Pitch book 2017_unicorn_report

PITCHBOOK 2017 VC UNICORN REPORT 2
Contents
Credits & Contact
PitchBook Data, Inc.
JOHN GABBERT Founder, CEO
ADLEY BOWDEN Vice President,
Market Development & Analysis
Content
KYLE STANFORD Analyst
BRYAN HANSON Data Analyst
JENNIFER SAM Senior Graphic Designer
Contact PitchBook
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EDITORIAL
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COPYRIGHT © 2017 by PitchBook Data, Inc.
All rights reserved. No part of this publication
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PitchBook Data, Inc. Contents are based
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cannot be guaranteed. Nothing herein should
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to buy any security. This material does not
purport to contain all of the information that
a prospective investor may wish to consider
and is not to be relied upon as such or used in
substitution for the exercise of independent
judgment.
Introduction 3
Overview 4-7
Exits 8
Terms Tables 10-17
Select Unicorn Statistics 18
Unicorn League Tables 19-21
Methodology 22
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Looking past their name,
unicorn returns have
potential to reshape
industry
Introduction
When the term unicorn was coined to denote a VC-backed company valued
at $1 billion or more, achieving that status was a true distinction of excellence.
Today, the term is thrown around and used without hesitation, though it may be
followed up by a cringe from one of the parties involved.
Although representing a major chunk of overall value created by the venture
industry, unicorns have never accounted for any significant portion of the entire
venture-backed company population. While their numbers are growing, the
overall count is still a small fraction of the entire industry. These billion-dollar
companies do, however, play a major role, whether as a role model of the best of
what Silicon Valley can achieve or to provide a reference point for comparison.
But more importantly, they contain unprecedented value that could produce the
largest returns in venture history, should they be realizable. One of the primary
reasons that value has not been realized is the same as what enabled the
creation of such value at the later stage—the continued availability of plenty of
capital at the later stage, which allowed unicorns to continue growing in private
markets, and prolonged timelines to liquidity. We’ve already seen enormous
distributions to limited partners in 2014 and 2015 recycle back into venture
funds. Though distributions have since slowed, unicorns have the potential to
foster a renewal.
We hope this report is useful in your practice. As always, feel free to
send any questions or comments to reports@pitchbook.com.
KYLE STANFORD
Analyst
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Overview
Source: PitchBook
*As of 8/11/2017. Note: Unicorns that have completed and exit are not included in next year’s total.
1 3 4 6
10 13 16
24
30
40
76
111
121
128
2004 2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
0
500
1,000
1,500
2,000
2,500
3,000
$0
$5
$10
$15
$20
$25
1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q 4Q 1Q 2Q 3Q*
2011 2012 2013 2014 2015 2016 2017
Non-unicorn Deals ($B) Unicorn Deals ($B)
# of Closed Deals
Population growth of unicorns slows
Number of active US unicorns by year
Unicorn rounds greatly boost overall deal value
US VC activity
Source: PitchBook
*As of 8/11/2017
Unicorns constitute a fifth of
2017 deal value
So far in 2017, deals attached to
valuations of at least $1 billion have
accounted for less than 1% of the total
number of completed VC financings
in the US. That small fraction of deals
is representative of nearly 21% of
deal value this year, though, a quick
reminder of the influence investments
in unicorns have over aggregate
industry figures. VC-backed billion-
dollar companies are still a somewhat
new phenomenon, with just 176 US-
based companies ever holding the
title.
Outside of 2014 and 2015, no
more than 18 companies have ever
attained unicorn status in a single
year, highlighting both the difficulty
in scaling to that size, as well as
raising enough VC. Through early
August, 128 companies have held
the title of unicorn at one point this
year, the highest per-year mark we
have seen. Compare that number
with its counterpart in 2004 and
it seems astronomical, but since
Liquidnet became a unicorn in 2005
somewhere around 85,000 VC deals
have been completed. With eight
exits completed so far, there currently
stand 120 companies able to boast a
$1 billion valuation, the highest being
Uber’s $68 billion value achieved last
year—though Uber is reportedly set to
be repriced shortly with investment
rumored in the near future.

$1.5
$1.8
$2.2
$9.6
$4.9
$6.8
$20.5
$20.3
$18.2
$10.0
57
68
79
116
108
119
144
118
68
43
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Deal Value ($B)
# of Deals Closed
4 4 3
10 11
15
43 44
18 17
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
$4.02
$2.86
$2.00
$136.15
$21.26
$9.70
$78.95
$73.89
$182.37
$156.53
$32.55
$35.42
$61.59
$197.09
$227.68
$263.31
$426.85
$545.08
$622.51
$673.96
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Most Recent Post-valua�on
Cumula�ve Post-valua�on
0
20
40
60
80
100
120
140
160
180
200
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Cumula�ve unicorns
New unicorns
Activity has slowed last two years
VC activity in US unicorns
2014 and 2015 stand as outliers
New US unicorns (#) by year
Unrealized value in unicorns is astonishing
Aggregate US unicorn post-valuation ($B) by year
Number of US unicorns up 16x since 2008
New and cumulative US unicorns (#) by year
Source: PitchBook
*As of 8/11/2017
Source: PitchBook
*As of 8/11/2017
Source: PitchBook
*As of 8/11/2017
Source: PitchBook
*As of 8/11/2017
The pace of unicorn
formation has slowed
During 2014 and 2015, 87 companies
became unicorns, with each year
producing an outlying number
when compared to the rest of the
decade. Since then, not only has
that pace slowed, but the overall
number of deals made at these
prices has dwindled (this includes
unicorns raising follow-on rounds).
35 companies have received a new
billion-dollar valuation since the end
of 2015, including 17 so far during 2017.
This year will also likely fail to reach
100 total unicorn financing rounds,
the second consecutive year to miss
the mark after a run of five from 2011
through 2015.
Nontraditional investors, such as
hedge funds and mutual funds, were
heavily involved with unicorn deals
during the outlier years, but they
have largely pulled back from these
rounds, and from the venture industry
in general. The reason for such a
slowdown likely goes beyond that,
however. For one, the pace of unicorn
investment was simply unsustainable
during those years. As nontraditionals
have pulled back, VCs stayed
disciplined, which has been reflected
in the slower pace. Even as VCs are
raising larger funds and may have the
ability to fund companies worthy of
a high valuation, they have remained

3.1
3.7
5.2
0
1
2
3
4
5
6
7
8
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Median Average
4.1
5.7
6.1
6.7
0
1
2
3
4
5
6
7
8
9
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Median Average
7.3
7.97.7
8.8
0
1
2
3
4
5
6
7
8
9
10
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Median Average
Longer to reach unicorn status
Median & average time (years) to US unicorn since founding
Time spent in portfolios lengthening
Median & average time (years) since first VC round for
US unicorns
US unicorns aging as exits are scarce
Median & average age (years) of all US unicorns
Source: PitchBook
*As of 8/11/2017
Source: PitchBook
*As of 8/11/2017
Source: PitchBook
*As of 8/11/2017
diligent and rational in order to stay
away from overextending offers to
reach a valuation. Both the median
and average times from founding and
the hold period from initial investment
have grown marginally this year,
suggesting that investors are looking
for more robust business metrics
before subscribing to a unicorn round.
It should be noted this caution hasn’t
been solely restricted to unicorns, as
investors across the venture spectrum
have set higher benchmarks for
growth at every stage. In general, this
has led to a decline in the pace of first-
time financings across the US over the
past few years.
The aging unicorn population
One of the more telling statistics
surrounding unicorns is how the
median and average age of current
unicorns has moved over time. The
average age of unicorns since
founding is near nine years, while
the median age has moved to almost
eight. In order to scale a company
so large, it takes more time, but the
eventual goal is not different from the
rest of the industry, to realize return.
It is likely that private secondary
transactions have picked up with
investors in unicorns, or have at least
1.2
1.61.3
1.9
0
1
2
3
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Median Average
Source: PitchBook
*As of 8/11/2017
Time before unicorn round growing
Median & average time (years) from last VC round to first
unicorn round

Series D+ valuations outperforming Russell 2000
Median Russell 2000 Growth Index versus median Series D or later post-valuation growth in US
$214.4
$250.9
$305.0
$506.0
0
100
200
300
400
500
600
2005 2006 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Russell 2K Growth Series D+ Valua�ons
Step-ups regain positive momentum
Median & average valuation step-up for US unicorns
Source: PitchBook
*As of 8/11/2017
become part of subsequent rounds
raised, alleviating the liquidity risk for
early-stage investors by allowing them
to realize a return. The elongated
time spent as a unicorn before exit
may cause problems for late-stage
investors still. When nontraditional
investors entered into VC rounds
several years ago, it was thought that
many of the companies receiving the
billion-dollar-plus valuations were
likely to exit in the near future. Those
exits haven’t happened. Unicorns
have been able to stay private while
continuing to raise more capital for
growth. The aggregate valuation of
unicorns has continued to skyrocket.
Altogether more than $670 billion
has been created (privately) in these
companies, though far less has been
realized. By and large, unicorns’
paper gains is or will be troublesome
for their investors, as well as for the
overall market, as many wait to see
whether the heights the industry have
reached can truly produce lasting,
significant value.
1
2
0
1
2
3
4
5
6
7
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Unicorns escaping down rounds
Down rounds (#) of us unicorns
2.2
2.4
2.1
1.6
1.8
3.6 3.6
2.9
2.4
3.0
2013 2014 2015 2016 2017*
Median Average
Source: PitchBook
*As of 8/11/2017
Source: PitchBook
*As of 8/11/2017

Exits
$16,977.2
$25,396.0
$15,642.4
$8,683.0
1
0
2
5 5
7
9
8
10
8
2008 2009 2010 2011 2012 2013 2014 2015 2016 2017*
Exit Value
Exit Count
0
2
4
6
8
10
12
2010 2011 2012 2013 2014 2015 2016 2017*
Acquisi�on
IPO
Other
Exits increasing, but unable to keep up
Exit activity by US unicorns
Exits increasing, but unable to keep up
Exit activity of US unicorns (#) by type
$0
$10,000
$20,000
$30,000
$40,000
$50,000
$60,000
$70,000
$80,000
$90,000
$100,000
2010 2011 2012 2013 2014 2015 2016 2017*
Acquisi�on
IPO
Other
IPOs have by far created most wealth
Exit post-valuation ($B) of US unicorns by type
Source: PitchBook
*As of 8/11/2017
Source: PitchBook
*As of 8/11/2017
Source: PitchBook
*As of 8/11/2017
For unicorns, the most common path
to exit is through an IPO, in a marked
difference from the rest of the venture
industry. While it’s easier for these
companies to afford the rising cost
of going public, in many cases there
isn’t much choice. As valuations
grow larger, fewer Corporations
have the ability or desire to make
a purchase of that size, diverting
resources away from other corporate
initiatives. We haven’t, however, seen
a rush to go public from unicorns,
despite markets trading at all-time
highs. One reason could be because
of overvaluation that has occured
through private funding. 2017 could
finish with the highest number of
unicorn exits ever (eight), but that
comes with several caveats. Included
in that figure is Jawbone, which
has the dubious distinction of the
highest-valued unicorn to liquidate
its assets, and beyond that, most
of the exits completed this year
haven’t been what many see as major
successes. Cloudera completed its
IPO at a valuation less than half of its
private value; SimpliVity took a $500
million+ haircut when it was acquired
by HP; and even Snap and Blue
Apron weren’t able to go public at a
valuation equal to their private post-
val, and have since performed poorly.
The problem with these isn’t that
investors were left without a return, as
many of them likely received a hefty
payout despite the valuation missteps,
but that the value assumed to have
been created was hardly able to hold
its water when outside investors took
a look inside the company.

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PITCHBOOK 2017 VC UNICORN REPORT PITCHBOOK 2017 VC UNICORN REPORT10 11
Unicorn IPO Protection Terms Acquisition Protection Terms Dividends Participation
Multiple liquidation
preference
IPO auto convert
above per share price
Each share preferred automatically converts upon an IPO of at least $100 million of proceeds.
Series A, B, C, and D share pari passu
and receive their original issue price
(OIP) prior and in preference over
common.
Liquidation protection over common
stock.
6% non-cumulative dividends on all series of preferred. Pref.
dividends also participate with common after they receive their
preferential amount.
No No No
Each share preferred automatically converts upon an IPO of at least $50 million of proceeds.
Series A, B, and C share pari passu and
receive their OIP prior and in preference
over common.
stock.
8% non-cumulative dividends on all series of preferred. Pref.
No No No
Each share preferred automatically converts upon an IPO of at least $50 million of proceeds and
the offering price per share of not less than $2.70.
First, Series G & G1 (pari passu), Second,
Series F. Third, Series A, B, C, D, E & E1.
Non-cumulative dividends at the following rates: Series A=
$0.0240. Series B= $0.0288. Series C= $0.0349. Series D=
$0.0402. Series E= $0.0482. Series E1= $0.0530. Series E2=
$0.0602. Series F= $0.072. Series G= $0.072. Series G1= $0.072.
Yes
Yes for Series F &
G, 1.5.
Yes, at $2.70.
Each share preferred automatically converts upon an IPO of at least $100 million of proceeds
and the offering price per share of not less than $4.2915.
Series B senior over A. Series B payout 1,
Series A payout 2.
stock
Non-cumulative dividends of 8% on all series of preferred No No Yes, at $4.2915
Each share preferred automatically converts upon an IPO of at least $150 million of proceeds
and a pre-money valuation not less than $2 billion.
First, Series D and E senior to other
series but pari passu with each other,
then Series A, A-2, A-3, B and C share
pari passu.
stock
Non-cumulative dividends on all Series at the following rates:
Series A= $0.04, Series A2= 0.0585, Series A3= $0.0604, Series
B= $0.4507. Series C= $0.7028. Series D= $1.5984. Series E=
$1.947.
No No No
With Respect to Series A, B, C and D: each share automatically converts upon an IPO of at least
$30 million of proceeds. With respect to Series E, each share automatically converts upon an
IPO of at least $75 million of proceeds.
First, Series B, C, D and E senior to other
series but pari passu with each other.
Second, Series A.
stock.
Series A= $0.08, Series B= $0.1137. Series C= $0.1774. Series D=
$0.5327. Series E= $1.7329. Preferred dividends also participate
with common after they receive their preferential amount.
No No No
Converts upon an IPO resulting in at least $75 million of proceeds, however, Series C is
not subject to mandatory conversion unless the holders have consented or the mandatory
conversion is in connection with an offering in which the price per share sold to the public is
equal to or greater to 1x the Series C OIP.
All Series Preferred share pari passu
upon liquidation.
stock.
Dividends may be declared at a rate per share of preferred stock
determined by (a) dividing the amount of the dividend payable
on each share of such class or series of capital stock by the OIP
of such class and (b) multiplying such fraction by an amount
equal to the OIP for each series
No
Yes- 2 for Series A-1,
1.25 for Series D. No
for all other series.
No
Converts upon an IPO resulting in at least $100 million gross proceeds and at a per share
offering price greater than or equal to the Series D OIP ($9.3778).
First, Series B, C & D share pari passu
upon liquidation. Second, Series A-1.
stock.
Series A= $0.08338, Series A-1= $0.08338. Series B= $0.2708.
Series C= $0.67202. Series D= $0.750224. Preferred dividends
also participate with common after they receive their preferential
amount.
No
Yes- 3 for Series
A-1. No for all other
series.
No
Converts upon an IPO resulting in at least $35 million gross proceeds and at a per share offering
price greater than or equal to $2.0175.
All series share ratably receiving their
OIP upon liquidation.
stock.
Series A= $0.053775 Series B= $0.1958. Series C= $0.5483.
Series D= $0.9482. Preferred dividends also participate with
common after they receive their preferential amount.
No No
Yes, over amount for
Series B, C, & D
Converts upon an IPO resulting in at least $200 million gross proceeds and at a per share
offering price greater than or equal to $50.2417.
All series share pari passu receiving their
stock.
The Corporation may declare dividends on a pari passu basis
among the series preferred, in an amount at least equal to ”…
(ii) in the case of a dividend on any class or series that is not
convertible into Common stock, at a rate per share of Preferred
Stock determined by (A) dividing the amount of the dividend
payable on each share of such class or series of capital stock by
the original issuance price of such class or series of capital stock
and (B) multiplying such fraction by an amount equal to the
applicable OIP; provided that, if the Corporation declares, pays
or sets aside, on the same date, a dividend on shares of more
than one class or series of capital stock of the Corporation, the
dividend payable to the holders of preferred stock pursuant to
this section shall be calculated based upon the dividend on the
class or series of capital stock that would result in the highest
preferred stock dividend.
No No
Yes, converts at Series
C OIP, above series A
and B

preference
IPO auto convert
Series preferred converts upon an IPO resulting in at least $60 million gross proceeds.
All series share ratably receiving their
stock.
Series A= $0.0745056. Series A1= $0.0745056. Series B=
$0.280184. Series B1= $0.280184. Series C= $0.472. Series
C1= $0.472. Series D= $0.779. Series D-1= $0.779. Preferred
No. However, pref. holders automatically
convert to common if, as a result of the
conversion, such holder would receive
a greater amount than if they did not
convert
No No
Series preferred converts upon an IPO resulting in at least $75 million gross proceeds at a fully-
diluted pre-offering valuation of the Corporation of no less than $1 billion.
First, Series B, C and D. Second, Series
A.
stock.
Non-cumulative dividends at the rate of 6% on all series on a pari
passu basis. Preferred dividends also participate with common
after they receive their preferential amount.
Yes No No
Each share of preferred automatically converts into common upon the earlier of (i) the closing
of sale of common in in a firm commitment underwritten public offering with a price no less than
$35.72 per share and for gross proceeds of at least $100 million (Qualified Public Offering) or
(ii) the date, or occurrence of an event, specified by vote or written consent or agreement of the
holders of at least a majority of the then outstanding preferred.
All series share ratably upon liquidation.
stock.
Non-cumulative dividends at the rate of 6% on all series on a pari
passu basis. Preferred dividends also participate with common
after they receive their preferential amount.
convert.
No
Yes, IPO converts at
$35.72. Highest OIP is
Series D at $28.5745.
Each share of Class B Common, Series C Preferred, Series C1 Preferred and any other class
of common or preferred convertible into Class A common automatically converts into Class
A Common at any time upon the affirmative election of the holders of a majority of the then
outstanding shares of the Series C1 preferred.
First, Series C1. Second, Series C and C2
on a pari passu basis.
stock.
10% cumulative dividends on Series C-1 only, in preference to
other Series (Series C and C2 dividends not given)
No No No
Series preferred converts upon an IPO resulting in at least $50 million gross proceeds and price
per share of $9.86835 (1.5x Series D OIP).
All series share Pari Passu receiving their
stock.
Series A= $0.03170. Series B= $.1096. Series C= $0.3589. Series
C1= $0.2871. Series D= $0.5263. Series D-1= $0.4737. Preferred
convert
No Yes
Series preferred converts to common upon aggregate gross proceeds of not less than $50
million.
First, Series C1 receives payout. Second,
Series A, B, and C receive payout and
share pari passu. Third, Series A1.
stock.
Series A= $0.00835. Series A1= $0.00835. Series A2= $0.00104.
Series B= $.0270. Series C= $0.29875. Series C1= $0.40189.
Preferred dividends also participate with common after they
receive their preferential amount.
convert
No No
Series preferred converts to common upon an IPO providing that the offering price per share is
not less than $26.4692 and the aggregate gross proceeds are not less than $50 million.
All series share pari passu upon
liquidation.
stock.
Series A= $0.04375. Series B= $..27408. Series C= $1.05877.
No No
Yes, converts at
$26.4692 (highest OIP
is Series C at $17.6461.
Each share Series A preferred automatically converts into Class A
Common at the then effective conversion rate, upon an IPO of no less than $75
million.
Series A receive their OIP prior and in
preference to Common Stock.
stock.
Non-cumulative dividends on Series A. No No No. Converts at OIP
Each share of Preferred automatically converts into Common at the
then conversion price upon an IPO of no less than $150 million.
Preferred receive their OIP pari passu,
prior and in preference to Common
Stock.
stock
Non-cumulative dividends at the rate of $0.01801333 Seed,
$0.06101333 Series A, $0.1682 Series B, $0.339792 Series C,
$0.810552 Series D, $1.5556 Series E, $2.143112 Series F, $2.572
Series G.
No No NO. Converts at OIP
Stock.
stock
Non-cumulative dividends at the rate of $0.01106752 Series A,
$0.07335428 Series B, $0.22673952 Series C, $0.35785540
Series D, $0.3584 Series E, $0.385568 Series F.
No No No. Converts at OIP
First Series F, E1 & E2, second Series
A, B, C, D, E2 and F, (Series F & E2
receive 2/3 of OIP in first preference
and an additional 1/3 along with Series
A, B, C & D) third Series A1, prior and in
preference to Common Stock.
stock.
Non-cumulative dividends. Preferred dividends also participate
Yes Series A Participating, rest of
preferred non-participating.
Yes, for Series
A1 only. (OIP
$0.0000002
Liquidation $2.00)
No. Converts at OIP
Each share of Preferred automatically converts into Class A or
Class B Common at the then conversion price upon an IPO of no less than $50 million.
Stock.
stock.
8% non-cumulative dividends. Preferred dividends also
participate with common after they receive their preferential
amount.

preference
IPO auto convert
Each share of Series A8 automatically converts into Class A Common,
all other Series preferred automatically converts into Common Stock at the then conversion
price upon an IPO of no less than $50 million.
Stock.
stock.
$0.06968 Series A1, $0.04450 Series AA, $0.04450 Series AAA,
$0.10371 Series A4, $0.21925 Series A5, $0.36047 Series A6,
$0.41495 Series A7, $0.54038 Series A8.
Each share of preferred stock automatically converts into Common at
the then conversion price upon an IPO of no less than $25 million.
Series E & F first, Series A, B, C & D
second, prior and in preference to
common stock.
stock
$0.0424 Series B, $0.0856 Series C, $0.1553 Series D, $0.1936
Series E, $0.929 Series F. Preferred dividends also participate
Each share of preferred stock automatically converts into Common upon an IPO of no less than
$50 million.
Series D first, Series A, B & C second,
prior and in preference to common
stock.
stock.
8% non-cumulative dividends. No No No. Converts at OIP
$200 million and a per share price of 2x Series B OIP (which is $12.84).
First, Series A, B and C1. Second, Series
C-2 and C-3.
stock.
Cumulative dividends on Series A, B, and C1 at a rate of 8% for
Series A & B, and 5% on Series C-1. No dividends payable on
Series C2 or C3.
No No
Yes, converts at
$12.84, which is 2x
Series B OIP.
$50 million.
All series preferred share pari passu
upon liquidation.
stock.
Non-Cumulative
(the only dividend provision states “... any dividends out of any
assets legally available therefore shall be distributed among
all holders of Common, Series A, Series B, Series C and Series
D Preferred Stock in proportion to the number of shares of
common stock that would be held by each such holder if all
shares of Series A Preferred Stock, Series B, Series C and Series
D were converted to Class A common at the then-effective
conversion rate”.)
No No No
$50 million.
First, Series B and B-1 are paid out pari
passu. Second, all other series (A+, A,
Seed, Seed-2) are paid out pari passu.
Non-cumulative dividends on all series at the rate of 8%. No No No
$50 million and a share price of at least $5.
All series are paid out pari passu.
stock.
Cumulative dividends on all series at the rate of 8%. Non-participating. No
Yes, converts at $5
(highest OIP is B-2
at $4)
In regard to Series A, B, C, D, E, E-1, E-2 and F (the junior preferred): Each share of preferred
stock automatically converts into Common upon an IPO of no less than $50 million and a share
price of at least $10. In regard to Series G: Each share automatically converts into Common upon
an IPO of no less than $50 million and a share price of at least $14.83.
First, Series G. Second, Series F. Third,
Series E-2, E-1, E and D. Fourth, Series
D-1. Fifth, Series C and B. Sixth, Series A.
stock.
Dividends at the rate of 8% payable on all series ratably when, as,
and if declared by the Board of Directors.
No No Yes
$50 million.
all series paid pari passu
stock.
Dividends at the rate of $0.672 for Series A, $6.822 for Series B.
For Series A1: In the case of a dividend on any class or series that
is convertible into Series I common stock, Dividend for Series A1
shall equal the product of (A) the dividend payable on each share
of such class or series as if all shares of such class or series had
been converted into Series I common stock and (B0 the number
of shares of Series I common stock issuable upon conversion of a
share of Series A-1 preferred.
In the case of a dividend on any class or series that is not
convertible into Series I common stock, Dividend for Series A1
at a rate determined by (A) dividing the amount of the dividend
payable on each share by the OIP and (B) multiplying such
fraction by the Series A1 OIP ($13.48) provided that, if the
Corporation declares, pays or sets aside, on the same date, a
dividend on shares of more than one class or series of stock, the
dividend payable to the holders of Series A1 shall be calculated
based upon the dividend on the class or series of stock that
would result in the highest Series A1 stock dividend.
No No No

preference
IPO auto convert
Each share of preferred stock other than the Series E2 automatically converts into Class A
Common, and Series E2 automatically converts into Class C common upon an IPO of no less than
$100 million.
First, Series E1 and E2 ratably with each
other. Second, Series A1, A2, A3, B, C, D1,
and D2.
stock.
When, as, and if declared by the Board of Directors. No No No
Each share of preferred stock automatically converts into common upon an IPO of no less than
$200 million.
All series share pari passu
stock.
Non-cumulative 8% dividend on all series pari passu. No No No
Each share of preferred stock automatically converts into common upon an IPO (unstated
amount) or upon the date and time, or the occurrence of an event, specified by vote or written
consent of the holders of the majority of each respective series.
All series share pari passu
stock.
Dividends may be issued, rate not specified. No No No
Each share of preferred stock automatically converts into common at the then effective
conversion rate upon an IPO of no less than $50 million.
First, Series A, B, and D-1. Second,
Series C, D, and Class A & B Common.
stock.
Non-cumulative dividends may be issued when as and if declared
by the board of directors, rate not specified.
Yes - Series C and D participates with
common. Series A, B, and D1 Non-
participating.
No No
conversion rate upon an IPO of no less than $50 million.
All series are paid out pari passu
stock.
Non-cumulative dividends of 8% on all Series.
Yes - Series G and G1 participate with
common. Series A, B, C, D, E, F, F-1 Non-
participating.
No No
conversion rate upon an IPO of no less than $75 million, provided that the pre-IPO valuation of
the Corporation is equal to or greater than $750 million.
All series are paid out pari passu
stock
Non-cumulative dividends on a pro rata, pari passu basis (rate
not specified) when declared by the Board of Directors.
No No No
conversion rate upon an IPO of no less than $50 million, and a share price of at least $3.304374
(1.5x Series E OIP).
First, Series E1, Second, Series E. Third,
Series D-1, D Prime, D, C-1 and C on a
pari passu basis. Fourth, Series A and B.
May receive dividends in an amount at least equal to (i) in the
case of a dividend on common or any class that is convertible
into common, that dividend per share of each series of the
preferred stock as would equal the product of (A) the dividend
payable on each share of such class or series determined, if
applicable, as if all shares of such class or series had been
converted into common stock and (B) the number of shares of
common stock issuable upon conversion of a share of each series
of the preferred, in each case calculated on the record date for
determination of holders entitled to receive such dividend or
(ii) in the case of a dividend on any class or series that is NOT
convertible into common stock, at a rate per share of each series
of the preferred stock determined by (A) dividing the amount
of the dividend payable on each share of such class or series of
capital stock by the OIP of such class or series of stock and ()
multiplying such fraction by an amount equal to the applicable
OIP for each series; provided that if the Corporation declares,
pays or sets aside, on the same date, a dividend on shares of
more than one class or series of capital stock of the Corporation,
the dividend payable to the holders of Series A, B, C, C1, D, D
Prime, D1, E or E1 shall be calculated based upon the dividend on
the class or series of capital stock that would result in the highest
Series A, B, C, C1, D, D Prime, D1, E or E1 dividend, as applicable.
No No
Yes, $3.304374 (1.5x
Series E OIP).
Each share of preferred stock automatically converts into Class B Common at the then
conversion price upon an IPO of no less than $100 million.
Series G & G1 first, then Series A, B, C,
D, E, F & F1 second and finally Series
A1, prior and in preference to Common
Stock.
stock.
Non-cumulative dividends at the rate of $0.08 Series A, $0.01263
Series A1, $0.14541 Series B, $0.2468 Series C, $0.64226 Series
D, $2.4907 Series E, $3.6032 Series F, F1, G & G1. Series G and G1
received dividends first, then Series A, B, C, D, E, F & F1 second
and finally Series A1. Preferred dividends also participate with
common after they receive their preferential amount.
Each share of preferred stock automatically converts into Class A Common at the then
conversion price upon an IPO of no less than $50 million and the price per share is at least
$5.375.
Series B, C, D, E & E1 first, then Series
A second, prior and in preference to
Common Stock.
stock.
8% non-cumulative dividends. Preferred dividends also
participate with common after they receive their preferential
amount.

Select Unicorn Statistics
Company
VC raised in last 18 months
($M)
VC raised in last 12
months ($M)
VC raised in 2017
YTD ($M)
# of
employees
# of active
investors
Uber Technologies $6,630.0 $30.0 $0.0 15,000 136
WeWork $1,750.0 $1,750.0 $1,060.0 2,200 23
Airbnb $1,003.3 $1,003.3 $1,003.3 2,500 67
Pivotal Software $653.0 - - 2,000 5
Outcome Health $609.9 $609.9 $609.9 600 8
Lyft $600.0 $600.0 $600.0 1,700 77
Unity $581.0 $400.0 $400.0 1,400 13
Wish $500.0 $500.0 $500.0 900 45
Intarcia Therapeutics $475.7 $475.7 $475.7 201 35
Moderna $474.0 $474.0 - 500 15
Domo $472.8 $106.8 $106.8 906 46
SoFi $452.9 $452.9 $452.9 800 52
Instacart $449.0 $413.0 $413.0 723 37
Oscar $400.0 - - 342 31
Houzz $400.0 $400.0 $400.0 1,290 22
Tri Alpha Energy $375.0 - - 64 9
SpaceX $356.0 $351.0 $351.0 5,000 24
Essential Products $330.0 $300.0 $300.0 80 8
AvidXchange $328.0 $328.0 $300.0 1,000 20
Peloton $325.0 $325.0 $325.0 300 17
Zoox $302.0 $50.0 - 200 9
Clover Health $290.0 $130.0 $130.0 172 21
Kabbage $250.0 $250.0 $250.0 380 32
Rubrik $241.0 $241.0 $180.0 400 13
Human Longevity $220.0 - - 146 23
Opendoor $210.0 $210.0 - 200 81
Katerra $205.6 $130.0 $130.0 550 10
Reddit $200.0 $200.0 $200.0 - -
Slack Technologies $200.0 $0.0 $0.0 650 39
BuzzFeed $200.0 $200.0 - 1,500 19

Unicorn League Tables
Fidelity Investments 34
Sequoia Capital 30
Andreessen Horowitz 30
SV Angel 29
T. Rowe Price 27
Kleiner Perkins Caufield &
Byers
27
GV 23
The Goldman Sachs Group 22
New Enterprise Associates 22
IVP 22
SharesPost 21
Tiger Global Management 21
Wellington Management 21
Khosla Ventures 21
Founders Fund 19
Accel 19
MicroVentures 18
Greylock Partners 17
Salesforce Ventures 14
Open Field Capital 14
Hartford Financial Services
Group (Mutual Fund Business)
14
DST Global 14
Draper Fisher Jurvetson 14
DFJ Growth 14
Meritech Capital Partners 13
Glynn Capital Management 13
Benchmark Capital 13
CapitalG 13
Thrive Capital 12
Technology Crossover
Ventures
12
Investors with the most US unicorns
in portfolio
Optimum Asset Management 12
GGV Capital 12
AME Cloud Ventures 12
Peter Thiel 11
Industry Ventures 11
General Catalyst Partners 11
Insight Venture Partners 11
John Hancock Investments 11
GSV Capital 11
Dave Morin 11
DAG Ventures 11
Comcast Ventures 11
Coatue Management 11
Variable Annuity Life
Insurance Company
10
Ronald Conway 10
Lightspeed Venture Partners 10
Morgan Stanley Expansion
Capital
10
First Round Capital 10
Jeremy Stoppelman 10
General Atlantic 10
GSV Equity 10
Bezos Expeditions 10
TPG Growth 9
Union Square Ventures 9
TriplePoint Capital 9
Kaplan Group Investments 9
Lowercase Capital 9
ICONIQ Capital 9
Baillie Gifford 9
Bessemer Venture Partners 9
Sapphire Ventures 8
Temasek Holdings 8
Redpoint Ventures 8
Index Ventures (UK) 8
Hercules Capital 8
Firsthand Technology Value
Fund
8
BlackRock Private Equity
Partners
8
Battery Ventures 8
Saints Capital 7
VSL Partners 7
Tao Capital Partners 7
Slow Ventures 7
Spark Capital 7
Western Technology
Investment
7
Raptor Group 7
Microsoft 7
M13 7
MassMutual Financial Group 7
Millennium Technology Value
Partners
7
Intel Capital 7
Felicis Ventures 7
J.P. Morgan 7
In-Q-Tel 7
Initialized Capital
Management
7
Allen & Company 7
Altimeter Capital
Management
7

Initialized Capital
Management
4
Y Combinator 4
Sequoia Capital 3
SV Angel 3
FundersClub 2
GV 2
Signatures Capital 2
Transmedia Capital 2
Rothenberg Ventures 2
Collaborative Fund 2
Unicorn investors making first
investment at seed stage
SV Angel 15
Khosla Ventures 10
Accel 9
Benchmark Capital 8
Sequoia Capital 7
Lightspeed Venture Partners 6
Union Square Ventures 6
T. Rowe Price 5
Thrive Capital 4
Founders Fund 4
Greylock Partners 4
The UCLA Venture Capital
Fund
3
Millennium Technology Value
Partners
3
Slow Ventures 3
investment at Series A
Norwest Venture Partners 3
Felicis Ventures 3
GV 3
Baseline Ventures 3
Bezos Expeditions 3
Hummer Winblad Venture
Partners
3
Greylock Partners 8
Sequoia Capital 8
IVP 6
Byers
5
SV Angel 5
AME Cloud Ventures 4
Accel 3
Felicis Ventures 3
Khosla Ventures 3
Founders Fund 3
GE Ventures 3
GGV Capital 3
US Venture Partners 3
investment at Series B
Founders Fund 7
Byers
7
Sequoia Capital 7
investment at Series C
DFJ Growth 6
Allen & Company 5
Khosla Ventures 5
MicroVentures 4
Comcast Ventures 4
GV 4
Thrive Capital 4
Tenaya Capital 3
SV Angel 3
Greenoaks Capital 3
Dragoneer Investment Group 3
Bezos Expeditions 3
Microsoft 3
Tao Capital Partners 3
GGV Capital 3
Capital
3
Valor Capital Group 3
Insight Venture Partners 3
GV 8
Byers
5
IVP 5
SharesPost 4
Sapphire Ventures 4
investment at Series D

DFJ Growth 4
Technology Crossover
Ventures
4
TPG Growth 4
Industry Ventures 4
DAG Ventures 3
GSV Capital 3
T. Rowe Price 3
3
Open Field Capital 3
Passport Capital 3
Coatue Management 3
CapitalG 3
MicroVentures 3
Accel 3
Capital
3
Credit Suisse 3
T. Rowe Price 6
General Atlantic 5
IVP 5
SharesPost 4
Byers
4
TriplePoint Capital 3
Sapphire Ventures 3
Baillie Gifford 3
investment at Series E
J.P. Morgan 3
DST Global 3
Man Capital 3
Alibaba Group 3
GGV Capital 3
In-Q-Tel 3
Kaplan Group Investments 3
T. Rowe Price 6
Temasek Holdings 4
MicroVentures 4
VSL Partners 4
Insurance Company
3
SharesPost 3
Partners
3
John Hancock Investments 3
CapitalG 3
Pokora Capital 3
General Atlantic 3
IT Ventures 3
3
investment at Series F
Insurance Company
3
3
investment at Series G
Mithril Capital Management 1
Tamares Group 1
Pokora Capital 1
Aeon Funds 1
Abbott Laboratories 1
Partners
1
Nima Capital 1
Broad Beach Ventures 1
Seed-Resolute 1
Dover Madison Capital
Management
1
TJNS Capital 1
EDB Investments 1
MicroVentures 1
FJ Labs 1
Nautilus Ventures 1
Founders Equity Partners 1
GSV Equity 1
Rising Tide Fund 1
Hercules Capital 1
Surender Punia 1
IT Ventures 1
Third Point Ventures 1
M13 1
VSL Partners 1
investment at Series H+

Methodology
Unicorns
If a company’s post-money valuation reaches above $1 billion, they are categorized as a unicorn. If they fall below a
$1 billion valuation they will fall out of the categorization for any subsequent rounds that continue below the $1 billion
valuation. Only the first round for each company that reaches $1 billion in post-valuation will count as a “new unicorn”
round. For aggregate valuation calculation, the most recent valuation for each company is counted, and will be carried
forward until the company raises a new round.
Deals
We include equity investments into startup companies from an outside source. Investment does not necessarily have to be
taken from an institutional investor. This can include investment from individual angel investors, angel groups, seed funds,
venture capital firms, corporate venture firms, and corporate investors. Investments received as part of an accelerator
program are not included, however, if the accelerator continues to invest in follow-on rounds, those further financings are
included. All financings are of companies headquartered in the US.
Angel/seed: We define financings as angel rounds if there are no PE or VC firms involved in the company to date and we
cannot determine if any PE or VC firms are participating. In addition, if there is a press release that states the round is an
angel round, it is classified as such. Finally, if a news story or press release only mentions individuals making investments
in a financing, it is also classified as angel. As for seed, when the investors and/or press release state that a round is a seed
financing, or it is for less than $500,000 and is the first round as reported by a government filing, it is classified as such. If
angels are the only investors, then a round is only marked as seed if it is explicitly stated.
Early-stage: Rounds are generally classified as Series A or B (which we typically aggregate together as early stage) either
by the series of stock issued in the financing or, if that information is unavailable, by a series of factors including: the age of
the company, prior financing history, company status, participating investors, and more.
Late-stage: Rounds are generally classified as Series C or D or later (which we typically aggregate together as late stage)
either by the series of stock issued in the financing or, if that information is unavailable, by a series of factors including: the
age of the company, prior financing history, company status, participating investors, and more.
Down Rounds: Down rounds are calculated using the change between a company’s new pre-money valuation and previous
post-money valuation.
Exits
We include the first majority liquidity event for holders of equity securities of venture-backed companies. This includes
events where there is a public market for the shares (IPO) or the acquisition of majority of the equity by another entity
(corporate or financial acquisition). This does not include secondary sales, further sales after the initial liquidity event,
or bankruptcies. M&A value is based on reported or disclosed figures, with no estimation used to assess the value of
transactions for which the actual deal size is unknown.

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