term-sheet · v1 · uploaded May 30, 2026
Term Sheet - NVDA Facility (draft)
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INDICATIVE TERM SHEET - CONVERTIBLE NOTE
Date: 2026-05-30
Borrower: NVIDIA Corporation ("NVDA" or the "Borrower")
Lender: Meridian Capital Partners Fund II, L.P. (the "Lender")
Facility: $38,000,000 convertible note.
Interest Rate: Term SOFR plus 6.00% per annum, payable monthly in arrears.
Maturity: 60 months from the Closing Date.
Optional Prepayment: The Borrower may prepay the Facility in whole or in part, subject to a prepayment premium of 1.5% of the principal amount prepaid during the first twelve months following the Closing Date, and at par thereafter.
Financial Reporting: The Borrower shall deliver unaudited quarterly financial statements within 30 days of each fiscal quarter end, and audited annual financial statements within 120 days of each fiscal year end.
Assignment: The Lender may assign its rights and obligations under the Facility with the prior written consent of the Borrower, such consent not to be unreasonably withheld.
Board Observer: For so long as the Facility remains outstanding, the Lender shall be entitled to designate one non-voting observer to attend all meetings of the Borrower's board of directors.
Events of Default: Customary for facilities of this type, including nonpayment, breach of covenants, material misrepresentation, cross-default to other material indebtedness, and insolvency events.
Governing Law: This term sheet and the definitive documentation shall be governed by the laws of the State of California.
Non-Binding: This term sheet is an indication of interest only and does not constitute a commitment to lend.
-- Synthetic document generated for demonstration purposes. --