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Cram Down – A Test of Character for VCs and Founders

Steve Blank

For existing investors, sometimes it was a “pay-to-play” i.e. if you don’t participate in the new financing you lose. A cram down is different than a down round. A down round is when a company raises money at valuation that is lower than the company’s valuation in its prior financing round.

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What Most People Don’t Understand About How Startup Companies are Valued

Both Sides of the Table

So inside rounds get delayed and when there are non-participants you often find “recaps” or “structure” or “pay-to-play” provisions. Why Down Rounds are Harder Than You May Think. Down rounds are hard. Plus, down rounds trigger anti-dilution provisions.

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