A down round term sheet is a significant aspect of the financial landscape in Chicago, Illinois. It refers to a legal agreement that outlines the terms and conditions for an investment round in which a company's valuation decreases from its previous funding round. This term sheet is designed to protect the interests of investors and regulate the terms of the down round financing. In Chicago, Illinois, various types of down round term sheets can be seen, including: 1. Traditional Down Round Term Sheet: This type of term sheet contains provisions that govern the terms of a down round financing, such as the reduced valuation of the company and the rights of the investors involved. 2. Protective Down Round Term Sheet: This variation emphasizes provisions that safeguard previous investors' rights and interests during a down round financing. It may include anti-dilution protection mechanisms and priority distribution of proceeds. 3. Weighted Average Down Round Term Sheet: This type of term sheet incorporates a weighted average formula to calculate the adjusted conversion price or share price for existing investors when participating in a down round financing. It provides a fair and balanced approach to adjust the conversion ratio. 4. Pay-to-Play Down Round Term Sheet: This term sheet encourages existing investors to participate in the down round by penalizing non-participating investors. It usually offers investment incentives or rights to existing investors who continue to support the company during challenging Financial Times. 5. Dilution Protection Down Round Term Sheet: This term sheet intends to limit the dilution impact caused by down round financing. It may include anti-dilution provisions, such as full-ratchet anti-dilution protection, to ensure that previous investors are fairly compensated for the decreased valuation. 6. Liquidation Preference Down Round Term Sheet: This term sheet includes provisions that outline the order in which investors' contributions are repaid in case of a company's liquidation or acquisition. In a down round, this feature can play a more significant role in securing the interests of investors. In conclusion, Chicago, Illinois is a hub for various types of down round term sheets, each tailored to specific investor preferences and circumstances. Companies and investors should carefully review and negotiate the terms within these term sheets to protect their interests and ensure a fair financing arrangement.