Articles in Commercial Finance

TERM SHEETS: KEEPING YOUR NONBINDING DEAL POINTS FROM BECOMING “CONTRACTS TO NEGOTIATE AN AGREEMENT”

Date: May 29th, 2013

Term sheets serve several important functions in the early and intermediate stages of many business transactions. These documents—also called letters of intent and memoranda of understanding—enable parties to frame and negotiate the essential elements of a transaction, including determining if a meeting of the minds … Read More »

CONVERTIBLE PROMISSORY NOTES ARE NOT ALWAYS SECURITIES

Date: February 25th, 2010

Since the 1946 U.S. Supreme Court decision in Securities & Exchange Commission v. Howey, securities lawyers have known the test for determining whether a financial instrument or contract is a security. As the Howey Court put it: “The test is whether the scheme involves an … Read More »