Le Conseil d'Etat considère que la mise en place d'actions convertibles inverses accompagnées de divers contrats d'option de vente et d'achat peut être constitutive d'un abus de droit fiscal sur le fondement de l'article L....more
When negotiating convertible notes, parties typically focus on the terms of conversion upon an equity financing, most notably the discount and valuation cap. This is understandable inasmuch as the not-so-hidden secret of...more
In 2019, LGH Investments, LLC loaned $100,000 to Social Life Network, Inc., a software licensing company, in exchange for a convertible note, common stock, and stock warrant for 412,500 shares at a strike price of $0.20. The...more
Early-stage companies often rely on Simple Agreements for Future Equity (SAFEs) and convertible promissory notes to raise capital either prior to a company's first priced preferred equity round, or to raise bridge capital...more
Issuing convertible notes has long been an attractive capital-raising option for public companies. At its most basic essence, a convertible note is a debt instrument that pays interest and principal, but also carries the...more
The challenging funding environment will likely prompt small- and mid-cap listed life sciences companies to seek financing through private investments in public equity. Small- and mid-cap life sciences companies typically...more
Our early-stage start-up clients often ask us about the difference between convertible notes and Simple Agreements for Future Equity (SAFEs). Each provides a way for companies to raise capital without the need to determine...more
US Market Review and Outlook - Venture capital financing and liquidity activity contracted in 2022 from the record-breaking levels of the prior year, in the face of declining equity markets, rising interest rates and...more
Increased volatility and reductions in asset values in the equity markets, coupled with rising interest rates and a slowing macroeconomic environment, have affected a wide range of equity-linked products. Continuation of...more
The pandemic’s impact may be subsiding, but businesses are encountering new challenges across the globe, including the potential for an economic retrenchment, rising interest rates, shifting regulatory and litigation...more
This article is Part B of the fifth alert in our series of alerts focussed on the alternative protein industry. While Part A provided an overview of financing options in the industry, this Part B considers a variety of key...more
In Adar Bays, LLC v. GeneSYS ID, Inc., the New York Court of Appeals (the “Court”) held that the conversion price in a convertible option could be classified as interest thereby potentially falling under the territory of New...more
Thanks to everyone who joined Part One of Bailey Glasser’s two-part raising capital webinar series with lawyers Michael de León Hawthorne and Carlos Duque. Part One of the webinar featured raising capital questions and...more
As the UK Government’s COVID-19 support measures ease, there are a number of considerations that directors should be thinking about... ...more
Often viewed as a quick interim source of funding until the next round of equity financing, convertible notes have become ubiquitous in Southeast Asia and India for many early-stage and even late-stage companies looking to...more
On June 11, 2020, the Second Circuit Court of Appeals confronted the question whether an option in a commercial note that allows the lender to convert the remaining balance into the borrower's common stock at a 35% discount...more
#TeamOrrick thanks the nearly 200 people who attended our webinar on Wednesday morning on the #FutureFund convertible loan notes. We tried to answer all of your questions, but they kept on coming, so here is the promised FAQ...more
The British Business Bank has opened the application process for the Future Fund, a new fund that provides financing to UK start-ups and scale-ups in the form of a convertible loan which is invested directly by the UK...more
The scheme opens on 20 May 2020 and is available on a “first come, first served” basis. On 18 May 2020, the UK government released a draft of its convertible loan note agreement and details of the application process for...more
The Malaysia Securities Commission (SC) announced on April 28 that flexibility will be granted for businesses issuing convertible notes to venture capital (VC) and private equity (PE) firms registered with the SC....more
The UK government is pledging at least £250 million in convertible loan notes to UK-registered businesses. On 20 April 2020, the UK government issued a press release announcing a new Future Fund scheme for the financing of...more
We live in unprecedented times with global lockdowns and the world economy coming to a standstill in a number of sectors and government interventions to protect income, jobs and businesses. A number of start-ups and high...more
Being an entrepreneur involves wearing many hats. In addition to thinking about product and design, you must also be able to speak the language of investors. Below are some important terms every entrepreneur should know...more
Bass, Berry & Sims attorney Chris Lazarini reviewed a putative class case filed against a brokerage firm alleging that the firm breached its client agreement by purchasing risky reverse convertible notes (RCNs) for clients...more
The past several years have witnessed the continuing growth of strategic equities as part of corporate finance advisory services for both listed issuers and their controlling shareholders. Strategic equities services offer a...more