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A growth equity investor holds convertible preferred shares with a conversion price of 10.00. A subsequent 'down round' issues new shares at5.00.

Under a 'Weighted Average' anti-dilution provision, how is the new conversion price determined?

  1. It remains fixed at $10.00, but the investor is paid cash equal to the value difference upon exit.
  2. It is immediately reset to $5.00, matching the price of the new financing round exactly.
  3. It is adjusted downward based on both the lower price and the number of new shares issued relative to the existing shares.
  4. It is instead adjusted upward to $15.00 per share to compensate the investor for the fund's heightened downside risk.

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