Convertible Debt vs. Priced Equity Rounds: Evaluating the Preferred Deal Structure for Early Stage Financing
Pros and Cons of Different Financing Options for Entrepreneurs and Investors

Course Details
- smart_display Format
On-Demand
- signal_cellular_alt Difficulty Level
Intermediate
- work Practice Area
Banking and Finance
- event Date
Tuesday, June 3, 2025
- schedule Time
1:00 PM E.T.
- timer Program Length
90 minutes
-
This 90-minute webinar is eligible in most states for 1.5 CLE credits.
This CLE course will discuss the pros and cons of convertible notes, SAFEs, and priced equity rounds, and how to evaluate the optimal deal structure for startup investment financing rounds. The program will present perspectives from both issuers/owners and investors, as well as look at the current terms and trends for financing early-stage companies.
Faculty

Mr. Kerwin is a partner in the firm's Corporate Department. He is also a member of the firm’s Emerging Companies & Venture Capital Practice Group and a founding member of the Technology Practice Group. He works with clients across a range of industries, and regularly advises startup and growth-stage companies on various matters from formation to exit, including choice of entity, corporate governance, corporate finance, private equity and venture capital transactions, securities, commercial contract preparation and review, employment issues, buy-sell agreements and shareholder disputes, intellectual property protection and transfer, and mergers and acquisitions. He is actively involved in the Philadelphia Alliance for Capital and Technology (PACT) and the Philadelphia Chapter of the Association for Corporate Growth (ACG).

Ms. Gubins is a business-oriented attorney with extensive experience throughout the lifecycle of a technology company, replacing or supplementing typical in-house counsel. She advises emerging and technology companies on formation, financing, corporate governance and public offerings as well as technology transactions and privacy and data security. Ms. Gubins has a broad transactional skill set that includes mergers and acquisitions, financing transactions, IPOs, public offerings, terms of service agreements, equity compensation, and employment and contractor agreements.
Description
Convertible note financings and similar transactions, including agreements for future equity called SAFEs, are a popular alternative for startup investment financing due to the difficulty of obtaining a meaningful valuation determination and apparently less onerous documentation, sometimes making it a less costly option.
Despite the popularity of convertible note and SAFE financings, early-stage investors frequently require priced equity rounds. Indeed, many investors prefer a priced equity round because it provides the investor with greater certainty regarding valuation and greater rights, privileges, and protections than convertible notes or SAFEs.
Counsel representing emerging growth companies and their investors must carefully consider each financing mechanism’s pros and cons to evaluate the preferred structure for the particular deal.
Listen as our authoritative panel of finance and securities attorneys reviews the pros and cons of convertible note/SAFE and priced equity rounds for startup investment financing. The panel will discuss current terms and trends for financing early-stage companies and look at the issues from both entrepreneurs' and investors' perspectives.
Outline
I. Current market terms and trends
II. Convertible notes: key terms
III. Priced equity rounds: key terms
IV. Pros and cons of each deal structure
Benefits
The panel will review these and other highly relevant issues:
- Current terms and trends for financing early-stage companies
- How to determine the preferred deal structure: convertibles or priced equity rounds
- Comparing and contrasting convertibles vs. equity rounds
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