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How to copy dot in the Convertible Note Agreement Template

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[Music] okay so we win over shares now lets talk about the other kinds of ownership rights you might run into common shares and preferred Shares are examples of equity where the share price gets determined at the time the shares are granted when you incorporate you might authorize the issuing of 10 million shares but right now youre at the earliest stage of your company right at this stage a lot of Founders dont know how much their company is worth maybe theres no Revenue yet maybe theres no product yet for whatever reason they just might not be ready to say what their share price is problem is they still might need to raise money in order to get their business up and running so how do you raise money and give shares to investors when you dont actually know the price of one share of your company say hello to the third type of asset youll probably have on your cap table a convertible instrument convertible instrument sounds like a fancy word but its basically just a type of cont

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What happens if you dont convert a convertible note?

Unlike a car loan or student loan, convertible notes dont have set monthly payments. Instead, the company generally has to repay the full amountthe principal plus interestat the maturity date if it does not convert first.

How do you structure a convertible note?

Structuring a convertible note requires careful consideration of key elements. Typically, convertible notes feature the principal amount, interest rate, maturity date, and conversion terms. The conversion discount and valuation cap are crucial components influencing the conversion of the note into equity.

How do you record a convertible note?

The general accounting treatment of a convertible note involves initially recording it as a liability on the balance sheet. Over time, interest will accrue, and any potential conversion into equity should be accounted for when the conversion event occurs.

What happens if a convertible note never converts?

Another risk of convertible promissory notes to a company is if a convertible note is not converted into equity before maturity, investors could demand that the note is repaid with principal and interest. This could potentially put the company into bankruptcy.

What happens if you default on a convertible note?

If a company raises money on a note and the company fails, the investors are creditors, getting money back prior to any shareholder and any creditor that doesnt have security or statutory preference. In almost every case, convertible note holders in these situations would be lucky to get pennies back on the dollar.

What happens if you cant pay back a convertible note?

In such a case, the convertible noteholders have several options: Force a repayment. Technically speaking, the noteholders could demand repayment of the note. Because the company is unlikely to be able to do so, this could force the company into bankruptcy.

Do you need a term sheet for a convertible note?

Although it is customary to forego a term sheet, in some cases it may be required if the parties need to negotiate certain terms. It can be advantageous to use a term sheet for the company to easily summarize the terms of the notes for potential other investors purchasing a convertible note.

What happens when a convertible note expires?

Convertible Note Conversion At Maturity When a convertible note gets to its maturity date, it will either convert, and the investor gets equity in the company, or it will not convert, and the principal and interest are due as debt. The decision of whether to convert or not convert is up to the investor.

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