Deal
A term used to describe a specific investment opportunity in an asset, such as a portfolio company’s share offering or a real estate project. “Doing a deal” typically involves various steps, including due diligence, fundraising, and the formation of an SPV. Deals often utilize an SPV to pool investor capital in order to meet allocation […]
Debt (Liability, Financial Obligation)
An amount of money borrowed by one party from another, with the agreement to repay it at a later date, typically with interest. A convertible note is an example of a debt instrument. SPVs often invest in convertible notes or other debt instruments as the assets they acquire.
Delaware (State of Delaware)
Delaware is the most commonly selected jurisdiction for the formation of Special Purpose Vehicles (SPVs), primarily due to its well-established legal framework, particularly the Delaware Limited Liability Company Act (Delaware Act). The Delaware Act is widely regarded as the statute of choice for sophisticated ventures organized as LLCs, especially for deals involving parties from multiple […]
Discount
In finance, a discount refers to the condition where the price of a bond or security is lower than its par or face value. The discount is the difference between the price paid for the security and its par value. In the context of a convertible note, the discount refers to the percentage reduction applied […]
Distribution
A payment made by a company to its shareholders, which may consist of stock, cash, or other assets such as crypto tokens. In the context of an SPV, a distribution refers to the allocation of capital gains and income from a portfolio company to the SPV investors. SPVs receive distributions from assets, such as portfolio […]
Doing Business
The term “doing business” refers to a legal condition where a business regularly conducts its normal activities in a state other than its original registered jurisdiction or has substantial contacts within that state. It also applies to having a presence in a state for legal and tax purposes. While SPVs are considered businesses, they are […]
Dossier
A collection of papers containing information on a particular subject or person.
DPA (Debt Payable by Assets)
A type of debt security, typically used in crypto token presales, that is payable through assets. DPAs may be issued to both accredited and unaccredited investors.