputs.
Series
| Series Name | Invested Amount | Liquidation Multiple | Type | Participation Cap Multiple | Convertible | Tier |
|---|---|---|---|---|---|---|
| Seed | 1000000 | 1 | non_participating | true | ||
| Series A | 4000000 | 1 | non_participating | true |
Seniority Model
standard
Seniority Order
- Series A
- Seed
Notes
Specification for STUD's preferred stack, authored pre-signature so a later round cannot accidentally sit junior. Amounts are illustrative: the $1,000,000 Seed matches STUD's target raise (a target, not a committed raise), and the $4,000,000 Series A is an illustrative future round sized off the launch plan. Structure decisions: every series is 1x non_participating with conversion rights, because at STUD's pre-seed stage a clean 1x non-participating stack keeps common aligned with preferred and is the structure STUD would actually sign; participation (full or capped) is deliberately excluded from what STUD offers, so participationCapMultiple is null on every series. Seniority is standard (last money in, first money out): seniorityOrder lists series from most senior to most junior, so Series A is paid before Seed. No series is tiered, so tier is null throughout. This spec parameterizes the clause only; payout math on an exit belongs to the separate waterfall play. Not legal advice.
Opens soon
STUD opens runs for everyone soon, on every play at once.
Scope of the check
What's verified: STUD verifies the spec covers every series, every type/multiple is in range and internally consistent (caps, tiers, seniority permutation). STUD does NOT decide whether the structure is fair, founder-friendly, or what a real investor would accept, and does NOT compute payouts (that is the separate waterfall play). Not legal advice.
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