For VCs & angels

Exit modeling for VCs and angels

Stress-test liquidation preferences and participation, and see exactly what your preferred returns. Validated math you can put your name on.

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No credit card · cancel anytime · your data is always kept.

The engine is validated against an independent finance firm's model across 30 exit values and backed by 303 automated tests.

The number you're committing to isn't yours

When you're underwriting an exit, the waterfall usually arrives from someone else: a founder's spreadsheet, a banker's model, a portfolio company's finance lead. Each one is built differently, and most are one mis-dragged formula away from a wrong number. A participation cap entered in the wrong cell, a conversion that should have flipped but didn't, a stacked preference applied out of order: any of these quietly moves money on the page.

You need a fast, independent check before you put a return figure in front of your partners or an LP, not a week of reverse-engineering someone else's tabs. The question is simple, and it has to be right: at this exit value, what our preferred actually returns.

An independent check you can put your name on

Enter the share classes, preferences and an exit value, and Waterfalls computes the full distribution step by step, with every tier of the waterfall shown and explained. It takes the greater of liquidation preference versus as-converted common for each class, so the convert-or-take-preference decision that drives your return is made the way it actually settles.

It is the dedicated exit-modeling layer, not a system of record. Your cap table of record stays where it lives; you get a clean, validated second opinion in minutes, against any model a founder or banker hands you.

Built for the way you underwrite

Model the terms that decide a fund's return, not a generic ownership snapshot:

Liquidation preferences with seniority and pari-passu

multiples or fixed amounts, stacked seniority, equal-rank classes sharing pro-rata, and cumulative dividends: see exactly where you sit in the stack. Read the mechanics on liquidation preferences.

Participating preferred and participation caps

full, non-, and capped participating preferred, with the cap resolution that decides when converting beats taking the preference. The full picture lives in participating preferred stock.

As-converted greater-of logic

the engine resolves convert-to-common versus take-the-preference per class, the calculation that actually sets your payout, not a guess.

Returns at any exit value, and your MOIC

model the full distribution at each exit value to see exactly where your preference, participation and conversion decisions flip, and check your MOIC across deal sizes. Side-by-side sensitivity across a range of values is coming soon.

Convertibles for late-stage stacks

SAFEs and convertible notes convert correctly at exit, so a complex late-stage cap table reconciles cleanly.

Example: on a $120,000,000.00 exit, a 2x non-participating preferred returns $40,000,000.00 on a $20,000,000.00 check, until the as-converted value of common overtakes it, and Waterfalls flips the class to common automatically.

Why you can trust the number

Accuracy is the whole point of an independent check. The engine is validated against an independent finance firm's waterfall model across 30 exit values (every value matched within tolerance) and a suite of 303 automated tests continuously covers preferences, participation, convertibles, options and carve-outs.

Math runs on decimal-precision arithmetic, computed to the cent with no floating-point drift, and every calculation enforces hard invariants: total distributed equals the exit value, no payout goes negative, nothing is left unaccounted for. Each result ships with a step-by-step breakdown you can trace and defend.

Your deal data stays yours

Authentication is handled by Clerk, and every account's data is isolated from every other with Supabase row-level security. Billing runs through a Merchant of Record, so global tax compliance stays off your plate. On Pro, you can share a scenario via a secure link, including an interactive mode where a partner or co-investor can flex inputs without altering your saved model.

The Free plan needs no credit card, and you can upgrade or cancel anytime. Your projects are always kept, even after a downgrade.

Questions VCs & angels ask

Can I check a portfolio company's waterfall independently?

Yes. Enter the share classes, preferences and an exit value, and Waterfalls computes the distribution step by step: an independent, decimal-precision check against the founder's or banker's spreadsheet, validated against a finance firm's model across 30 exit values.

Does it model participating preferred and participation caps?

Yes. Full, non-, and capped participating preferred are supported, with the as-converted “greater-of” logic that decides whether your preferred converts to common: the calculation that drives your actual return.

Can I see returns across a range of exit values?

On screen today, you model the full distribution at each exit value and see exactly where your preference, participation and conversion decisions flip. Side-by-side sensitivity across a range of exit values is coming soon.

Is my deal data private?

Yes. Authentication is handled by Clerk and data is isolated per user with Supabase row-level security. Waterfalls is a modeling tool, not a system of record: your cap table of record stays where it lives.

Check your next waterfall in minutes

Run an independent check on any founder or banker model. No credit card, cancel anytime, and your projects are always kept.

Start free

No credit card · cancel anytime · your data is always kept.

Modeling across a portfolio or a whole fund? Talk to us.

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