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VC funds generally invest in equity in the form of preferred shares. The use ofconvertible debt is also very common before an investment round, both as bridgefinancing for immediate use and as a means to circumvent the need to set acompany valuation when no third party investors are available to set a valuation.Venture lending, where lenders provide secured loans to portfolio companies andreceive an equity component in the form of warrants or an option to invest in thenext round, has increased over the last few years.Preferred ShareholdersHolders of preferred shares typically have the right to receive a dividend inpriority to the payment of a dividend to any other class of shares. Although thisright is very common, most high-tech private companies in practice do not paydividends.Liquidation preferenceThe right to a liquidation preference, typically a participating preference entitlingthe holder to some kind of preferred return (in Israeli companies, with an annualinterest component, typically 6% to 8%), followed by the right to participate withthe holders of ordinary shares on an “as converted” basis in any remainingproceeds. The liquidation preference applies both to actual liquidation of thecompany and to most exit events including a sale of all or substantially all of theassets of the company.Anti-dilution protection is typically implemented by adjustments to the conversionrate under which the preferred shares may be converted into ordinary shares.The protection ranges from full ratchet to broad-based weighted average.Board RepresentationTypically, investors receive representation on the board of directors and/or theright to appoint a non-voting observer to the board. This right may be conditionalon the investor maintaining a certain level of ownership in the investee company.Protective provisionsAs holders of preferred shares, the fund also benefits from protective provisions,requiring the approval of the fund (occasionally of a director appointed by thefund, and occasionally of a specified majority of all holders of preferred shares)for a variety of actions, often including: creation or issuance of a class of

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