Thanks for the details.
It's definitely true that common stock gets $0 if the acquisition price is <= (sum raised + debt).
That sort of sounds like the startup wasn't doing well, and the acquisition wasn't for a lot of money (relative to amount raised), which seems very different from these Groq/Windsurf situations.
The employees of that bought company were given an incentive by the buying company to stay for a while and help tearing down and integrating their product into the buying company.
One could say shady, I'd say that it was just a bad deal.