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401(K) Plan
A
"A" Round Accredited Investor Accrued Interest Acquisition ACRS Adjustment Condition ADR Advisory Board Allocation Alternative Assets Amortization AMT Angel Financing Angel Groups Angel Investor Antidilution provisions Archangel Asset-backed l
oan Automatic conversion Average IRR
B
"B" Round Balance Sheet Bankruptcy Barbell Strategy BATNA (best alternative to a negotiated agreement) Bear Hug Benchmarking Best Efforts Blue Sky Laws Book Value Bootstrapping Bridge Financing Broad-Based Weighted Average Ratchet Brokers Burn Out / Cram Down Burn Rate Business Development Compa
ny (BDC) Business Plan
C
CAGR Call Option Capital (or Assets) Under Management Capital Call Capital Gains Capitalization Table Capitalize Captive funds Carried Interest Cash Position Catch-up Chapter 11 Chapter 7 Chinese wall Clawback Closed-end Fund Closing Co-investment
Co-Sale Provisions or Rights Collar Agreement Committed Capital Committed Funds or Raised Funds Common Stock Company buy-back Consolidation Conversion Ratio Conversion Rights Convertible Security Corporate Charter Corporate Venturing Corporation Covenant Cumulative Dividends Cumulative Preferred Stock Cumulative Voting Rights
D
Deal Flow Deal Structure Deficiency Letter Demand Rights Depreciation Dilution Dilution Protection Director Disbursement Disclosure Document Distressed debt Distribution Diversification Dividend Down Round Drag-Along Rights Due Diligence
E
Early Stage EBITDA Economies of Scale Elevator Pitch Employee Stock Option Plan (ESOP) Employee Stock Ownership Plan Equity Equity Kicker ERISA ERISA Significant Participation Test Evergreen Promise Exercise price Exit Strategy Exiting climates Exits (AKA divestments or realizations)
F
Factoring Final Regulation Finder First Close First Refusal Rights Flipping Flotation Follow-on funding Forced Buyback Form 10-K Form 10-KSB Form S-1 Form S-2 Form SB-2 Founder Vesting Founders' Shares Free cash flow Full Ratchet Antidiluti
on Fully Diluted Earnings Per Share Fully Diluted Outstanding Shares Fund age Fund Focus Fund of funds Fund Size
G
GAAP Gatekeeper GDR's General Partner (GP) General partner clawback General Partner Contribution Golden Handcuffs Golden Parachute
H
Harvest Hockey Stick Projections Holding Company Holding Period Hot Issue Hurdle Rate
I
Incubator Information Rights Initial Public Offering (IPO) Institutional Investors Intellectual property Investment Bankers Investment Company Act of 1940 Investment Letter IRA Rollover IRR ISO Issue Price Issued Shares Issuer
J
J-Curve Effect
K
Key Employees Key man clause
L
Later Stage Lead Investor Lemon Leveraged Buyout (LBO) Lifestyle firms Limited Partner (LP) Limited partner clawback Limited Partnerships Liquidation Liquidation Preference Liquidity Event LLC - Limited liability company Lock-up Period Lower quartile
M
Management buy-out (MBO) Management Fee Management Team Mandatory Redemption Market Capitalization Market Standoff Agreement Merchant banking Merger Mezzanine Financing Middle-Market Firms Mutual Fund
N
Narrow-based weighted average ratchet NASD NASDAQ NDA (Non-disclosure agreement) Net Asset Value (NAV) Net Financing Cost Net income Net IRR Net Present Value Net present value (NPV) New Issue Newco No Shop, No Solicitation Clauses No-fault divorce Non-Compete Clause Nonaccredited NYSE
O
Open-end Fund Option Pool Original Issue Discount OTC Outstanding Stock Oversubscription Oversubscription Privilege
P
Paid-in Capital Pari Passu Participating Preferred Participation Partnership Partnership agreement Pay to Play Penny Stocks Piggyback Registration PIK Debt Securities PIV Placement Agent Plain English Handbook Plum Poison Pill Pooled IRR Portfolio Companies Post-Money Valuation Pre-Money Valuation Preemptive Right Preference shares Preferred Dividend Preferred return (AKA Hurdle Rate) Preferred Stock Private Equity Private investment in public equities (PIPES) Private Placement Private Placement Memorandum Private Securities Prospectus Put option
Q
QPAM
R
Ratchet Recapitalization Reconfirmation Red Herring Redeemable Preferred Stock Redemption Registration Registration Rights Regulation A Regulation C Regulation D Regulation D Offering Regulation S Regulation S-B Regulation S-K Regulation S-X Reorganization or Corporate Reorganization Restricted Securities Restricted Shares Revlon Duties Right of First Refusal Rights Offering Risk Rule 144 Rule 144A Rule 147 Rule 501 Rule 504 Rule 505 Rule 506
S
S Corporation SBIC SBIR Secondary funds Secondary Market Secondary Sale Securities Act of 1933 Securities Act of 1934 Securities and Exchange Commission Seed Money Seed Stage Financing Senior Securities Series A Preferred Stock Shell Corporation Small Business Administration (SBA) Small Business Innovation Development Act o
f 1982 Special purpose vehicle Spin out Staggered Board Statutory Voting Stock Options Strategic Investors Subordinated Debt Subscription Agreement Sweat Equity Syndicate Syndication
T
Tag-Along Rights / Rights of Co-Sale Takedown Schedule Target Multiples Tax-free reorganizations Tender offer Term Sheet Time Value of Money Trade sale Tranche Treasury Stock
U
UBTI ULPA Upper quartile
V
Venture Capital Financing Venture Capitalist Vesting schedules Vintage Year Voluntary Redemption Voting Right
W
Warrant Wash-Out Round Weighted Average Antidilution Williams Act of 1968 Workout Write-off Write-up/Write-down
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