A Promissory Note For Shares is commonly used in early-stage financing scenarios where companies need immediate capital but want to defer equity dilution. This hybrid instrument, regulated under U.S. federal and state securities laws, provides flexibility for both issuers and investors by combining traditional debt characteristics with potential equity participation. The document typically includes specific terms regarding interest rates, maturity dates, conversion prices, and triggering events for conversion. It's particularly popular among startups and growing companies as a bridge financing tool.
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1. Parties: Identification of the issuer and holder of the note, including complete legal names and addresses
2. Background/Recitals: Context of the note issuance and basic transaction structure
3. Definitions: Key terms used throughout the document, including 'Maturity Date', 'Interest Rate', 'Conversion Price', etc.
4. Principal Amount: Statement of the amount being borrowed
5. Interest Rate and Calculation: Specification of interest rate and calculation method
6. Payment Terms: Details of when and how payments will be made
7. Share Conversion Rights: Terms and conditions for converting the note into shares
8. Events of Default: Circumstances constituting default and consequences
1. Security: Details of any collateral securing the note - used when the note is secured by specific assets
2. Subordination: Priority of the note relative to other debt - used when there are multiple creditors or debt instruments
3. Registration Rights: Rights regarding registration of converted shares - used when shares may need to be registered with SEC
4. Transfer Restrictions: Limitations on transfer of the note or resulting shares - used when transfer restrictions are desired
1. Form of Conversion Notice: Template notice for exercising conversion rights
2. Payment Schedule: If payments are to be made in installments
3. Share Calculation Formula: Detailed formula for calculating number of shares upon conversion
4. Corporate Resolutions: Copies of relevant corporate approvals
Relevant legal definitions
Clauses
Relevant Industries
Relevant Teams
Relevant Roles
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