Cram Down . . . 

refers to a negotiation where one party has so much leverage over the other that it is able to dictate deal terms that are extremely favorable to dictating party. Although often civil, the negotiation sessions in a cram down are characterized by the lack of meaningful give-and-take on the substantive issues. They occur most often in situations where one party knows that the other party has no viable alternative to accepting the offered deal. In a fundraising situation, growing companies can subject themselves to an unwanted cram down by waiting too long to begin raising capital and by having no viable alternative to raising capital (often because of acute cash shortages) from the investor who is dictating his terms. See: Bridge Loans, Leverage, Negotiation.