Don't know the details of LivingSocial, but in general liquidation preferences can complicate it. Instead of 1x or 2x return for all investors it is often 5x f

Don't know the details of LivingSocial, but in general liquidation preferences can complicate it. Instead of 1x or 2x return for all investors it is often 5x for the last investor and 0x for the rest. So it not all investors have a reason vote "yes" at a given total.