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WHAT ARE SUPER PRO RATA RIGHTS?

Scott Edward Walker

First let’s discuss pro rata rights (sometimes referred to as “participation” or “preemptive” or “right of first offer/refusal” rights) – which investors will typically request in connection with any venture capital financing. I liken it to participating preferred — which founders also do not typically understand until it is too late.

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What is an employee retention or M&A carveout plan?

Startup Company Lawyer

Due to aggregate liquidation preferences that may exceed the acquisition price in an M&A deal, common stock may be rendered worthless. Alternatives include position, time of service, current equity holdings or other metrics as determined by the company’s board of directors. Vesting.