Revise paragraph in the Convertible Note Agreement Template

Aug 6th, 2022
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How to revise paragraph in the Convertible Note Agreement Template

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If youre starting your first company, understanding stock, preferred stock, options, convertible notes and other fundraising instruments can be truly overwhelming. We actually didnt find a single video that covered this, so here we go. This is Fundraising for Startups 101. If you are an early-stage startup in the tech space, and you are looking for money to grow your company, the official term for that would be raising capital. The most commonly recommended instrument to do so is called a Convertible Note. However, to understand how those work, we first need to understand how equity (or stock) works. By the way, if you are lost with one of the fancy words we are about to use, just rewind, or check out the video description for a glossary. Also, a shout-out to our investors at Carao Ventures, for validating our legal documents here. Ok, so Stock. You are probably semi-familiar with the term stock. Stock is what represents the company ownership and it is distributed in parts to refle

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Convertible notes can be issued to any eligible investor, regardless of their nationality or residency status. This means that convertible notes can be issued to foreign investors, NRIs (Non-Resident Indians), resident Indians, Indian investors, and Indian companies.
Change of Control: If the company is sold before a Qualified Financing takes place, a convertible note may provide that the amounts outstanding on the note will either: (i) convert into common stock at an agreed upon Cap immediately prior to the Change of Control (so that note holders can share in sale proceeds as Convertible note basics - Dentons ventureBeyond dentonsventurebeyond.com resource-center dentonsventurebeyond.com resource-center
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. What Founders Need To Know About Convertible Notes: Discounts, Caps forbes.com kylewestaway 2023/01/10 forbes.com kylewestaway 2023/01/10
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. What are the most common ways to structure a convertible note? linkedin.com advice what-most-common linkedin.com advice what-most-common
Generally, convertible notes convert into shares (the Conversion Shares) at a qualified equity financing round (this term should be defined in the note and usually means a preferred financing round of a minimum size) at the lower of two different prices per share: (1) the price per share using the conversion cap ( The Mechanics of Converting Convertible Notes - Vela Wood velawood.com the-mechanics-of-converting-con velawood.com the-mechanics-of-converting-con
An automatic conversion clause is a provision that allows for the automatic exchange of preferred stock or convertible debt for common stock in a company. The conversion is considered automatic or mandatory because it does not require a vote of the board of directors for the conversion to take place.
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.
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.

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