What does a “discount” mean in a convertible note?
A note is a loan. That is, a lender gives a company $100, and the company writes a note to the lender stating "we will pay you back $100 one year from today, along with 10% [or some other number] per year interest". The convertible part means that in addition to the straight repayment mentioned above, the lender and the company agree that instead of the company paying back the loan in cash, if the company raises money by selling stock to another investor before the loan is due, then the original lender (the "noteholder") can use the amount of the loan (plus the interest) to purchase stock on exactly the same terms as the new investor. Depending on how the note is written and the amount and valuation of the equity (ie, stock) sale, the conversion may be either optional on the lender's part, or mandatory. A discount on the conversion means...
DAVID S. ROSE
, FOUNDER & EXECUTIVE CHAIRMAN
, GUST INC.
13 Oct 2023