Convertible loan note instrument—private M&A—share purchase
Convertible loan note instrument—private M&A—share purchase

The following Corporate precedent provides comprehensive and up to date legal information covering:

  • Convertible loan note instrument—private M&A—share purchase
  • Background:
  • 1 Definitions and Interpretation
  • 2 Description, Issue and Form of Notes
  • 3 Ranking
  • 4 Principal Amount
  • 5 Repayment
  • 6 Conversion Rights
  • 7 Interest
  • 8 Register
  • More...

DRAFTING FOR BREXIT: For the latest information on the impact of Brexit on the drafting, negotiation and enforceability of this Precedent, see Practice Note: Brexit—drafting boilerplate clauses [Archived].

This Instrument is dated [insert date] 20[insert year]


  1. 1

    [Insert name of issuing company] incorporated in England and Wales under number [insert company number] whose registered office is at [insert address] (Issuer)


The Issuer has resolved to create up to a maximum nominal amount of £[insert amount] [insert rate]% convertible[ subordinated] redeemable Loan Notes to be constituted as set out in this document.

It is agreed as follows:

    1. 1

      Definitions and Interpretation

      1. 1.1

        In this Instrument, unless the context otherwise requires the following expressions shall have the following meanings:

        Business Day

        1. means a day, other than a Saturday, Sunday or public holiday, on which clearing banks are open for non-automated commercial business in the City of London;


        1. means the certificate in the form set out in Schedule 3;


        1. means the conditions set out in Schedule 1 as amended from time to time in accordance with this document;

        Default Event

        1. means any of the events specified in clause 11;


        1. means any mortgage, claim, charge, pledge, lien, hypothecation, guarantee, right of set-off, trust, assignment, right of first refusal, right of pre-emption, option, restriction or other encumbrance or any legal or equitable third party right or interest including any security interest of any

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