Series A Preferred Stock Term Sheet
(Mezzanine Financing)

Summary

This template is a term sheet for series A preferred stock in connection with mezzanine financing. Preferred stock typically has priority over common equity for dividends and liquidation. Preferred stock may be convertible into common stock. This template includes practical guidance, drafting notes, and alternate and optional clauses. Mezzanine financing is a hybrid form of financing between debt and equity. Mezzanine debt typically is subordinate in priority to payment of senior debt but ranks higher in priority than common equity. There are many variations on the structure of mezzanine financing, including unsecured loans and preferred equity. A term sheet may be used for series A preferred stock as mezzanine financing to set forth the key terms agreed to by the parties. This term sheet template is intended as a general drafting aid and will require modification according to the particular circumstances and the intentions of the parties. For a full listing of content relating to mezzanine financing in the context of commercial real estate, see Mezzanine Financing (Commercial Real Estate) Resource Kit. For guidance on mezzanine financing structure, see Mezzanine Debt Structure and Mezzanine Lending. For a template of a series A preferred stock purchase agreement relating to mezzanine financing, see Series A Preferred Stock Purchase Agreement (Mezzanine Financing).