There are a few major steps after the term sheet, and they can be staged differently: agreeing on, getting board/shareholder approval for, and signing the definitive documents; removing the due diligence and other conditions to closing; and finishing any lingering post-closing paperwork and tasks.
A term sheet may be prepared by either party – the investor or the founder. Usually, if a venture capital firm is investing, the VC offers a term sheet.
In as little as 500 words, a VC's term sheet lays out the financial terms of the investment, how much your startup will be worth, who will control it and who will profit the most if the company is sold or goes public. The term sheet is akin to a letter of intent.
Viewed thus, the negotiation of a term sheet is a matter of adjustment of contractual rights and obligations on the various sides of a proposed investment transaction. The key players are obviously the investors, on the one hand, and the founder or the promoters, on the other.
How to Prepare a Term Sheet Identify the Purpose of the Term Sheet Agreements. Briefly Summarize the Terms and Conditions. List the Offering Terms. Include Dividends, Liquidation Preference, and Provisions. Identify the Participation Rights. Create a Board of Directors. End with the Voting Agreement and Other Matters.
As mentioned earlier, a term sheet is a mostly non-binding document signed by the target company and the prospective buyer. However, it often also contains a few binding provisions, such as exclusivity, non-solicitation, and confidentiality clauses.
Legal counsel is essential when creating or reviewing a term sheet to ensure that the terms are clear, fair, and protect your interests. An experienced attorney can help identify potential issues and provide valuable negotiation advice.
6 Tips for Writing a Term Sheet List the terms. Summarize the terms. Explain the dividends. Include liquidation preference. Include voting agreement and closing items. Read, edit and prepare for signatures.
6 Tips for Writing a Term Sheet List the terms. Summarize the terms. Explain the dividends. Include liquidation preference. Include voting agreement and closing items. Read, edit and prepare for signatures.