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The Truth About Convertible Debt at Startups and The Hidden Terms You Didn’t Understand

Both Sides of the Table

Because convertible debt deals often have both a ‘full ratchet’ and often have ‘multiple liquidation preferences’ “ Yup. The key for entrepreneurs to understand is whether it’s a “full ratchet” or a “weighted average ratchet.” Convertible notes have full ratchets.

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One Simple Paragraph Every Entrepreneur Should Add to Their Convertible Notes

Both Sides of the Table

This is called a “full ratchet,” which is also historically a term that VCs would be crucified for trying to get away with but I’ll avoid talking about that in this post.]. If a VC tried to do this to you on an early-stage deal they would get such a bad reputation that no other VCs or entrepreneurs would work with them.

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On the Road to Recap:

abovethecrowd.com

Examples of dirty terms include guaranteed IPO returns, ratchets, PIK Dividends, series-based M&A vetoes, and superior preferences or liquidity rights. The reason these terms can produce returns by themselves is that they set the stage for a rejiggering of the capitalization table at some point in the future.

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