Convertible Facility


Provides ongoing access to capital and a channel to periodically and selectively raise equity.
Unlike like traditional equity lines/SEDA structures, Allied is investing capital up-front.
Stock is not sold in order to fund the transaction.

Issuer Friendly Terms

Funding available regardless of market conditions.
Quick to market – funding occurs within days of submission of executed agreement.
Shares are issued at Investor’s option, interests are aligned with the Company.
Convertible Facility could be used to further enhance credit and borrowing capacity.
Provides investors and market with comfort that the company has a long-term partner to fund growth in addition to commercial bank financings.


Company receives capital up front and can assess from there.
No covenants or restrictions to prevent the company from seeking outside financings.
Provides access to equity capital without complications of traditional offerings .

Commitment Amount

Typically 33% of Market cap at time of agreement (fixed amount) over 2-3 year period.
Cash up front and mutually agreed upon additional tranches.

Up-Front Advances

Designated as a function of anticipated use of proceeds and daily market liquidity.
Typically priced off historical market prices.


If larger amount is required due to unforeseen short term capital requirements, Issuers may request
larger advance from the Convertible Facility subject to trading parameters
Company management has option to redeem
Benefit of stock price appreciation over the repayment period retained by the company and aligns Broad Winds interests with those of the Company

Restriction on Resale

The Investor may resell a portion or all of the Shares from the Convertible Facility

No Short-Selling

The Investor is prevented from selling or short-selling any of the Company’s securities except selling Shares which are due to be delivered to the Investor pursuant to a Conversion Notice which has been issued by the Investor or from any share lending facility that the Company may arrange

Anticipated Process Timeline

Week 1
Investor and company sign the Non Binding Convertible term sheet.

Once signed, investor sends Engagement letter to company.

Week 2
Investor conducts due diligence (financial, legal and operational).

Investor’s counsel sends legal draft to the company and its counsel.

Week 3 & 4
The company and its counsel render comments on the agreement.

Address any additional due diligence points and Investor completes due diligence.

Final draft of the agreement circulated.

Week 5

Note: Timing can be decreased depending on certain factors.

Shareholder Approval
Grant of issuance on non pre-emptive basis.
Standard board authority required in order to issue new equity.

Prospectus (if applicable)
May not necessary in order to enter into convertible facility.
Free trading, full-registered shares.