I don't think their valuation makes sense. I'm more replying to the gist of this thread, which seems to be saying they're dead because they aren't profitable. They could be if they needed to prioritise that.
> someone is going to eat the valuation hit
Liquidation preferences mean earlier investors (and employees holding Common Stock) take the hit of a down round.
Disclaimer: this is not investment advice. Do not make investment decisions based off my Internet comments.
Let's say Company X has 9,000 shares of common stock outstanding. It raises $1 million at a $10 million post-money valuation with a 1x non-participating liquidation preference. Its cap table is thus 1,000 shares of Series A preferred stock on top of 9,000 shares of common.
It then raises $10 million at a $50 million valuation with similar preference terms. Its cap table is now 2,500 shares of Series B preferred stock on top of 1,000 shares of Series A preferred stock on top of 9,000 shares of common.
Let's contemplate a $100 million exit. Everyone converts to common at $100 million / 12,500 shares, or $8,000 per share. Series A bought at $1,000 and thus sees an 8x return; Series B bought at $4,000 and thus sees 2x.
Let's contemplate a $50 million exit. Everyone converts at $50 million / 12,500 shares, or $4,000 per share. Series A gets 4x; B comes out flat.
Let's contemplate a $25 million exit. Series B does not convert. Instead, it demands its 1x liquidation preference and gets $10 million. This leaves $15 million on the table, or $1,500 per share. Series A converts and sees its 1.5x return; B comes out flat.
Let's contemplate a $15 million exit. Series B does not convert and gets its $10 million. This leaves $5 million on the table, or $500 per share. Series A does not convert and demands its $1 million. Series A and B come out flat; common gets $4 million / 9,000 shares, or about $444.
Let's contemplate a $10 million exit. Series B gets its $10 million and comes out flat; everyone else gets screwed.
Let's contemplate a Theranos exit. Everyone gets screwed. Turtleneck doesn't go to jail.
TL; DR Later stages are least volatile. They get screwed last, but also see upside last. Lower rungs' returns pay for this safety.
> Can you walk me through the math. How does one arrive at 1K of Series A preferred from 9K of common stock? How is that being derived? I'm not following.
At time t=0 (probably at founding and when hiring its first few employees) Company X issued 9,000 shares of common stock. At time t=1 it decides to issue 1,000 shares in a series A offering (most likely to VCs and outside investors). They are separate events.
1000 shares x $1000/share = $1m raised for the company in the series A.
> Also what is meant by "post-money" valuation? I'm assuming there is a corresponding "pre-money"?
Thanks for your detailed explanation. I had a couple questions if you don't mind. You stated:
>"Let's say Company X has 9,000 shares of common stock outstanding. It raises $1 million at a $10 million post-money valuation with a 1x non-participating liquidation preference. Its cap table is thus 1,000 shares of Series A preferred stock on top of 9,000 shares of common."
Can you walk me through the math. How does one arrive at 1K of Series A preferred from 9K of common stock? How is that being derived? I'm not following.
Also what is meant by "post-money" valuation? I'm assuming there is a corresponding "pre-money"?
Lastly by "coming out flat" you mean made whole again i.e recouped their initial investment?
> someone is going to eat the valuation hit
Liquidation preferences mean earlier investors (and employees holding Common Stock) take the hit of a down round.