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Glossary

Glossary

All | # A B C D E F G H I J K L M N O P Q R S T U V W X Y Z
There are 19 terms in this directory beginning with the letter D.
Deal Flow
The measure of the number of potential investments that a fund reviews in any given period.

Debt Financing
selling debt to raise money. Basically taking out a loan, but instead of going through a bank, one goes through a VC.

Deficiency Letter
A letter sent by the SEC to the issuer of a new issue regarding omissions of material fact in the registration statement.

Demand Rights
Contemplate that the company must initiate and pursue the registration of a public offering including, although not necessarily limited to, the shares proffered by the requesting shareholder(s).

Depreciation
An expense recorded to reduce the value of a long-term tangible asset. Since it is a non-cash expense, it increases free cash flow while decreasing the amount of a company's reported earnings.

Dilution
A reduction in the percentage ownership of a given shareholder in a company caused by the issuance of new shares.

Dilution Protection
Mainly applies to convertible securities. Standard provision whereby the conversion ratio is changed accordingly in the case of a stock dividend or extraordinary distribution to avoid dilution of a convertible bondholder's potential equity position. Adjustment usually requires a split or stock dividend in excess of 5% or issuance of stock below book value. Share Purchase Agreements also typically contain anti-dilution provisions to protect investors in the event that a future round of financing occurs at a valuation that is below the valuation of the current round.

Direct Financing
financing without an underwriter, typically the province of investment banks.

Director
Person elected by shareholders to serve on the board of directors. The directors appoint the president, vice president and all other operating officers, and decide when dividends should be paid (among other matters).

Disbursement
The investments by funds into their portfolio companies.

Disclosure Document
A booklet outlining the risk factors associated with an investment.

Disruption
originally coined by Harvard professor Clayton M. Christensen, it’s when an innovation transforms an existing market or sector by introducing simplicity, convenience, accessibility, and affordability where complication and high cost are the status quo.

Distressed debt
Corporate bonds of companies that have either filed for bankruptcy or appear likely to do so in the near future. The strategy of distressed debt firms involves first becoming a major creditor of the target company by snapping up the company's bonds at pennies on the dollar. This gives them the leverage they need to call most of the shots during either the reorganization, or the liquidation, of the company. In the event of a liquidation, distressed debt firms, by standing ahead of the equity holders in the line to be repaid, often recover all of their money, if not a healthy return on their investment. Usually, however, the more desirable outcome is a re-organization that allows the company to emerge from bankruptcy protection. As part of these reorganizations, distressed debt firms often forgive the debt obligations of the company, in return for enough equity in the company to compensate them. (This strategy explains why distressed debt firms are considered to be private equity firms.)

Distribution
Disbursement of realized cash or stock to a venture capital fund's limited partners upon termination of the fund.

Diversification
The process of spreading investments among various different types of securities and various companies in different fields.

Dividend
The payments designated by the Board of Directors to be distributed pro-rata among the shares outstanding. On preferred shares, it is generally a fixed amount. On common shares, the dividend varies with the fortune of the company and the amount of cash on hand and may be omitted if business is poor or if the Directors determine to withhold earnings to invest in capital expenditures or research and development.

Down Round
Issuance of shares at a later date and a lower price than previous investment rounds.

Drag-Along Rights
A majority shareholders' right, obligating shareholders whose shares are bound into the shareholders' agreement to sell their shares into an offer the majority wishes to execute.

Due Diligence
A process undertaken by potential investors -- individuals or institutions -- to analyze and assess the desirability, value, and potential of an investment opportunity