Concept · Governance & Ownership

Liquidation Preference

Origin: VC term

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The Biological Bridge

This business construct is human-invented, but the outcome it's trying to achieve has deep biological roots.

Surface Construct
Preferred shareholders get paid first (often 1-2x their investment) before common shareholders in an exit
Underlying Outcome
Senior contributors get priority access to limited resources during scarcity
Biological Mechanism
Dominance hierarchies during resource scarcity. When food is scarce, alpha wolves eat first, often consuming everything before subordinates access resources. This isn't cruelty - it ensures the most reproductively valuable individuals survive to continue the genetic line.
Key Insight: When resources are limited, priority access determines survival. Liquidation preference is formalized pecking order for cash.

The Full Picture

Dominance hierarchies in wolves, chimps, and naked mole rats enforce liquidation preference: when food is scarce (the colony 'liquidates'), alpha individuals eat first, often consuming everything before subordinates access resources. A beta wolf doesn't get 'common stock' table scraps until the alpha's 'preferred shares' are satisfied. This priority access evolved because high-rank animals provide disproportionate value—alphas defend territory, lead hunts, and maintain coalition stability—justifying preferential treatment during downturns, exactly as investors justify liquidation preferences based on capital provision and risk.