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Typically, promissory notes are securities. They must be registered with the SEC, a state securities regulator, or be exempt from registration.
Also known as convertible promissory notes, bridge notes, or convertible debt. Since convertible notes are securities, they must be registered, or qualify for an exemption from registration, under the Securities Act.
General Definition Promissory notes are defined as securities under the Securities Act. However, notes that have a maturity of nine months or less are not considered securities.
Typical terms of convertible notes are: interest rate, maturity date, conversion provisions, a conversion discount, and a valuation cap.
Secured: A secured promissory note is common in traditional mortgages. It means the borrower backs their loan with collateral. For a mortgage, the collateral is the property. If the borrower fails to pay back their loan, the lender has a legal claim over the asset and, in extreme cases, may foreclose on the property.
You can take a security interest in a promissory note owed to your debtor in the same way that you can take a security interest in account receivables. You can also take a security interest in any stocks or limited partnership interests owned by the debtor.
Convertible notes are promissory notes that serve an additional business purpose other than merely representing debt. Convertible notes include all of the terms of a vanilla promissory note, such as an interest rate and the pledge of underlying security (if applicable).
Promissory notes may also be referred to as an IOU, a loan agreement, or just a note. It's a legal lending document that says the borrower promises to repay to the lender a certain amount of money in a certain time frame. This kind of document is legally enforceable and creates a legal obligation to repay the loan.