Question
Taggart Transcontinental Corp had a great start, raising an A round of $1.5 million through sale of Series A Preferred Shares at a pre-money valuation
Taggart Transcontinental Corp had a great start, raising an "A" round of $1.5 million through sale of Series A Preferred Shares at a pre-money valuation of $2.5 million from a top-tier Venture Capital firm.The shares had an original conversion ratio of 1:1.
Unfortunately, deploying the capital did not go as well as projected, and the company did not make their milestone of completing a prototype of their high speed train before they ran out of cash.Now they have to raise a new round at a much lower valuation, just so they can get to their milestone, and hopefully get back on track.
Their "down round" will raise $1 million on a pre-money valuation of $1 million.
The company sold 750,000 Preferred A Shares in the "A" round, and is selling a very distressing number in this new down round.
No other shares were sold after the "A" round until the need for the down round came up.
The VC had included a Full Ratchet Anti-Dilution clause in the Preferred A Securities Purchase Agreement as follows:
What is the new Conversion Ratio in this scenario? (show your work)
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