A Georgia Term Sheet — Convertible Debt Financing is a contractual agreement that outlines the terms and conditions for a loan agreement between a lender and a borrower in the state of Georgia. It is specifically designed for startups and businesses seeking capital funding. This term sheet serves as the foundation for a convertible debt financing transaction, where the loan provided by the lender can be converted into equity shares in the company at a later point in time. It is commonly used in startup ecosystems to provide an alternative funding option for entrepreneurs. The Georgia Term Sheet — Convertible Debt Financing typically includes the following essential elements: 1. Loan Amount: The total amount of funds provided by the lender to the borrower, usually specified as a principal amount. 2. Interest Rate: The rate at which interest accrues on the loan, which may be fixed or variable. It is important to note that in convertible debt financing, the interest is typically deferred and converted into equity. 3. Maturity Date: The date upon which the loan becomes due and payable in full, if not converted into equity before then. 4. Conversion Terms: The terms and conditions under which the loan can be converted into equity shares in the company, usually triggered by a subsequent financing round or an agreed-upon event. 5. Conversion Price: The price at which the debt converts into equity, which is often determined by a pre-negotiated valuation of the company or a discount to the next financing round's price. 6. Conversion Events: The events or circumstances that trigger the conversion of the debt into equity, such as a qualified financing, acquisition, or initial public offering (IPO). 7. pre-Roman Valuation Cap: The maximum valuation at which the loan can be converted into equity, protecting the lender from excessive dilution in case the company achieves a high valuation during subsequent financing rounds. 8. Warrant Coverage: Additional compensation provided to the lender in the form of warrants, which grant the right to purchase equity shares at a predetermined price, usually exercisable within a specified timeframe. It is important to note that while the aforementioned elements are common in most term sheets, variations exist based on the unique requirements of the parties involved. Different types of Georgia Term Sheet — Convertible Debt Financing may include adjustments or additional terms tailored for specific situations, such as an accelerator program, angel investor network, or institutional investor preferences. Having a comprehensive understanding of the Georgia Term Sheet — Convertible Debt Financing is crucial for both lenders and borrowers to ensure a successful transaction and mitigate potential disputes. Legal counsel is advisable to review and negotiate the terms before finalizing the document.