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Convertible Promissory Note by Corporation - One of Series of Notes...

Oregon Convertible Promissory Note by Corporation - One of Series of Notes Issued Pursuant to Convertible Note Purchase Agreement

Category:

Promissory Notes - Convertible

State:

Multi-State

Control #:

US-02860BG

Format:

Instant download

Description

A Convertible Note is a simple promissory note, usually bearing interest and payable at some future date. The unique aspects of a convertible note are:

A. It converts into equity in the company so long as certain agreed metrics are achieved;

B. Conversion rather than repayment is the usual intention of the parties

C. The usual events for conversion (a conversion event) could be some or all of:

1. Later financing acquired of an agreed minimum level;
2. Developmental milestones reached by the company; and/or
3. Strategic partnerships concluded with important companies;

The conversion into equity is usually at a valuation that is consistent with the valuation agreed to with investors in an investment round that occurs at a later time.

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FAQ

When a company issues convertible notes, it secures financing with the potential for future equity conversion. Investors receive interest payments while benefiting from the possibility of turning the note into stock. This financing method is popular among startups and corporations in Oregon, as it can provide much-needed capital without immediate equity dilution.

A convertible note purchase agreement is an agreement between certain investors and a company that binds all the investors to the same terms and conditions for a particular round of convertible debt financing. Convertible debt is debt that can be converted into equity.

A convertible note is a form of short-term debt that converts into equity, typically in conjunction with a future financing round; in effect, the investor would be loaning money to a startup and instead of a return in the form of principal plus interest, the investor would receive equity in the company.

Series A funding is considered seed capital since it's designed to help new companies grow. Series B financing is the next stage of funding after the company has had time to generate revenue from sales. Investors have a chance to see how the management team has performed and whether the investment is worth it or not.

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).

A contract for the sale and purchase of notes that allows a company (the seller) to raise money for general corporate purposes, to complete an acquisition or for other purposes. The purchasers of the notes invest in the company through their purchases of the notes.

When a startup fails, the company typically has run out of money. The owner of a convertible note may get nothing, or at best may only receive pennies on the dollar. You also may be able to write off your loss.

The difference between a Seed Round and Series A It primarily lies in the stage in which a company finds itself when seeking fundraising. As such, a seed round comes before a finished product. Meanwhile, Series A happens when there's a product and with clear evidence of traction.

Convertible notes are good for quickly closing a Seed round. They're great for getting buy in from your first investors, especially when you have a tough time pricing your company.

A convertible promissory note is a debt obligation in which a company borrows money from an investor in exchange for a promise of repayment and an option to convert the outstanding principal into equity of the company upon some triggering event. Notes have a maturity date and bear interest.

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