Term Sheet Design

Term Sheet (2).png
Term Sheet (2).png

Term Sheet Design

189.00

We included the provisions and their variations which other sources missed or didn't care to mention. We also explained everything in plain English.

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How will you benefit from this course?

Although there is plenty of information about the term sheets on the Internet, as well as in a dozen of books you can find on Amazon. This is how this course is different:

- we included the provisions and their variations which other sources missed or didn't care to mention — trust us, we checked them all;

- we explained everything in plain English and on simple examples for better understanding of this legal document;

- we will guide you through the entire process of generating a draft of a term sheet, step by step, as well as provide you with several examples of real term sheets.

WHAT PERKS DO YOU GET?

  • Questionnaire For Generating Your term sheet

  • Drafts of real term sheets


Your Instructors

 Elisa Baseley,  Managing partner at Baseley & Polyak

Elisa Baseley,
Managing partner at Baseley & Polyak

 Svetlana Polyak Partner at Baseley & Polyak

Svetlana Polyak
Partner at Baseley & Polyak

90% of Ms. Baseley’s and Ms. Polyak’s clients are businesses based on monetisation of intellectual property: software, pharmaceutical, telecommunication and other companies.

The Partners have more than 28 years of experience in international tax and corporate planning (experience of work with Dutch, Luxembourg, Austrian, Cypriot, UK and US tax vehicles, including investment funds, holding and financing structures, hybrid instruments and others), developed and strong network for dealing with international tax planning, corporate and contract law.

The Partners have performed numerous complex tax M&A activities including pre-acquisition tax and corporate planning, designing tax deeds and respective parts of SPAs and rendering tax due-diligence.

Crypto trading and investing practices have been recently added to the portfolio of Baseley & Polyak.

Curriculum

Introduction
    
Welcome To The Course!
Understanding The Role Of Term Sheet
    Term Sheet As A Litmus Test For Partnership
    Binding Or Not?
    Term Sheet Check List
    Case Studies: Don't Let It Backfire
    Term Sheet Templates
The Beginning: Not That Simple
    Opening Section: What Goes Ahead
    The Offering: Who, What And For How Much
    Closing Conditions: When The Deal Actually Happens?
Liquidation Rights: Why VCs Always Win. Almost Always
    Liquidation Rights: Why VCs Always Win. Almost Always
    Liquidation Math
    Protection From Liquidation Rights
Conversion Of Stock: When VCs Want To Be Equal
    Optional Conversion
    Mandatory (Automatic) Conversion
Anti-Dilution Provision
    Anti-Dilution: Protecting Your Ownership
    Full Ratchet And "Vulture Capitalists"
    Weighted Average
    Anti-dilution Exceptions
Other Preferred Stock Provisions
    Warrants: When Less Is More
    Redemption: Also An Exit
Dividends: Do They Even Make Sense In A Startup?
    Dividend Rates And Cumulation
    Dividend Priority And Participation
Voting Right You Truly Care About
    Shareholders' Voting Rights
    Board level protective provisions
Tools For The Next Round
    Pay-To-Play. As Bad As It Sounds
    Right Of First Refusal: Tool Of Manipulation
    Check-list for the Term Sheet Generator (Pay-To-Play)
    Check-list for the Term Sheet Generator (Right Of First Refusal)
Tags And Drags: Shareholders Co-Dependence
    "Drag-Along" Rights: Investors' Darling
    Tag-along or Co-sale right
Registration Right: Why It's Important
    When To Register Stock
    Demand And Piggyback
    Why Investors Shouldn't Bother Much
    Market Stand-Off Or Lock-Up
Management Rights
    Information Rights: Data Is The Key
    Management Rights
    Check-list for the Term Sheet Generator (Information Rights)
    Check-list for the Term Sheet Generator (Management Rights)
Capitalization
    Things to Keep In Mind About CapTables
    Understanding of basics: Lost In Translation
    Capitalization Table Samples