Convertible Note Seed Financings: Econ 101 for Founders

This is the second part of a three-part primer on convertible note seed financings. Part 1, entitled ?Everything You Ever Wanted To Know About Convertible Note Seed Financings (But Were Afraid To Ask),? addressed certain basic questions, such as (i) what is a convertible note? (ii) why are convertible notes issued instead of shares of common or preferred stock? and (iii) what are the advantages of issuing convertible notes? This part will address the economics of a convertible note seed financing and the three key economic terms: (i) the conversion discount, (ii) the conversion valuation cap and (iii) the interest rate. Part 3 will cover certain special issues, such as (i) what happens if the startup is acquired prior to the note?s conversion to equity? and (ii) what happens if the maturity date is reached prior to the note?s conversion to equity?

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