The math is a bit tricky, but it gets even murkier when you look at all the extra rights&#x2F;ratchets&#x2F;etc that series D gets over C over B over A over common.<p>As such if last private valuation is $1B, common shareholders (and probably series A and B) as well will be pushing for any IPO valuation well in excess of $1B so that C and D don&#x27;t get all the money and A, B and common are not underwater.<p>All that being said, C &amp; D have powerful reps on on the board who often don&#x27;t vote with the interests of the common holders despite their fiduciary duty to do so.  The NY Times had and article on this conflict of interest problem a few weeks back.  I will try to find link and repost.<p>Edit:
Link to article on board members and inherent conflicts between different share classes.<p><a href="http:&#x2F;&#x2F;www.nytimes.com&#x2F;2015&#x2F;12&#x2F;27&#x2F;technology&#x2F;when-a-unicorn-start-up-stumbles-its-employees-get-hurt.html?_r=0" rel="nofollow">http:&#x2F;&#x2F;www.nytimes.com&#x2F;2015&#x2F;12&#x2F;27&#x2F;technology&#x2F;when-a-unicorn-...</a>