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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 NameInvested AmountLiquidation MultipleTypeParticipation Cap MultipleConvertibleTier
Seed10000001non_participatingtrue
Series A40000001non_participatingtrue

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

Cost50 credits
ProtectionSpent when the run starts · returned only if STUD is at fault

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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