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Debt To Equity Conversion Agreement
"Need a Debt to Equity Conversion Agreement to convert our $2M venture debt from Series A into equity shares at a $15M valuation, to be completed before our Series B closing on March 15, 2025."
1. Parties: Identification of the debtor and creditor(s)
2. Background: Details of existing debt and reasons for conversion
3. Definitions: Key terms used throughout the agreement
4. Debt Acknowledgment: Recognition of existing debt amount and terms
5. Conversion Terms: Specific terms of conversion including share price, number of shares, and timing
6. Representations and Warranties: Statements of fact by both parties regarding their capacity and authority
7. Closing Conditions: Requirements to be met before conversion can be completed
1. Anti-dilution Provisions: Protection mechanisms against future dilution of converted shares
2. Registration Rights: Rights and procedures for registering converted shares with securities authorities
3. Tag-Along Rights: Rights of converting creditor to participate in future share sales
1. Schedule of Existing Debt: Detailed breakdown of all debt being converted including principal, interest, and other charges
2. Share Calculation Schedule: Detailed methodology and calculations for determining number of shares to be issued
3. Corporate Resolutions: Copies of board and/or shareholder resolutions approving the conversion
4. Existing Security Agreements: Copies of security agreements relating to the debt being converted
Authors
Business Day
Closing
Closing Date
Company
Conversion
Conversion Amount
Conversion Price
Conversion Ratio
Conversion Shares
Creditor
Debt
Debt Instruments
Encumbrance
Existing Debt
Governing Law
Interest
Material Adverse Effect
Outstanding Amount
Parties
Principal Amount
Securities Act
Securities Laws
Shares
Subscription Agreement
Transaction Documents
Warranties
Working Day
Agreement to Convert
Calculation of Conversion
Closing Conditions
Completion
Confidentiality
Consideration
Conversion Mechanism
Conversion Price
Conversion Rights
Corporate Authority
Costs and Expenses
Due Diligence
Entire Agreement
Events of Default
Force Majeure
Further Assurance
Governing Law
Indemnification
Notices
Representations and Warranties
Restrictions on Transfer
Securities Compliance
Severability
Share Issuance
Shareholder Rights
Survival
Tax Matters
Termination
Timing of Conversion
Valuation
Waiver
Warranties of Title
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Promissory Note Conversion Agreement
A U.S. legal agreement that converts debt from a promissory note into equity shares of a company, subject to federal and state securities laws.
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Convertible Notes Agreement
A U.S.-governed agreement establishing terms for debt that can convert to equity, commonly used in early-stage financing.
Debt To Equity Conversion Agreement
A U.S. legal agreement that converts outstanding debt into company equity shares, subject to federal and state regulations.
Loan Conversion To Equity Agreement
A U.S.-governed agreement that documents the conversion of an existing loan into company equity shares, subject to federal and state securities regulations.
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