The Tennessee Term Sheet — Convertible Debt Financing is a comprehensive document that outlines the terms and conditions for a specific type of financing arrangement in the state of Tennessee. This financing option combines elements of debt and equity, offering flexibility for both investors and companies seeking funding. It is commonly used by startups and early-stage companies looking to raise capital. Convertible debt financing allows the issuer to borrow money from investors with an agreement to repay the borrowed amount with interest at a future date. However, the unique aspect of this financing option is the ability to convert the debt into equity at a later stage. This means that if the company performs well and reaches predetermined milestones, the debt can be converted into ownership shares, providing investors with a potential return on their investment. The Tennessee Term Sheet — Convertible Debt Financing features several important sections that detail the terms and conditions of the agreement. These include: 1. Principal Amount: This section specifies the initial amount of debt being borrowed by the company from the investor. It outlines how this principal amount will be repaid or converted into equity. 2. Conversion Terms: Here, the term sheet defines the conditions under which the debt can be converted into equity. It includes the conversion price, which determines the number of shares an investor will receive for a specific amount of debt. 3. Interest Rate: The document specifies the interest rate at which the borrowed amount will accrue interest until it is repaid or converted. This provides compensation to the investor for the opportunity cost of lending money. 4. Maturity Date: This section states the date by which the debt must be repaid if not converted into equity. It acts as a deadline for the repayment or conversion of the debt. 5. Prepayment Terms: The term sheet may also include provisions for prepayment, allowing the issuer to repay the debt before the maturity date. This can provide flexibility for the company in managing its financial obligations. Different types of Tennessee Term Sheet — Convertible Debt Financing may exist depending on the needs and preferences of the parties involved. Some common variations include: 1. Simple Agreement for Future Equity (SAFE): This is a popular type of convertible debt financing that does not specify an interest rate or maturity date. Instead, it focuses on the conversion into equity when a specific triggering event occurs, such as a future round of financing or acquisition. 2. Note Purchase Agreement: This type of convertible debt financing involves the issuance of promissory notes to investors. The notes represent the debt and are convertible into equity based on predetermined terms. 3. Convertible Note with a Discount: In this variation, the investor receives additional shares of the company's equity as a discount when converting the debt. This incentivizes early investment in the company, providing investors with a potential higher return. In conclusion, the Tennessee Term Sheet — Convertible Debt Financing offers a flexible and hybrid approach to funding for companies in Tennessee. By combining debt and equity elements, it allows startups and early-stage companies to access capital while providing potential upside to investors. Various types of convertible debt financing, such as SAFE, Note Purchase Agreement, and Convertible Note with a Discount, offer different features and benefits depending on the specific needs of the parties involved.