amendment · v2 · uploaded Sep 28, 2025 · supersedes msft-1-ts
Amendment No. 1 - MSFT
Document · findings highlighted
INDICATIVE TERM SHEET - CONVERTIBLE NOTE
Date: 2025-09-28
Borrower: Microsoft Corporation ("MSFT" or the "Borrower")
Lender: Meridian Capital Partners Fund II, L.P. (the "Lender")
Facility: $12,000,000 convertible note.
Interest Rate: Term SOFR plus 9.00% per annum, payable monthly in arrears.
Maturity: 36 months from the Closing Date.
Optional Prepayment: The Borrower may prepay the Facility in whole or in part at any time at par, without premium or penalty.
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 to any person without the consent of the Borrower.
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. --