Glossary
- 409A Valuation
- Alternative Minimum Tax (AMT)
- Angel Investor
- Anti-Dilution Clause
- Bootstrapping
- Burn Rate
- Cashless Exercise
- Cliff
- Common Stock
- Convertible Debt
- Dilution
- Down Round
- Drag-Along Right
- Emerging Growth Company
- Growth Equity
- Cap Table
- Employee Stock Ownership Program (ESOP)
- Exercise Notice
- Fair Market Value
- General Solicitation
- Incentive Stock Option (ISO)
- Term Sheet
- Information Rights
- Initial Public Offering (IPO)
- Investor's Rights Agreement
- Issuer
- Liquidation
- Liquidation Preference
- Liquidity
- Lock-up Period
- Non-Statutory Stock Option
- Pari passu
- Pledge
- Post-money Valuation
- Pre-money Valuation
- Preferred Stock
- Private Placement
- Right of First Refusal (ROFR)
- Rule 506(b)
- Repurchase Option
- JOBS Act
- Secondary Transaction
- Separation Agreement
- Shareholder Limit
- Shareholder of Record
- Stock Plan or Employee Incentive Plan
- Venture Capital
- Vesting
- Unicorn
- Tender Offer
- Seed Round
- Restricted Stock (also known as RSU)
- Transfer Restrictions
- Exit Event or Liquidity Event
- Control Rights
- Ordinary Income Rate
- Management Fee
- Accelerator
- Adverse Change Redemption
- As-converted Basis
- Blended Preferences
- Bridge Loan
- Ratchet
- Pro rata right
- Reverse dilution
- Stacked Preference
- Senior Liquidation Preference
- Alternative Asset Class
- Friends and Family Round
- Golden Handcuffs
- Inside Round
- Party Round
- Due diligence
- Demand rights
- Earnings before interest and taxes (EBIT)
- Elevator pitch
- Fund of funds
- Incubator
- Lead investor
- Limited Partner (LP)
- Gross Margin
- Run Rate
- Pay to play
- Piggyback rights
- Non-disclosure agreement (NDA)
- Shares Outstanding
- Fully Diluted Shares Outstanding
- Revenue Multiple
- Exercise Price (also known as Strike Price)
- Portfolio Company
- Recapitalization
- Redemption Rights
- Return on Investment (ROI)
- Rights of Co-Sale With Founders
- Road Show
- Shareholder Agreement
- Stock Option
- Investment Syndicate
- Tag-Along Right
- Washout Round
- Write-Off
- Lockup period
- Revenue
- Net Revenue
- Revenue Run Rate
- Carried Interest
- Accredited Investor
- Implied Valuation
Anti-Dilution Clause
Contractual clause that protects an investor from having their investment as a percentage of ownership significantly reduced in subsequent rounds of fundraising. The method of total protection from dilution is called a Full Ratchet, and ensures that should a fundraising round cause a previous investor's ownership percentage to decrease as a result of newly issued shares, they will be given the opportunity to maintain their ownership level.