Agree with all of this. But on your point about convertible notes not giving governance rights that can hold up a future financing - even though this is true f

Agree with all of this. But on your point about convertible notes not giving governance rights that can hold up a future financing - even though this is true from a technical perspective, in my experience the later round investors will insist that every noteholder sign the preferred stock financing documents at the time of the financing in order to acknowledge their note's conversion into preferred stock. So even though the noteholders don't get to vote on the deal as stockholders, they still can hold things up by refusing to sign, asking for additional information etc... My advice to companies is always to treat the noteholders as if they were already stockholders in terms of providing them updates on the terms of the financing as it develops, giving them time to review the term sheet, and making sure all are comfortable with the deal so that you don't have any holdouts when it is time to close the Series A.