pari
Request Access
PRIVATE BETA · INVITE ONLY

Term sheet intelligence and exit waterfall modeling.

Pari brings instant clarity to priced rounds—turning complex liquidation preferences, seniority stacks, and cap table dilution into interactive visual models in seconds.

Currently onboarding select venture capital funds and portfolio companies.

WHO IT IS FOR

Built for venture funds & growth companies.

For Venture Capital

  • Protect early-stage capital: See exactly where later-stage liquidation preferences wipe out Series A or Seed returns.
  • Accelerate deal review: Give associates and principals a standardized, verified modeling tool instead of rebuilding Excel templates from scratch.
  • Make informed committee decisions: Enter partner meetings with clear payout distributions across every scenario.

For Founders & CEOs

  • Understand true net proceeds: Look beyond headline valuation to see what common shareholders actually take home at exit.
  • Spot the option pool shuffle: Know exactly how much equity a pre-money option pool expansion costs you compared to a post-closing pool.
  • Negotiate with parity: Evaluate term sheets with the same rigorous modeling used by institutional investors.
CORE CAPABILITIES

Three surfaces, from raw PDF to signed counter-proposal.

01

Term Sheet Audit

Upload a term sheet or financing summary to instantly extract core economic variables:

  • Liquidation preference multiples (1.0x, 1.5x, 2.0x) and seniority tiers (Senior vs. Pari-Passu).
  • Pre-money vs. post-money employee option pool expansions.
  • Anti-dilution mechanics, participation caps, and dividend accruals.
  • Automatic flags for non-market terms that compress earlier investor returns.
THE AUDIT VIEW
02

Interactive Waterfall Simulator

Test any exit valuation on a continuous visual canvas:

  • View net proceeds, return multiples (MOIC), and final ownership percentages across all share classes.
  • Identify exact inflection points where preferred shares convert to common stock.
  • Dynamic sensitivity matrices covering bear, base, and bull exit cases.
TRY IT — DRAG THE VALUATION
EXIT VALUATION$85M
SERIES B · 1.5x SENIORPREFERENCE$22.5M
SERIES A · 1.0xCONVERTED$11.7M
OPTION POOL$14.1M
COMMON$36.7M
PROCEEDS DISCREPANCY$0.00
  • Breakpoint 1 ($50.5M): Where Series A unilaterally converts to Common to capture +$1.7M in extra proceeds.
  • Breakpoint 2 ($148.5M): Where the entire preferred stack collapses to Common equity.
03

Negotiation Counter-Terms & IC Memos

Move directly from analysis to deal defense:

  • Access market-standard NVCA counter-clauses to push back on aggressive seniority or pool terms.
  • Export a clean, one-page Investment Committee Defense Memo ready for partner review.
  • Side-by-side comparison showing equity preserved under your counter-proposal.
THE COUNTER-PROPOSAL

WORKFLOW COMPARISON

Stop spending 15 hours in fragile spreadsheets.

Every time a portfolio company receives a priced round term sheet, investment teams face the same manual bottleneck. Here is how evaluating financing terms changes with Pari:

The old workflow

THE OLD WORKFLOW

Manual Excel & Fragmented Docs

  • 12–15 hours spent building bespoke waterfall spreadsheets for every new financing offer.
  • Circular formula errors and broken workbooks when modeling simultaneous conversion tiers.
  • Unnoticed dilution: pre-money option pool expansions quietly carving out founder equity.
  • Hand-drafting tables for Monday morning Investment Committee memos at midnight.

The Pari workflow

THE PARI WORKFLOW

Deal Intelligence Platform

  • Under 60 seconds to upload a term sheet and generate an interactive exit waterfall.
  • Continuous valuation slider testing every outcome from $10M distress to $200M+ home-run.
  • Instant detection of option pool shuffles and senior liquidation overhangs.
  • 1-click export of complete Investment Committee defense briefs and counter-terms.

HOW IT WORKS

Upload, model, counter — under 60 seconds.

An uploaded term sheet becomes an interactive exit waterfall and a one-page IC memo, with no spreadsheet rebuild in between.

01

Drop the term sheet

Upload a term sheet or financing summary to extract liquidation preference multiples, seniority tiers, option pool terms, and anti-dilution mechanics. Non-market terms are flagged automatically.

Extracted economic variables
02

Model every exit

Run the continuous valuation slider from $10M distress to $200M+ home-run, watching MOIC shift at each inflection point where preferred converts to common. Sensitivity matrices cover the bear, base, and bull case.

The interactive exit waterfall
03

Send the counter

Pull market-standard NVCA counter-clauses to push back on aggressive terms, then export a one-page IC Defense Memo with the equity preserved under your counter-proposal shown side by side.

The IC Defense Memo
QUESTIONS

Before you ask for access.

If your question isn't answered here, ask it directly through the request-access form and it will be answered before the beta invite goes out.

What can it read?
A term sheet or financing summary is uploaded, and Pari extracts liquidation preference multiples and seniority tiers, pre- versus post-money option pool expansions, anti-dilution mechanics, participation caps, and dividend accruals. Non-market terms that compress earlier investors' returns are flagged automatically.
How does it handle several conversion tiers at once?
Manual spreadsheets break down with circular formula errors when simultaneous conversion tiers are modeled by hand. Here the waterfall is solved across all share classes at once, and the valuation slider shows the exact inflection points where preferred converts to common, along with return multiples (MOIC) and final ownership percentages at every point.
Does this replace legal counsel?
No. It models the economics of the terms — what each class actually takes home at a given exit — and surfaces market-standard NVCA counter-clauses for negotiation. It is not legal advice, and it does not review the non-economic terms of a financing.
What do I actually hand to my partnership?
A one-page Investment Committee Defense Memo, exportable in one click, laying out payout distributions across every scenario. Alongside it, a side-by-side comparison shows the equity preserved under your counter-proposal.
Is this built for the fund or for the company?
Both, and the use differs. A fund is checking exactly where later-stage liquidation preferences wipe out its Series A or Seed position; a founder is checking true net proceeds to common and what a pre-money option pool expansion costs against a post-closing one.
How do I get in?
Pari is in private beta, invite only, and requests are reviewed weekly. It is currently onboarding select venture capital funds and portfolio companies — no spam, no sales calls.
GET EARLY ACCESS

Bring certainty to your next financing round.

We are currently working with a limited group of venture capital funds and growth-stage companies in closed beta.

Private beta onboarding is reviewed weekly. No spam, no sales calls.