The Crimson Bench

ProFundraising · Simulator

Liquidation Preference Waterfall

Who gets what when the company sells.

Assumptions

Investor payout

$9,000,000

Common payout

$21,000,000

Investor chooses

Convert

LineAmount
Exit value$30,000,000
Preference (1x)$5,000,000
As-converted value$9,000,000
Investor takes$9,000,000
Common (founders/team)$21,000,000

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Built by The Crimson Bench · Educational model, not financial advice

About the Liquidation Preference Waterfall

Model a 1x preference against common ownership to see whether investors take their preference or convert — and what founders keep.

It's built for directional planning: change any assumption and watch the whole projection move, the way a seasoned operator pressure-tests a plan before committing capital. Everything is computed live in your browser — nothing is sent anywhere.

How the Liquidation Preference Waterfall Works

The model takes 4 assumptions and returns 3 headline metrics plus a full breakdown. Here is exactly what goes in and what comes out — no black box.

The Inputs

AssumptionExample value
Exit value$30,000,000
Preferred invested$5,000,000
Preference multiple1
Investor ownership30%

Worked Example

Every figure below is produced by the live model using the example assumptions above. Change any input in the simulator to see your own numbers.

Investor payout

$9,000,000

Common payout

$21,000,000

Investor chooses

Convert

LineAmount
Exit value$30,000,000
Preference (1x)$5,000,000
As-converted value$9,000,000
Investor takes$9,000,000
Common (founders/team)$21,000,000

The Operator's Read

At this exit the investor converts to common — the upside beats the preference. Preferences only bite in modest exits; in a big one everyone rides the same equity. Educational only.

Assumptions & Limitations

  • The model is deterministic: it projects your inputs forward with clear arithmetic, not a Monte-Carlo or probabilistic forecast. It shows one scenario at a time — run several to bracket a range.
  • Defaults are illustrative benchmarks, not your business. Replace every field with your real numbers before drawing conclusions.
  • It abstracts away taxes, financing, seasonality, and one-off events unless a field explicitly captures them. Treat the output as a directional estimate.
  • This is an educational tool, not financial, investment, tax, or legal advice. Validate real decisions with a qualified professional.

Frequently Asked Questions

What does the Liquidation Preference Waterfall calculate?

Model a 1x preference against common ownership to see whether investors take their preference or convert — and what founders keep. It takes 4 assumptions — Exit value, Preferred invested, Preference multiple, Investor ownership — and returns Investor payout, Common payout, Investor chooses, along with a full projection table you can export.

How do I use the Liquidation Preference Waterfall?

Enter your own figures in the input fields above — Exit value, Preferred invested, Preference multiple, and the rest. The model recalculates instantly and shows the resulting Investor payout and full breakdown. No sign-up needed to run it.

Is the Liquidation Preference Waterfall free?

Yes — you can run the simulator and see the headline results for free. Toolkit Pro unlocks the full projection table, Excel/PDF export, saved scenarios, and AI analysis: $180/mo, $1,728/yr, or unlock any 3 simulators for $20.

What's the difference between this and a free calculator?

A calculator answers one question. This simulator models the full picture — multiple linked assumptions, a projection table, and scenario comparison — the way an operator would build it in a spreadsheet, but instantly.

Who built the Liquidation Preference Waterfall?

The Crimson Bench's Ivy League-educated operators — the same people we deploy into C-suites. This is the self-serve version of a model they'd build inside a live engagement.

Is this financial advice?

No. The Liquidation Preference Waterfall is an educational modeling tool for directional planning — not financial, investment, tax, or legal advice. Validate any real decision with a qualified professional.

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The Crimson Bench · Est. 2002 · Founded in New York City

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