Financing New Ventures

Appendix E

Sample Outline of Preferred ­Investment Term Sheet7

The Offering

Issuer:	[___], a corporation incorporated under the laws of ...
Securities:	Class A Preferred Shares (the “Preferred”)
Amount of the offering:	$[___]
Price per share:	$[___] per share (the “Initial Price”), based on ­premoney valuation of $[____] and attached capitalization table
Investor(s):	[___] and other accredited investors, acceptable to corporation
Closing date:	Initial closing on or before [___]

Terms of the Preferred

Liquidation preference:	Preferred will have the right to receive (x) initial price from a sale, liquidation, balance paid to common shareholders, and so forth.
Conversion:	The Preferred may be converted at any time, at ...