Private Company Financing Trends
(WSGR Deals)
1

 

2010

2011

Q1-Q3 2012 

2010

2011 

Q1-Q3 2012

2010

2011

Q1-Q3 2012

All Rounds2

All Rounds2

All Rounds2

Up Rounds3

Up Rounds3

Up Rounds3

Down Rounds3

Down Rounds3

Down Rounds3

Liquidation Preferences - Series B and Later

Senior

50%

47%

39%

38%

34%

28%

63%

79%

63%

Pari Passu with Other Preferred

48%

51%

58%

59%

64%

69%

34%

18%

34%

Complex

2%

1%

2%

3%

1%

2%

3%

3%

0%

Not Applicable

0%

1%

1%

0%

1%

1%

0%

0%

3%

Participating vs. Non-Participating 

Participating - Cap

23%

16%

16%

26%

17%

13%

22%

22%

19%

Participating - No Cap

27%

26%

18%

21%

24%

19%

34%

46%

44%

Non-participating

49%

58%

66%

53%

59%

68%

45%

32%

38%

Anti-dilution Provisions 

Weighted Average - Broad

91%

91%

91%

95%

91%

93%

89%

80%

80%

Weighted Average - Narrow

3%

4%

2%

4%

7%

2%

3%

6%

7%

Ratchet

3%

3%

3%

1%

2%

2%

2%

6%

10%

Other (Including Blend)

3%

3%

3%

1%

1%

3%

6%

9%

3%

Pay to Play - Series B and Later

Applicable to This Financing

9%

6%

7%

3%

1%

0%

17%

20%

26%

Applicable to Future Financings

4%

6%

4%

2%

4%

4%

3%

11%

3%

None

87%

88%

90%

95%

94%

96%

80%

69%

71%

Redemption

Investor Option

24%

22%

22%

23%

25%

21%

29%

32%

29%

Mandatory

1%

2%

1%

0%

2%

1%

3%

3%

3%

None

74%

76%

77%

77%

73%

78%

68%

65%

68%


1We based this analysis on deals having an initial closing in the period to ensure that the data clearly reflects current trends. Please note that the numbers do not always add up to 100% due to rounding.
2Includes flat rounds and, unless otherwise indicated, Series A rounds.
3Note that the All Rounds metrics include flat rounds and, in certain cases, Series A financings as well. Consequently, metrics in the All Rounds column may be outside the ranges bounded by the Up Rounds and Down Rounds columns, which will not include such transactions.