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VENTURE-CAPITAL-BASICS5 MIN READ

Walk Liquidation Preference

Identify how liquidation preference, participation, and seniority affect exit proceeds.

Exit math The acquisition headline looks good, but the preferred stack determines who receives the first dollars. Preference terms matter most in the exits that are good enough to sell but not big enough to make everyone whole. Waterfall logic Preference before ownership percentage Do not read a cap table as a payout table until you apply the preferred-stock waterfall. React Multiply exit value by ownership. An exit proceeds view, not just an ownership view. The proceeds waterfall decides economics before common ownership percentages matter. 01 Multiple 02 Participation 03 Seniority Read the multiple Step 1

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