Corporate Finance

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83(b) Election

An 83(b) election lets a U.S. taxpayer include the value of certain substantially nonvested property in income at transfer instead of waiting for vesting.

Accounting Rate of Return

Accounting-profit return measure used as a simple capital-budgeting screen, but weaker than discounted cash-flow metrics for major investments.

Receivables Turnover

Accounts receivable turnover compares net credit sales with average trade receivables to measure collection speed and working-capital efficiency.

Accretion

Accretion is a gradual increase in a financial carrying amount or per-share measure, commonly used for bond discounts, obligations, and pro forma EPS.

Acquisition

An acquisition transfers ownership or control of a company, business, asset group, or equity interest to a buyer under negotiated terms.

Acquisition Financing

Acquisition financing is the cash, debt, equity, bridge, rollover, or seller funding used to pay a transaction's closing uses.

Actual Profit

Profit recorded for a completed period using actual results, commonly compared with a budget, forecast, or standard profit benchmark.

Additional Paid-In Capital (APIC)

Additional paid-in capital is contributed equity recorded above par or stated capital, adjusted for specified equity transactions and issuance costs.

Administration Expenses

Costs of executive management, finance, legal, human resources, and other support functions that administer the organization.

Affiliate

An affiliate is a person or entity connected through control, common control, or another defined relationship that affects securities, disclosure, governance, and transaction analysis.

All-Equity NPV

All-equity NPV values a project's unlevered operating cash flows as if financed without debt, separating asset economics from financing effects.

All-or-None (AON) Offering

An all-or-none offering closes only if the full stated amount is sold by the deadline; otherwise investor funds are returned.

Allotment

Allotment is the assignment of a specified number of offered securities to an applicant after subscription and allocation rules are applied.

Alteration of Share Capital

An alteration of share capital changes a company's share count, nominal amount, currency, classes, or rights without necessarily changing total equity or value.

Alternative Budgets

Alternative budgets model coherent scenarios or policy choices so management can compare financial outcomes, funding needs, triggers, and actions before conditions change.

Annual Recurring Revenue (ARR)

A point-in-time operating metric that annualizes eligible active subscription, maintenance, or recurring contract value.

Anti-Dilution Clause

An anti-dilution clause adjusts a protected security's conversion economics after specified issuances, often when new shares are sold below the existing conversion price.

Application Form

A securities application form records an investor's bid or subscription under an offering's rules. Learn its fields, funding, allotment, and risks.

ARPU (Average Revenue Per User)

Average revenue per user divides eligible period revenue by a defined average user, customer, subscriber, or account population.

Assented Stock

Assented stock is older takeover terminology for shares whose holder has accepted or tendered into an offer, subject to its procedures and withdrawal rights.

Assessable Capital Stock

Assessable stock can require holders to contribute additional amounts after acquisition under the share terms, statute, or an unpaid subscription obligation.

Asset Purchase

An asset purchase transfers specified business assets and assumed liabilities rather than ownership of the seller's legal entity.

Asset Revaluation Reserve

An asset revaluation reserve, often called revaluation surplus, accumulates qualifying upward revaluations recognized in equity rather than ordinary profit.

Asset Stripping

Asset stripping uses sales of a company's assets to extract value or repay acquisition debt, potentially weakening the remaining business.

Assimilation (Finance)

Assimilation is the market absorption of a new securities issue after underwriters distribute it to investors.

Authorized Capital

Authorized capital is a jurisdiction-specific ceiling on share capital, often expressed using authorized shares and nominal or par value.

Authorized Minimum Share Capital

The UK authorised minimum is the nominal allotted share capital a public company must meet for its trading certificate under the Companies Act 2006.

Authorized Stock

Authorized stock is the maximum number of shares a corporation may issue by class under its charter, before required amendments or approvals.

Offering Backstop

An offering backstop is a negotiated commitment to fund some or all of the securities that other investors do not buy, subject to its cap and conditions.

Balanced Scorecard

A balanced scorecard links financial and nonfinancial measures to strategy through objectives, targets, initiatives, and accountable owners.

BCG Growth-Share Matrix

The BCG growth-share matrix classifies businesses by market growth and relative share to frame capital-allocation choices and portfolio trade-offs.

Bear Hug

A bear hug is an unsolicited acquisition proposal priced and framed to pressure a target board to negotiate or respond.

Before-Tax Cash Flow

Before-tax cash flow measures cash generated before income taxes, often used in property, project, and business analysis.

Benefit-Cost Ratio

The benefit-cost ratio compares the present value of monetized benefits with the present value of monetized costs under a defined appraisal perspective.

Best-Efforts Offering

A best-efforts offering uses an agent to place securities without requiring that agent to buy the unsold amount, leaving funding risk with the issuer.

Blended Value

Learn how to estimate blended value when an issuer tender offer may be prorated, including accepted shares, residual shares, sensitivities, and limitations.

Bonus Shares

Learn how a bonus share issue capitalizes reserves, changes share count and per-share measures, and differs from a stock split, rights issue, or scrip dividend.

Book Building

Book building collects investor indications of interest to inform an offering's price and allocation. Learn the process, demand curve, evidence, and risks.

Bookrunner

A bookrunner manages the investor order book and coordinates pricing and allocation in an equity, debt, or other securities offering.

Boot

Boot is money, nonqualifying property, or certain net liability relief received in a nonrecognition transaction and can cause current gain recognition.

Borrowed Capital

Borrowed capital is funding received under a contractual obligation to pay interest, repay principal, or otherwise settle a debt claim.

Bottom-Up Budgeting

Bottom-up budgeting builds an organization-wide plan from operating teams' driver-based submissions, then reconciles them with strategy, cash, and resource limits.

Bought Deal

A bought deal is a firm-commitment financing in which underwriters agree to purchase an issue before completing its resale to investors.

Brownfield Investment

Investment that reuses, redevelops, leases, or acquires an existing site, facility, or asset base instead of building from scratch.

Budget

A budget converts an organization's operating assumptions and priorities into an approved financial plan for revenue, costs, cash, capital, and resources.

Budget Planning

Budget planning converts strategy and operating drivers into coordinated revenue, cost, cash, capital, staffing, and financing plans.

Budget Slack

Budget slack is concealed bias in a budget submission that makes a revenue, cost, or performance target easier to achieve than an unbiased estimate would suggest.

Budgetary Control

Budgetary control compares actual results with appropriate budget benchmarks, explains material variances, assigns actions, and updates current forecasts.

Budgeted Capacity

Budgeted capacity is the output and resource use management plans for a budget period based on demand, inventory, and operating assumptions.

Budgeted Revenue

Budgeted revenue is the revenue included in an approved budget, based on expected volume, price, mix, timing, and the applicable recognition basis.

Business Combination

A business combination brings businesses under common control through a merger, acquisition, or similar transaction. Learn the structure, value bridge, accounting boundary, and risks.

Buy-Sell Agreement

A buy-sell agreement controls ownership transfers after death, disability, departure, dispute, or another trigger and defines price, buyer, funding, and closing terms.

Called-Up Share Capital

Called-up share capital is the amount on partly paid shares that a company has made payable under calls or the original payment terms.

Cap Table

A capitalization table records a company's issued and potential ownership claims by holder, security class, rights, and financing scenario.

Capacity Utilization

Capacity utilization measures actual output as a percentage of a stated design, effective, or sustainable-capacity denominator.

Capital Allocation

Capital allocation is the process of directing scarce cash, borrowing capacity, equity, and management attention among investments, acquisitions, debt, liquidity, and payouts.

Capital Budget

Capital budget is a prioritized plan for long-lived investments, their cash timing, funding, approval, and post-project control.

Capital Budgeting

Capital budgeting tools help finance teams compare long-term projects, cash flows, risk, hurdle rates, and value creation.

Capital Distribution

A capital distribution transfers cash or property to shareholders as capital rather than an ordinary dividend, subject to legal, accounting, and tax classification.

Capital Employed

Capital employed is a non-standard analytical measure of the long-term capital supporting a business, commonly used as the denominator in ROCE.

CapEx Budget

Capital spending plan used to prioritize long-lived asset investments, funding needs, approval limits, and project controls.

Capital Fund

Capital fund is a context-dependent label for money, investments, or an accounting fund designated for capital projects, long-term purposes, or investment activity.

Capital Gearing

Capital gearing measures the relationship between fixed-return capital and ordinary equity in a company's capital structure.

Capital Injection

A capital injection adds funding to a company, bank, project, or fund through equity, debt, owner contributions, or public support.

Capital Investment

Long-term deployment of capital into assets, projects, capacity, or capabilities expected to create future cash flows or strategic value.

Investment Appraisal

Evaluation process for deciding whether a capital project creates value after cash-flow, risk, funding, and strategic constraints are tested.

Capital Maintenance

Capital maintenance defines the financial or operating-capacity benchmark that must be preserved before an increase is treated as profit.

Capital Pool Company (CPC)

A Capital Pool Company is a cash-only TSX Venture issuer that raises capital through an IPO before seeking a Qualifying Transaction.

Capital Project

Long-term investment project that creates, replaces, or improves productive assets and requires budget, funding, approval, and execution control.

Capital Raising

Capital raising is the process of planning, structuring, marketing, documenting, and closing debt, equity, or hybrid financing.

Capital Rationing

The allocation of a limited capital budget among competing projects, including NPV ranking, profitability-index limits, and project dependencies.

Capital Redemption Reserve

A capital redemption reserve replaces specified nominal share capital cancelled through a redemption or repurchase, subject to company law.

Capital Reduction

A capital reduction lowers legal share capital or a related protected account and may absorb losses, create a reserve, or return cash under jurisdiction-specific rules.

Capital Requirement

A capital requirement is the amount of funding or qualifying regulatory capital needed for a defined operation, project, risk exposure, or prudential rule.

Capital Reserve

Capital reserve is a source-dependent equity label for specified capital transactions or restrictions, not a universal pool of retained cash.

Capital Structure

Capital Structure covers Capital Policy, Financial Structure, and Funding Capacity, Leverage, Debt Capitalization, and Coverage Ratios, Preferred, Senior, and Hybrid Capital, …

Capitalization Issue

A capitalization issue converts eligible reserves into share capital and gives proportionate new shares to existing holders without raising new cash.

Carve-Out

A carve-out separates a business perimeter from its parent for a partial equity sale, standalone operation, financial reporting, or later transaction.

Cash Budget

Short-term cash-flow forecast used to plan liquidity, borrowing needs, covenant headroom, and operating funding gaps.

Cash Concentration

Cash concentration moves balances from operating accounts to a central treasury account. Learn sweep methods, calculations, controls, and risks.

Cash Conversion Cycle

The cash conversion cycle estimates how many days company cash is committed to inventory and receivables after supplier-payment timing.

Cash Float

Cash float can mean physical transaction cash or the timing gap between book and bank cash. Learn both meanings, reconciliations, examples, and risks.

Cash Flow Management

Cash flow management plans and controls the timing of business receipts and payments. Learn forecasting, worked examples, warning signs, and limitations.

Cash Flow Statement

Cash Flow Statement and Operating Cash Flow covers Cash Inflows and Outflows, Net, Positive, and Negative Cash Flow, and Operating Cash Flow and Income Comparison for cash-flow quality, …

Cash Inflows and Outflows

Cash inflows are receipts of cash or cash equivalents and outflows are payments; classification, timing, and gross presentation determine what they reveal about liquidity.

Cash Management

Cash management controls business balances, receipts, payments, short-term funding, and surplus cash. Learn the daily position, forecast, controls, and risks.

Cash Manager

A cash manager controls daily cash positioning, forecasting, bank transfers, short-term funding, and treasury operations. Learn the role, workflow, and controls.

Certainty Equivalent Method

The certainty equivalent method converts risky expected project cash flows into risk-adjusted equivalents and discounts them at a risk-free rate.

Circulating Assets

Circulating assets are short-term operating resources that move through cash, inventory, sales, and collection during the operating cycle.

Close Corporation Plan

A close corporation plan is an older label for a death-triggered buy-sell arrangement that transfers a deceased owner's shares through redemption or cross-purchase.

Closely Held Corporation

A closely held corporation has ownership concentrated among a small group, often with restricted share transfers and active owner participation.

Co-Financing

Co-financing combines funding from two or more financiers for the same project or program under coordinated or separate agreements.

Combined Leverage

Combined leverage, also known as total leverage, is the integration of operating leverage and financial leverage.

Common Stock Ratio

The common stock ratio measures the share of a company's capital structure represented by common equity.

Company Limited by Shares

A company limited by shares limits each member's liability to any amount unpaid on their shares, separating shareholder exposure from company debts.

Complete Liquidation

A complete liquidation winds up a corporation under a plan, settles its obligations, and cancels or redeems all outstanding stock.

Complex Capital Structure

A complex capital structure combines common shares with convertibles, options, warrants, preferred shares, or other claims that affect priority and dilution.

Concentration Banking

Concentration banking uses collection accounts and bank services to centralize business cash. Learn the structure, timing, controls, benefits, and risks.

Concentric Merger

A concentric merger combines related businesses that share customers, technology, products, or channels without being purely horizontal or vertical.

Concert Party

A concert party is a group treated as acting together for takeover-control rules, causing their share interests and dealings to be analyzed collectively.

Conglomerate Merger

A conglomerate merger combines businesses with limited operating overlap. Learn the capital-allocation rationale, valuation example, evidence, and risks.

Contingency Reserves

Contingency reserves are approved budget or liquidity capacity held for uncertain events within a defined scope.

Contingent Consideration

Contingent consideration is acquisition payment whose amount or delivery depends on specified post-closing performance, events, prices, or milestones.

Contingent Value Right (CVR)

A contingent value right provides a possible future merger payment if defined milestones occur. Learn the structure, valuation example, contract terms, and risks.

Continuity of Life

Continuity of life allows an entity to remain legally in existence despite an owner's death, withdrawal, incapacity, or transfer of interest.

Control

Corporate control is the power to direct an entity's management or relevant activities, with consequences for consolidation, affiliates, governance, and regulation.

Control Premium

A control premium is the offer-price uplift over an unaffected or minority-value reference. Learn the calculation, baseline selection, buyer economics, and limitations.

Controllable Investment

Controllable investment is the capital base an investment-center manager can materially influence under an organization's responsibility-accounting policy.

Controlled Corporation

A controlled corporation is subject to decisive influence by another person, group, or entity; exact thresholds and consequences depend on the governing rule.

CFC

A controlled foreign corporation is a foreign corporation more than 50% owned by qualifying U.S. shareholders under U.S. tax ownership rules.

Controlling Interest

A controlling interest is an ownership position or set of substantive rights that gives a holder the ability to direct relevant company decisions.

Cash Flow

Corporate Cash Flow covers Cash Flow Statement and Operating Cash Flow, Expense Controls and Operating Costs, Free Cash Flow, Capex, and Investment Cash Flows, Profitability, Margins, and …

Corporate Credit Ratings

Corporate credit ratings are agency opinions about a company's relative creditworthiness or the credit risk of its debt obligations.

Corporate Leverage

Corporate leverage is the use of debt or other fixed obligations to increase asset exposure and potential shareholder returns.

Corporate Raider

A corporate raider seeks influence or control of a company to force strategic, financial, governance, or ownership changes that may unlock value.

Corporate Reorganization

Corporate reorganization changes a company's ownership, legal entities, capital, obligations, or operations under a coordinated plan.

Corporate Restructuring

Corporate restructuring changes a company's operations, assets, organization, or financing. Learn the main types, cash effects, risks, and analysis steps.

Corporate Shareholder

A corporate shareholder is a corporation or other legal entity that owns shares in another company directly or beneficially.

Corporate Treasury

Corporate treasury manages company cash, liquidity, funding, banking relationships, and financial market risks.

Cost of Capital

Cost of capital is the market-required return on debt, equity, or blended financing used in valuation, capital budgeting, and funding decisions.

Cost of Debt

Effective borrowing cost used in WACC, refinancing analysis, leverage decisions, and credit-sensitive valuation.

Cost of Equity

The cost of equity is the return shareholders require to invest in a company's equity.

Cost-Benefit Analysis

Cost-benefit analysis compares the discounted incremental costs and benefits of alternatives against a defined baseline, including uncertainty and non-monetized effects.

Cross-Holding

A cross-holding occurs when companies own interests in each other, creating reciprocal voting and economic links that complicate control, valuation, and governance.

Crown Jewels

Crown jewels are a company's most strategically valuable assets, sometimes sold, protected, or placed under option during a takeover contest.

Cumulative Voting

Cumulative voting lets shareholders concentrate director-election votes. Learn the formula, minority-seat examples, comparison with straight voting, and limitations.

Cutoff Point

In capital budgeting, the Cutoff Point represents the minimum acceptable rate of return on investments.

Days Payable Outstanding (DPO)

Days payable outstanding estimates how long a company takes to pay suppliers, with formulas, a worked example, and interpretation limits.

Debenture Redemption Reserve

A debenture redemption reserve is an appropriation of profits required for specified Indian debenture issuers, distinct from funded liquid assets.

Debt Ratio

The debt ratio compares total debt or liabilities with assets to show how much of the asset base is financed by creditors.

Deferred Consideration Agreement

A deferred consideration agreement requires some acquisition payment after closing and defines its amount, timing, security, interest, and enforcement terms.

Deleveraging

Deleveraging reduces debt exposure or leverage through repayment, retained cash flow, equity, asset sales, restructuring, or business growth.

Demerger

A demerger divides trading activities into independent companies or groups through a distribution, transfer, reconstruction, or other jurisdiction-specific structure.

Discounted Payback Period

Capital-budgeting measure showing how long discounted cash inflows take to recover the initial investment.

Disproportionate Distribution

Learn when a distribution changes holders' relative interests, how valid class preferences differ from unequal treatment, and how U.S. tax section 305 can apply.

Distributable Reserves

Distributable reserves are accumulated profits legally available for distribution after jurisdiction-specific realized-profit, loss, reserve, and net-asset tests.

Divestiture

A divestiture removes a business, subsidiary, asset group, or activity through sale, distribution, exchange, closure, or another separation method.

Divestment

A corporate divestment removes or separates an asset, business, subsidiary, or investment through sale, distribution, closure, or another disposal.

Dividend Recapitalization

A dividend recapitalization uses new borrowing to fund a shareholder dividend, changing leverage and capital structure.

Down Round

A down round is an equity financing priced below a comparable prior round, with dilution, anti-dilution, preferences, and control effects.

Downstream Flow

In corporate finance, downstream flow usually means funds, assets, or support moving from a parent to a subsidiary. Learn the forms, accounting, and risks.

Dual-Class Stock

Dual-class stock separates voting power or economic rights across share classes. Learn high-vote control, conversion, sunsets, valuation, and investor risks.

Earmarked Fund

An earmarked fund is money designated for a stated purpose; the legal and liquidity effects depend on who imposed the designation.

Earned Revenue

Earned revenue is consideration recognized when or as a business satisfies its obligation to transfer promised goods or services to a customer.

Eastern Account

An Eastern Account is older shorthand for an undivided underwriting account in which each syndicate member bears an agreed share of the overall residual.

ESOT

An employee share ownership trust acquires and holds employer shares to support employee share plans, award settlement, ownership transitions, or private-share liquidity.

Employee Stock Option

An employee stock option gives a worker the contractual right to buy employer shares at a fixed exercise price, subject to vesting, expiration, and plan rules.

Employee Stock Ownership Plan

A U.S. employee stock ownership plan is a qualified defined contribution retirement plan designed to invest primarily in the sponsoring employer's stock.

Employee Stock Purchase Plan

An employee stock purchase plan lets eligible employees buy employer shares, commonly through payroll deductions and sometimes with a discount or lookback feature.

Equity Capital

Equity capital is residual owner financing that absorbs business losses and participates in value after contractual claims are satisfied.

Equity Ownership

Equity Capital and Ownership covers Agency, Shareholder Value, and Time Horizon, Dilution, Anti-Dilution, and Overhang, Equity Capital, Claims, and Financing, Minority Rights, Transfer, and …

Equity Capital

Equity-capital, paid-in capital, subscribed-share, divestment, and shareholder-action terms used in corporate finance.

Equity Capital Market (ECM)

The equity capital market connects companies and shareholders with investors through primary, secondary, and equity-linked transactions.

Equity Crowdfunding

Equity crowdfunding raises company capital from many investors online in exchange for shares or equity-linked ownership interests.

Equity Financing

Equity financing raises capital by issuing ownership or ownership-linked securities in exchange for cash, assets, services, or other consideration.

Equity Holders

Equity holders own instruments or interests classified as residual ownership claims, with rights that vary by entity and security class.

Equity Interest

An equity interest is a current ownership claim in an entity, whose economic, voting, liquidation, and transfer rights depend on the security and governing documents.

Equity Kicker

An equity kicker gives a lender or transaction counterparty additional equity-linked upside through shares, warrants, conversion rights, or participation.

Equity Offering

An equity offering sells shares to investors and may include new issuer shares, existing-holder shares, or both.

Equity Overhang

Equity overhang describes potential shares or existing share blocks that may increase future dilution, compensation-plan capacity, or market selling supply.

Equity Participation

Equity participation provides actual, potential, or synthetic exposure to company value through shares, awards, options, conversion rights, or linked payments.

Equity Partnership

Equity Partnership is an equity-capital concept used to describe ownership claims, financing, participation, or shareholder economics.

Equity Structure

Equity structure describes a company's ownership classes and rights or, in accounting, the components presented within shareholders' equity.

Equity vs. Debt

Equity provides residual ownership capital, while debt creates contractual payment and repayment claims; the better financing choice depends on cash flow, risk, control, and value.

Evergreen Funding

Evergreen funding uses recurring, replenishable, or recyclable capital rather than relying only on one-time rounds or a fixed-life fund.

Excess Cash Flow

Excess cash flow is usually a credit-agreement calculation used for mandatory debt prepayments. Learn why definitions vary and how an ECF sweep works.

Exchange Ratio

An exchange ratio states how many buyer shares target holders receive per target share. Learn fixed, floating, and collar structures, ownership, value, and risks.

Executive Compensation

Executive compensation is the total salary, incentives, equity awards, benefits, deferred pay, and termination rights provided to senior leaders.

Exit Strategy

An exit strategy is a planned route for owners or investors to transfer, reduce, monetize, or end an ownership interest.

Expense Report

An expense report records business costs, supporting evidence, accounting codes, and approvals for reimbursement and financial control.

External Growth Rate (EGR)

External growth rate describes growth that exceeds a company's internally financed capacity and therefore requires debt, equity, or another outside funding source.

Financial Capital

Financial capital is funding supplied through retained earnings, equity, debt, and other financial claims to support assets, operations, and investment.

Financial Capital Maintenance

Financial capital maintenance recognizes profit only after preserving the selected money amount or purchasing power of net assets, excluding owner transactions.

Financial Control

Financial control uses authority, records, reconciliations, monitoring, and corrective action to support reliable reporting and responsible use of financial resources.

Financial Leverage

Financial leverage uses debt or other fixed financing claims to increase the sensitivity of equity earnings and returns to operating performance.

Financial Management

Financial management plans, funds, monitors, and controls an organization's financial resources and obligations.

Financial Strategy

A financial strategy sets coordinated choices for investment, funding, liquidity, risk, and distributions.

Firm Commitment

Firm commitment underwriting makes the underwriter purchase securities from the issuer and bear the subsequent resale risk, subject to closing terms.

Fixed Capital

Fixed capital is capital committed to long-lived productive assets used repeatedly in operations rather than consumed or converted to cash in one operating cycle.

Fixed Investment

Investment in fixed capital such as structures, equipment, vehicles, infrastructure, and other long-lived productive assets.

Fixed-Asset Investment

Capital spending on long-lived tangible assets such as property, plant, equipment, vehicles, facilities, and infrastructure.

Fixed-Charge-Coverage Ratio

The fixed-charge-coverage ratio compares defined cash generation or earnings with recurring contractual financing and operating charges.

Follow-On Offering

A follow-on offering is a post-IPO share sale that may issue new shares, sell existing shares, or combine both.

For-Profit Corporation

A for-profit corporation conducts business for shareholder economic benefit, but profitability, distributions, tax status, and listing status remain separate questions.

Form D

Form D is an SEC notice for certain exempt securities offerings. Learn what it reports, when it is filed, and what investors cannot infer from it.

Founder’s Equity

Founder equity is the ownership stake held by company founders, usually reflecting original shares, vesting terms, dilution, and later financing rounds.

Founders' Shares

Founders' shares are shares issued to company founders, whose voting, vesting, repurchase, transfer, and economic rights depend on the class and agreements.

FCF

Cash a business generates after operating needs and capital investment, widely used in valuation and capital allocation.

Free Cash Flow Problem

The free cash flow problem is the agency risk that managers retain and deploy surplus cash in negative-NPV projects instead of choosing a more valuable capital-allocation alternative.

FCFE

Free cash flow to equity estimates residual cash available to common shareholders after operations, reinvestment, and net debt financing.

FCFF

Free cash flow to the firm estimates cash generated by operations after reinvestment but before discretionary payments to debt and equity capital providers.

Free Transferability of Interest

Learn what free transferability of an ownership interest means, which restrictions can still apply, and why transferability is not the same as liquidity.

Funded Debt

Funded debt is a contract-defined measure of outstanding borrowing used in leverage covenants, capital-structure analysis, and debt reconciliations.

Funding Spread

A funding spread is a difference between financing-related rates; its formula depends on the benchmark, direction, and analytical context.

Gearing Ratio

The Gearing Ratio measures the proportion of a company's debt relative to its equity, providing insight into its financial leverage and stability.

General Expense

A broad, nonstandard label for support or residual business costs that must be inspected before accounting or financial comparison.

General Partner

A general partner manages or binds a partnership and may bear broad liability, while capital, profit share, fees, and guarantees depend on the agreement and law.

Golden Parachute

A golden parachute provides specified executive compensation when a change of control and any required termination conditions occur.

Golden Share

A golden share is a share or legal mechanism carrying specified consent or veto powers that may exceed its holder's economic ownership.

Grant Date

The grant date is the date on which an equity award satisfies the applicable agreement and approval criteria for accounting or plan purposes.

Greenfield Investment

Capital investment that builds new operations, facilities, or capacity from the ground up instead of buying or reusing an existing site.

Greenmail

Learn how greenmail combines a selective premium share repurchase with a control threat, how the premium affects shareholders, and which governance and tax issues matter.

Greenshoe Option

A greenshoe option lets underwriters buy additional securities at the offering terms to cover an over-allotment and support permitted stabilization.

Holding Company

A holding company owns or controls other entities, allowing centralized ownership and capital allocation while preserving separate legal subsidiaries and obligations.

Horizontal Merger

A horizontal merger combines competitors or close substitutes at the same value-chain stage. Learn the strategic rationale, concentration example, evidence, and risks.

Hostile Takeover

A hostile takeover is an attempt to obtain control of a target company without support from its board.

Hurdle Rate

Minimum acceptable project return used in capital budgeting to decide whether expected returns compensate for risk and opportunity cost.

Impaired Capital

Impaired capital means capital has fallen below a specified legal, stated, contractual, regulatory, or analytical benchmark; it is distinct from asset impairment.

Incentive Stock Option (ISO)

An incentive stock option is a U.S. statutory employee stock option that can receive special federal tax treatment when grant, exercise, and holding-period requirements are met.

Income from Operations (IFO)

Reported income-statement subtotal after operating costs and before financing and income tax, often called operating income.

Income vs. Cash Flow

Income measures accounting profit, while cash flow measures actual cash movement into and out of a business.

Incremental Budgeting

Incremental budgeting starts with a prior budget or actual baseline and adjusts it for identifiable changes in price, volume, scope, timing, and policy.

Incremental Cash Flow

Additional cash inflows and outflows caused by accepting a project, used in capital budgeting, NPV, IRR, and investment approval.

Incremental Cost of Capital

Cost of raising a specific additional financing package, used in project approval, deal funding, and capital-structure decisions.

Initial Investment

Upfront cash required to start a project, used as the time-zero input in NPV, IRR, payback, and capital-budgeting analysis.

Initial Public Offering (IPO)

An IPO is a company's first registered public share offering. Learn the process, primary and secondary proceeds, dilution, alternatives, and risks.

Initial Subscription Price

The initial subscription price is the first stated or provisional price used when investors subscribe, before any permitted final adjustment.

Interest on Capital

Interest on capital is an agreement-based allowance or payment for a partner's capital, distinct from residual profit sharing and ordinary loan interest.

Internal Expansion

Internal Expansion is a capital-budgeting concept used to plan, approve, or evaluate long-term investment spending.

Internal Financing

Internal financing uses cash generated or released inside a business rather than issuing new debt or ownership claims to outside capital providers.

Internal Growth Rate (IGR)

Internal growth rate estimates the maximum sales and asset growth a company can support with retained earnings and no new external financing.

Internal Transfers

Internal transfers move cash, assets, goods, or services within a company or group. Learn the difference between same-entity and intercompany transfers.

Investment Bank

An investment bank provides securities underwriting, capital raising, M&A, restructuring, and related transaction advice through the relevant regulated entity.

Investment Bank vs. Retail Bank

Compare investment banking with retail banking by clients, products, revenue, risks, legal entities, and U.S. deposit-insurance treatment.

Investment Banker

An investment banker analyzes, structures, and coordinates capital raising, M&A, divestiture, recapitalization, or restructuring engagements.

Investment Banking

Investment banking is transaction advice and capital-markets execution for securities offerings, M&A, divestitures, recapitalizations, and restructurings.

Investor Relations

Investor relations coordinates accurate, controlled communication between a company and investors, analysts, and other capital-market participants.

IPO Roadshow

An IPO roadshow presents an issuer to prospective investors and gathers pricing feedback. Learn its role, evidence, communication limits, and risks.

IRR vs. MIRR

Comparison of traditional IRR and MIRR, used to decide when project-return analysis needs explicit financing and reinvestment assumptions.

Issuance

Issuance and Funding covers Private and Growth Financing, Public Offerings and IPO Process, Rights, Subscriptions, and Share Allocation, Specialized, Project, and Export Finance, and related …

Issue Costs

Issue costs are underwriting, advisory, filing, listing, and other expenses that reduce the net proceeds of a securities offering.

Issue Price

The issue price is the price investors pay for a security in its initial offering, before later market trading establishes a market price.

Issued Capital

Issued capital is context-dependent shorthand for shares issued or their nominal capital amount and must be reconciled to proceeds and contributed equity.

Issued Share Capital

Issued share capital is the aggregate nominal or stated value attached to shares a company has issued, distinct from proceeds and market value.

Issued Shares

Issued shares are shares a company has validly issued and not retired, including treasury shares under common U.S. reporting conventions.

Joint Venture

A joint venture is a jointly controlled commercial arrangement whose legal form, funding, governance, accounting, and exit terms depend on its contracts and reporting framework.

Joint-Stock Company

A joint-stock company divides ownership capital into shares held by multiple investors, but liability, transfer, and governance rules depend on its legal form.

Junior Equity

Junior Equity is an equity-capital concept used to describe ownership claims, financing, participation, or shareholder economics.

KPIs

Key performance indicators are selected financial or operating measures used to assess progress toward an important business objective.

Leading and Lagging

Leading and lagging change payment or collection timing; learn when early settlement, due-date payment, or renegotiation makes financial sense.

Lease-Adjusted Debt

Lease-adjusted debt adds defined lease liabilities to borrowings so analysts can compare leverage across companies with different asset-use strategies.

Legal Capital

Legal capital is a jurisdiction-specific statutory capital amount used in tests for dividends, repurchases, reductions, and creditor protection.

Leverage

Leverage uses debt, fixed claims, or borrowed exposure to magnify residual gains and losses relative to the equity committed.

Leverage Ratio

A leverage ratio compares debt, assets, capital, or earnings to assess financial risk and reliance on borrowed funds.

Leveraged Buyback

A leveraged buyback uses debt to repurchase shares, increasing financial leverage while reducing equity outstanding.

Leveraged Buyout

A leveraged buyout uses substantial acquisition debt and sponsor equity, with repayment depending mainly on the target's cash flow and exit value.

Leveraged Company

A leveraged company uses meaningful debt or other fixed financing claims alongside equity, increasing payment obligations and equity sensitivity.

Leveraged ESOP

A leveraged ESOP uses debt to acquire employer shares, linking employee ownership to transaction valuation, sponsor cash flow, loan repayment, and fiduciary oversight.

Leveraged Recapitalization

A leveraged recapitalization replaces part of a company's equity with debt to alter control, returns, or payout capacity.

Limited Liability

Limited liability generally separates an owner's personal assets from entity debts, subject to unpaid capital, guarantees, conduct, and applicable law.

Limited Liability Partnership

A limited liability partnership combines partnership-style economics with a registered liability boundary whose scope and tax treatment depend on jurisdiction.

Limited Partner

A limited partner supplies capital to a limited partnership and receives contractual economic and governance rights with jurisdiction-specific liability protection.

Limited Partnership

A limited partnership combines a managing general partner with limited partners whose capital, rights, distributions, and liability follow the agreement and law.

Lintner Dividend Model

The Lintner dividend model explains dividend smoothing as a partial adjustment from prior dividends toward a target payout based on earnings.

Liquidation Preference

A liquidation preference gives a preferred equity class priority to specified proceeds before junior equity participates in an exit or liquidation.

Liquidation Procedure

A liquidation procedure is the process for controlling assets, realizing value, resolving claims, distributing proceeds, and closing an entity.

Liquidity Management

Liquidity management ensures a company can meet obligations using available cash, liquid assets, and reliable funding. Learn headroom, stress tests, and risks.

Liquidity Requirements

Liquidity requirements are minimum cash, liquid-asset, funding, or coverage levels imposed by policy, contract, or regulation.

Liquidity Reserves

Liquidity reserves are cash, liquid assets, and dependable funding capacity a business keeps available to meet obligations and withstand cash-flow stress.

Loan Life Coverage Ratio (LLCR)

LLCR compares the present value of project cash flow available during the remaining loan life with the outstanding loan balance.

Lump-Sum Purchase

A lump-sum purchase acquires several assets for one combined price that must be allocated under the applicable accounting and tax rules.

Maintenance Costs

Resources used to inspect, service, repair, and preserve operating assets, including direct spending and operational consequences such as downtime.

Maintenance Expense

Current-period accounting cost of routine work that preserves assets in ordinary operating condition rather than creating a capital improvement.

Majority Interest

A majority interest means ownership of more than half of a specified equity, economic, or voting interest in an entity.

Majority Shareholder

A majority shareholder owns more than half a company's voting power. Learn how share classes, beneficial ownership, vote rules, and governance affect control.

Management Buyout

A management buyout occurs when existing managers participate in acquiring the business they operate, often with sponsor equity and acquisition debt.

Marginal Cost of Capital

Cost of the next dollar of capital, often shown as a breakpoint schedule for capital budgeting and financing decisions.

Marketing Expenses

Costs of market research, advertising, promotion, brand communication, and other activities intended to generate or retain demand.

Master Limited Partnership

A master limited partnership is an exchange-traded U.S. partnership whose units combine public-market trading with partnership economics and tax reporting.

Maximum Capacity

Maximum capacity is the highest output a system can produce under stated ideal or sustainable operating assumptions.

Merger Arbitrage

Merger arbitrage is an event-driven strategy that trades the spread between a target company's market price and the expected merger consideration.

Merger Reserve

A merger reserve is a transaction-specific equity balance arising from merger relief, reconstruction accounting, or a common-control accounting policy.

M&A

Mergers and Acquisitions covers Deal Valuation, Consideration, and Financing, Divestitures, Restructuring, and Turnarounds, Takeover Bids and Defenses, and Transaction Types and Business …

Midstream

Midstream energy covers gathering, processing, transportation, storage, and related infrastructure connecting production with downstream markets.

Minority Shareholder

A minority shareholder lacks unilateral voting control. Learn how voting rights, blocking stakes, agreements, dilution, and exit protections affect the position.

Minority Shareholder Rights

Minority shareholder rights are legal and contractual protections for owners who cannot control ordinary shareholder votes or company decisions.

Modigliani-Miller Theorem

The Modigliani-Miller theorem is a capital-structure benchmark showing why financing alone cannot create value in a frictionless market.

Monetization

Monetization is the design and operation of a revenue mechanism for a product, service, asset, audience, platform, or customer relationship.

Monthly Recurring Revenue (MRR)

A point-in-time operating metric that normalizes eligible active subscription and recurring contract value to a monthly amount.

Multinational Corporation

A multinational corporation controls or significantly influences businesses across economies, creating cross-border currency, tax, funding, compliance, and reporting issues.

Necessary Expense

Context-dependent cost required or appropriate to achieve an operating, contractual, regulatory, or financial objective.

Net Cash Flow

Net cash flow is the net increase or decrease in cash from operating, investing, and financing activities during a period.

Net Debt

Net debt subtracts a clearly defined pool of available cash or liquid assets from reconciled gross debt.

Net Margin

Net income divided by revenue, showing the percentage of sales remaining after recognized operating costs, financing items, and income tax.

Net Revenue

Net revenue is recognized revenue presented after specified deductions or on a net commission basis when the company acts as an agent.

Nil-Paid Shares

Nil-paid shares are tradable rights-issue entitlements for which the subscription price has not yet been paid.

No-Par Stock

No-par stock has no per-share par value, but its issuance still requires valid consideration and can create stated capital under corporate law.

Non-Participating Preference Share

A non-participating preference share receives its stated priority amount but does not also share in residual value unless it converts to common equity.

Nonstock Corporation

A nonstock corporation issues no capital stock, so membership, governance, financing, nonprofit status, and tax exemption must be analyzed separately.

Offer for Sale

An offer for sale distributes existing shares to investors, with proceeds normally paid to the selling shareholder rather than the issuer.

Offer for Sale Placing

An offer for sale placing distributes existing shares through an intermediary to selected investors, with proceeds normally going to the seller.

Offering Circular

Primary investor disclosure document in a Regulation A offering, covering the issuer, securities, proceeds, financial information, risks, and distribution plan.

Offering Date

Offering date is a context-dependent label for a securities-offering milestone. Learn how it differs from filing, pricing, settlement, and first trading.

Open Market Repurchase

Learn how open-market repurchases are authorized, executed, and disclosed, how Rule 10b-18 works, and why authorization is not the same as completed purchases.

Open Offer

An open offer gives existing shareholders a proportional opportunity to buy new shares without a separately tradable entitlement.

Operating Assets

Operating assets are current and long-term resources used in a company's core revenue-producing activities.

Operating Budget

Accrual-based revenue and expense plan used to control operations, test margins, and connect business activity with cash needs.

Operating Cycle

The operating cycle measures the average time a business takes to acquire inventory, sell it, and collect cash from customers.

Operating Expenses and Revenues

Income-statement relationship between revenue from ordinary activities and the recognized costs of producing and supporting those activities.

Operating Leverage

The sensitivity of operating income to changes in sales created by a company's mix of fixed and variable operating costs.

Operating Profit/Loss

Income or loss from business operations after operating costs and before financing and income tax, subject to the issuer's reporting classifications.

Operating Revenue

Operating revenue is recognized revenue generated by the ordinary activities that form a company's primary business.

Operating Statement

Internal performance report comparing operating revenue, costs, and profit against budget to explain margins, variance, and controllable results.

Operational Efficiency

Operational efficiency compares useful output with the resources, cost, time, and working capital used. Learn metrics, a worked example, and common tradeoffs.

Operational Investment

Operational investment is capital committed to operating assets and working capital needed to maintain or expand a business.

Operational Reserves

Operational reserves are usable liquidity designated to support ordinary cash timing and business continuity.

Optimal Capital Structure

Optimal capital structure is the estimated financing mix that best balances firm value, cost of capital, resilience, flexibility, and control.

Optimum Capacity

Optimum capacity is the operating level expected to best balance demand, relevant cost, service, resilience, and long-term economic value.

Option Pool

An option pool is the share or award capacity reserved for future equity compensation, affecting hiring capacity, cap-table ownership, and potential dilution.

Ordinary Share Capital

Ordinary share capital is issued capital associated with ordinary shares, but statutory definitions can include classes not labeled ordinary.

Original Equity

Original equity is a source-specific label for the owner's initial invested capital, whose included costs, reserves, and non-cash contributions must be defined.

Outstanding Capital Stock

Outstanding capital stock consists of issued shares currently held outside the issuer, measured by class at a specified date.

Over-Subscription

Over-subscription occurs when valid investor demand at the offering terms exceeds the securities available for allocation.

Overcapitalization

Overcapitalization describes capital or capital claims that exceed what a business can deploy productively or support with sustainable earnings.

Overissue

An overissue is a purported securities issuance beyond the amount or class the issuer has corporate power to issue.

Overleveraged

Overleveraged describes debt or fixed claims that exceed a borrower's sustainable cash-flow, asset, covenant, or refinancing capacity.

Oversubscription Privilege

An oversubscription privilege lets eligible holders request shares left after other investors do not exercise their basic subscription rights.

Own Shares Purchase

A purchase of own shares is a UK company buyback governed by funding, authority, payment, cancellation, treasury-share, and filing rules.

Pac-Man Defense

A Pac-Man defense is a takeover response in which the target launches or threatens an acquisition bid for the original bidder.

Paid-In Capital

Paid-in capital is contributed equity recognized from transactions with owners, separate from retained earnings and market value.

Paid-In Capital Surplus

Paid-in capital surplus is contributed equity recorded above par or stated capital, often labeled additional paid-in capital or capital surplus.

Paid-Up Share Capital

Paid-up share capital is the amount on issued shares that shareholders have paid or that the company has validly credited as paid.

Par Value Stock

Par value stock has a nominal amount assigned to each share for corporate-law and capital-account purposes, not as a measure of market value.

Partial Liquidation

Learn what partial liquidation means operationally, how it differs from complete liquidation, and why U.S. tax treatment depends on specific corporate and shareholder tests.

Participating Interest

Learn the framework-specific meaning of participating interest, how the U.K. 20% presumption works, and why it is not the same as control or significant influence.

Partnership

A partnership is a business relationship among two or more partners whose authority, economics, liability, and tax reporting depend on its form and agreement.

Partnership Agreement

A partnership agreement defines partner contributions, authority, allocations, distributions, liability arrangements, transfers, exits, and dispute procedures.

Passive Investment Income

Passive investment income is an S-corporation tax measure used with gross receipts and accumulated earnings and profits to test specified tax consequences.

Performance Stock Option

A performance stock option is an employee or executive option whose vesting, exercisability, or quantity depends on achieving specified performance conditions.

Permissible Capital Payment

A permissible capital payment is the amount a UK private company may pay from capital for an own-share purchase or redemption under Companies Act procedures.

Phantom Stock

Phantom stock is a contractual compensation award tied to hypothetical company shares without giving the participant actual ownership before settlement.

Placed Deal

A placed deal distributes securities to selected investors, but the label alone does not establish the regulatory route or underwriting commitment.

Placing

A placing distributes new or existing shares to selected investors, with pricing, underwriting, admission, and dilution determined by the transaction terms.

Planned Investment

Intended investment spending before actual capital outlays, inventory changes, delays, and funding constraints are known.

Plough-Back

Plough-back means retaining profit and reinvesting internal funds rather than distributing them, with value depending on the return earned on incremental capital.

Poison Pill

A poison pill, formally a shareholder rights plan, deters an unapproved ownership accumulation through specified rights and dilution triggers.

Positive Leverage

Positive leverage occurs when the return generated by debt-funded assets exceeds the comparable all-in cost of debt, increasing equity return.

Post-Acquisition Profits

Post-acquisition profits are subsidiary earnings arising after the acquisition date, adjusted for consolidation and attributed between parent owners and noncontrolling interests.

Pre-emption Rights

Pre-emption rights give eligible holders an opportunity to subscribe for specified new securities before the company offers them elsewhere.

Pre-Operational Expenses

Costs incurred before a business, facility, project, or new operation is ready for normal activity, with accounting treatment determined by the underlying item.

Preference Share Capital

Preference share capital is financing raised through shares with priority or negotiated rights that can be classified as equity, liability, or a compound instrument.

Preferred & Hybrid Capital

Preferred, senior, and hybrid capital terms explain claim priority, liquidation waterfalls, distribution rights, and debt-equity features.

Preliminary Prospectus

Offering document that discloses a proposed registered securities sale before final price, amount, underwriting, or other terms are complete.

Pretax Profit Margin

Pretax earnings divided by revenue, showing the share of sales remaining after operating and financing items but before income tax.

Primary Distribution

A primary distribution sells newly issued securities for the issuer, which receives the proceeds after offering costs.

Primary Market

Market in which issuers create and sell new securities to investors to raise equity, debt, or other investment capital.

Private Corporation

A private corporation has no exchange-listed public equity and raises ownership capital through private transactions subject to corporate and securities rules.

Private Equity

Private equity is ownership capital invested outside public markets through direct deals or funds, with returns depending on company performance, financing, fees, and exit value.

Private Markets

Private equity and private-market investment terms for non-public company finance, funds, and exits.

Private Placement

A private placement sells securities through an exemption from public registration. Learn the structures, economics, evidence, and investor risks.

Private Placement Memorandum (PPM)

A private placement memorandum explains a private offering's issuer, securities, terms, risks, and use of proceeds. Learn how to evaluate a PPM.

Proceeds from Resale

Proceeds from resale are the cash and other consideration received from selling an item or asset, before comparing the net amount with carrying value or tax basis.

Production Capacity

Production capacity is the amount of conforming output an operating system can produce over a stated period under defined resource assumptions.

Production Sharing Agreement

A production sharing agreement allocates petroleum output among cost recovery, contractor profit, and the host government's share under project-specific fiscal terms.

Profit Center

Responsibility center whose manager is accountable for revenue and costs that the unit can influence, but not necessarily for invested capital.

Profit Distributions

Learn how profit distributions differ from accounting profit, retained earnings, partnership allocations, owner cash payments, and legally distributable reserves.

Profitability

A company's ability to produce earnings relative to revenue, assets, equity, or invested capital over a defined period.

Prospectus

Offering document that discloses an issuer, security, transaction terms, risks, financial information, and use of proceeds to prospective investors.

Proxy Battle

A proxy battle is a contested effort by management and a dissident group to obtain shareholder voting authority for competing nominees or proposals.

Public Corporation

Public corporation can mean an investor-owned public company or a government-created corporation; the intended meaning depends on jurisdiction and context.

Public Offering

A public offering makes securities available to public investors. Learn registered and exempt pathways, primary and secondary proceeds, and risks.

Publicly Traded Corporation

Learn how a publicly traded corporation differs from an exchange-listed or reporting company, which filings matter, and why public trading does not guarantee liquidity.

Purchase Price Allocation

Purchase price allocation measures acquired assets and liabilities and derives goodwill after a business combination. Learn the steps, example, valuation methods, and tax boundary.

Qualifying Transaction

A Qualifying Transaction is the acquisition through which a TSX Venture Capital Pool Company becomes a regular operating issuer.

Quarterly Revenue Growth

Quarterly revenue growth compares revenue with the prior quarter or the same quarter a year earlier and separates operating growth from timing and scope effects.

Rate-of-Return Pricing

Rate-of-return pricing sets a target price by adding the profit needed for a specified return on invested capital to forecast product costs.

Re-issue of Shares

Learn how treasury or forfeited shares can return to circulation, why cancelled shares cannot simply be reissued, and how a reissue affects cash and ownership.

Real Option

A real option is managerial flexibility to delay, stage, expand, contract, switch, or abandon a capital project as uncertainty resolves.

Recapitalization

Recapitalization changes the mix of debt, equity, preferred stock, or other capital claims in a company's financing structure.

Recaps & Payouts

Recapitalizations, retained capital, payouts, and share-capital actions change leverage, liquidity, ownership claims, and legal capital through distinct transactions.

Recurring Revenue

Revenue generated repeatedly from ongoing customer relationships, subscriptions, contracts, renewals, or usage, subject to retention and service delivery.

Reimbursement

Reimbursement repays a person or entity for documented costs incurred on another party's behalf, subject to the governing policy or agreement.

Releveraging

Releveraging increases debt exposure or leverage through borrowing, distributions, acquisitions, asset contraction, or a smaller equity or earnings base.

Renounceable Rights

Renounceable rights are transferable subscription entitlements that holders can exercise, sell, or transfer before a stated deadline.

Reserves & Maintenance

Reserve and capital-maintenance concepts used to analyze equity restrictions, distributions, redemptions, revaluations, and capital impairment.

Revenue Center

A revenue center is a responsibility-accounting unit whose manager is evaluated primarily on controllable revenue rather than profit or invested capital.

Revenue Generating Unit (RGU)

A revenue generating unit counts each active revenue-producing service, subscription, account, or other unit under a company's disclosed policy.

Revenue Stream

A revenue stream is an economically distinct source of revenue defined by what customers buy and how the business charges for it.

Reverse Morris Trust (RMT)

A Reverse Morris Trust combines a corporate separation with a stock merger while seeking U.S. tax nonrecognition under Sections 355 and 368.

Reverse Takeover

A reverse takeover gives private-company owners control of a public shell or listed issuer. Learn the structure, capitalization, evidence, and risks.

Reverse Triangular Merger

A reverse triangular merger combines an acquisition subsidiary into the target, which survives under the buyer. Learn the entity flow, consideration, consents, tax boundary, and risks.

Revolving Fund

A revolving fund uses repayments, fees, or operating receipts to replenish money available for repeated authorized uses.

Rights Issue

A rights issue offers existing shareholders new shares in proportion to their holdings, commonly through tradable subscription rights.

Ring-Fencing

Ring-fencing separates specified assets, liabilities, operations, cash flows, or legal entities from risks elsewhere in a group.

Risk Arbitrage

Risk arbitrage is event-driven trading that prices the probability, timing, and downside risk of corporate transactions.

Risk Capital

Risk capital is money deliberately exposed to potential loss or internally allocated to support risk-taking activities, depending on context.

Risk-Adjusted Discount Rate

Discount rate adjusted for cash-flow risk, used when project, asset, or company risk differs from a baseline capital cost.

Royalty

A royalty is compensation for using intellectual property, extracting natural resources, or exercising another licensed right under a defined payment base.

Runway

Liquidity measure estimating how long a company can operate before current cash is exhausted at its net burn rate.

Sales Revenue

Sales revenue is consideration recognized from transferring goods or services to customers, presented on a gross or net sales basis under the company's policy.

Scrip

Learn the different meanings of scrip, including security certificates, shares offered instead of cash dividends, and capitalization issues.

Seasoned Issue

A seasoned issue is a new securities issue by an already-public or established issuer, often referring to a post-IPO equity offering.

Secondary Buyout

A secondary buyout is the sale of a portfolio company from one private equity sponsor or financial owner to another.

Secondary Distribution

A secondary distribution is an organized sale of existing securities by a holder, with proceeds going to the seller rather than the issuer.

Secondary Offering

A secondary offering may mean a selling-holder share sale or, more loosely, a post-IPO offering; the documents determine the actual structure.

Securities Issue

A securities issue is the creation and offering of new equity, debt, or other financial instruments by an issuer.

Underwriter

A securities underwriter structures and distributes an offering and may purchase securities from the issuer, depending on the contractual commitment.

Segment Margin

Profit attributable to a business segment after a defined set of variable and traceable fixed costs, with definitions varying by report.

Self-Tender Offer

A self-tender offer is a structured offer by a company to repurchase its own securities directly from holders.

Senior Capital

Senior capital is a financing layer with priority over specified junior capital, based on liens, contracts, entity structure, and applicable law.

Senior Equity

Senior equity is an ownership class that ranks ahead of specified junior equity for dividends, liquidation proceeds, or negotiated distributions.

Senior Security

A senior security has priority over specified junior securities for payment or recovery, based on contract, collateral, entity structure, and law.

Separation of Ownership and Control

Learn how shareholders, boards, and managers divide corporate ownership and decision-making, which agency conflicts result, and how governance can respond.

Series B Financing

Series B financing is a later venture round whose valuation, ownership, preferences, governance, and use of proceeds matter more than its label.

SG&A

Selling, general, and administrative expenses incurred to sell products, manage the company, and support corporate operations.

Share Capital

Share capital is the legal or accounting capital represented by issued shares, usually measured at nominal or stated value rather than market value.

Share Dilution

Share dilution occurs when additional shares or common equivalents reduce an existing holder's ownership percentage, voting power, or claim on per-share results.

Share Incentive Plan (SIP)

A Share Incentive Plan is a U.K. tax-advantaged employee share plan that can provide free, partnership, matching, or dividend shares through a trust.

Share Issued at a Discount

A share issued at a discount is originally allotted for consideration below its nominal or par value, where prohibited or specially regulated by company law.

Share Issued at a Premium

A share issued at a premium is originally issued for consideration above nominal or par value, with the excess allocated to APIC or share premium.

Share Premium

Share premium is the aggregate consideration for issued shares above nominal value, recorded separately under applicable company law and accounting rules.

Share Repurchase

Learn how share repurchases work, how they affect cash, EPS, ownership, and leverage, and why a buyback does not automatically create shareholder value.

Share-Based Payment

A share-based payment transaction exchanges goods or services for equity instruments or for an amount linked to the value of an entity's equity.

Shareholder

A shareholder owns shares in a corporation. Learn economic and voting rights, record versus beneficial ownership, limited liability, control, and key risks.

Shareholder Agreement

A shareholder agreement is a contract governing specified voting, transfer, financing, governance, and exit rights among its parties.

Shareholder Liability

Shareholder liability separates loss of share value from amounts a shareholder may owe through unpaid capital, guarantees, conduct, or specific law.

Shareholder Rights

Shareholder rights are legal, class-based, and contractual entitlements attached to owning shares in a company.

Sharesave (SAYE)

Sharesave, or SAYE, is a U.K. employee scheme combining regular savings with an option to buy employer shares at a price fixed when the option is granted.

Short-Termism

Corporate short-termism occurs when a company improves near-term results by sacrificing positive-NPV investment or accepting costs and risks that reduce expected long-term value.

Sleeping Partner

A sleeping or silent partner contributes to a partnership without routine management, but passivity alone does not determine liability or legal status.

SME

An SME is an enterprise that meets a purpose-specific size test, usually based on employees, revenue or turnover, assets, and affiliated-company data.

Sources of Capital

Sources of capital are internal funds, debt, equity, and hybrid financing used to fund assets, operations, and growth.

Spare Capacity

Spare capacity is the sustainable output capability remaining after actual production, measured under stated operating assumptions.

SPAC

A SPAC is a publicly traded shell company that raises cash to pursue a business combination, subject to redemption, financing, dilution, and execution risk.

Specialized Finance

Project and export financing structures that combine lenders, development institutions, public support, guarantees, and commercial capital.

Spin-Off

A spin-off separates a subsidiary by distributing its shares to the parent company's shareholders, generally without requiring them to surrender parent shares.

Spin-Off vs. Split-Up

A spin-off leaves the parent operating after distributing a subsidiary, while a split-up divides the parent among successor companies and ends the original parent.

Spin-Out

Spin-out is a nonstandard separation label that can mean a corporate spin-off or a new venture created to commercialize technology, research, or intellectual property.

Split-Off

A split-off lets parent shareholders exchange parent shares for shares of a separated controlled company, subject to offer terms and proration.

Staggered Board

A staggered board divides directors into classes elected in different years, limiting how many seats normally change at one annual meeting.

Standard Cash Flow Pattern

A standard cash flow pattern has an initial outflow followed by inflows, simplifying investment appraisal and IRR analysis.

Standard Operating Profit

Internal planning benchmark based on standard or budgeted revenue and operating costs at a defined activity level.

Standby Underwriting

Standby underwriting commits a provider to buy eligible securities left after shareholders exercise subscription rights, reducing a rights offering shortfall.

Startup Costs

The one-time uses, assets, deposits, opening inventory, and operating runway a new business must fund before cash generation becomes reliable.

Statutory Voting

Statutory or straight voting limits each share to one vote for each board seat. Learn the mechanics, examples, election standards, and minority-holder effects.

Stock Appreciation Rights (SARs)

Stock appreciation rights are compensation awards that pay the positive increase in company share value above a stated base price without requiring a share purchase.

Stock Compensation

Stock compensation pays employees, executives, directors, or service providers with shares, options, units, or rights linked to company equity value.

Stock Option Plan

A stock option plan is the company-level framework that authorizes option grants, sets award rules, and controls the share reserve, administration, and potential dilution.

Stock Rights

Stock rights are short-lived subscription entitlements to buy company shares under a specified ratio, price, and deadline.

Stock Vesting

Stock vesting is the process by which service, performance, or other conditions attached to an equity award are satisfied and related rights become earned or exercisable.

Strategic Financial Management

Strategic financial management tests, governs, implements, and reviews financial choices that support long-term objectives.

Subscribed Share Capital

Subscribed share capital represents shares or capital investors have agreed to take under accepted subscription terms, before considering calls and payment status.

Subscribed Shares

Subscribed shares are offered shares an investor commits to buy under accepted terms, before or during allotment, closing, issuance, and payment.

Subscriber

A subscriber is a person or entity that applies or agrees to acquire newly offered securities under subscription terms.

Subscription Price

The subscription price is the amount payable per share, unit, or security under a rights offer, warrant, fund, or subscription agreement.

Subsidiary

A subsidiary is a separate legal entity controlled by a parent through voting rights, contractual rights, or another applicable control relationship.

Supplier Credit

Supplier credit lets a buyer purchase before paying; learn how limits and terms are set, monitored, and distinguished from supplier finance.

Sustainable Growth Rate (SGR)

Sustainable growth rate estimates how fast a company can grow without issuing new common equity while maintaining its profitability, payout, and leverage policies.

Sweetener

A securities-offering sweetener is an added economic or contractual feature intended to improve demand, often with dilution, valuation, or complexity costs.

Syndicator

A syndicator is informal language for the institution or desk that assembles participants and distributes commitments across a financing syndicate.

Tag-Along Rights

Tag-along rights let a protected holder join a qualifying share sale by another owner under the allocation and sale terms defined in an agreement.

Takeover

A takeover is a transaction or series of transactions through which an acquirer obtains control of a target company.

Tender Offer

A tender offer is a time-limited public offer to buy securities directly from holders at stated price and conditions.

Thin Capitalization

Thin capitalization uses relatively high debt and low equity funding, potentially limiting interest deductions under jurisdiction-specific tax rules.

Tobin's Q Ratio

Tobin's Q compares the market value of installed assets with replacement cost and requires careful treatment of debt, intangibles, and measurement scope.

Tombstone

A finance tombstone is a brief notice identifying a securities offering or completed financing and the institutions involved, but it is not a substitute for the governing documents.

Top-Down Budgeting

Top-down budgeting begins with leadership's strategic targets and resource envelope, which business units translate into feasible operating plans.

Total Capitalization

Total capitalization is a defined debt, preferred, and common-equity financing base used to calculate capital-structure weights.

Total Debt

Total debt is a reconciled measure of current and noncurrent borrowing, with an explicit policy for leases and other debt-like claims.

Tracking Stock

Tracking stock is issuer equity designed to reflect a business group's performance without creating separate ownership. Learn its structure, accounting, and risks.

Treasury Management

Treasury management oversees business cash, funding, banking, investments, and financial risk. Learn its scope, funding analysis, controls, and limitations.

Trust Preferred Securities (TruPS)

Trust preferred securities, including legacy QUIPS structures, are trust-issued hybrid instruments funded by deeply subordinated sponsor debt.

Turnaround Management

Turnaround management stabilizes a distressed or underperforming business, protects liquidity, and implements a plan to restore viability.

Type G Reorganization

A Type G reorganization is a U.S. tax-law category for a qualifying corporate asset transfer under a court-approved Title 11 or similar case plan.

UK Capital Reduction

A UK reduction of capital lowers company share capital or an eligible related account through Companies Act procedures designed to protect creditors and shareholders.

UK Takeover Code

The UK Takeover Code governs covered takeover and control transactions, including offer conduct, disclosure, shareholder treatment, and mandatory bids.

Unbundling

Unbundling separates a combined business, product, service, contract, or security into components that can be owned, priced, regulated, or traded separately.

Uncalled Capital

Uncalled capital is the unpaid amount on subscribed shares that a company has not yet made payable under a call or fixed payment schedule.

Unconventional Cash Flow

An unconventional cash flow has multiple sign changes, which can complicate IRR and project evaluation.

Undercapitalization

Undercapitalization occurs when durable funding and available liquidity are insufficient for a company's operating scale, commitments, and downside risk.

Underleveraged

Underleveraged describes debt below an estimated feasible or target range, but the judgment depends on risk, strategy, and flexibility.

Underlying Profit

Nonstandard adjusted profit intended to show continuing performance after specified items are removed from a reported profit measure.

Underpricing

IPO underpricing is a positive initial return when an aftermarket price exceeds the offer price. Learn the formula, benchmarks, causes, and limitations.

Underwriting Group

An underwriting group is the set of firms that assume offering commitments, unlike a selling group that ordinarily only helps distribute securities.

Underwriting Syndicate

An underwriting syndicate is a temporary group that shares securities-offering commitments, distribution work, expenses, and account settlement.

Unissued Stock

Unissued stock is authorized stock that is not currently issued, including capacity that may be reserved for plans, conversions, or financing.

Unlimited Liability

Unlimited liability can make an owner personally responsible for business obligations beyond invested capital, subject to entity form and local law.

Unpaid Shares

Unpaid shares are issued shares for which some or all subscription consideration remains unsatisfied, whether uncalled or already due.

Unquoted Public Company

An unquoted public company has public-company or reporting status but no shares quoted on a stock exchange, creating distinct disclosure and liquidity issues.

Unsolicited Bid

An unsolicited bid is an acquisition proposal made without the target company's invitation or prior agreement.

Unsubscribed Shares

Unsubscribed shares are offered shares left after eligible investors do not fully exercise or complete their basic subscriptions.

Variable Expense

Cost that changes with business activity, used in budgeting, margin analysis, contribution margin, and operating leverage decisions.

Variable Interest Entity

A variable interest entity is a U.S. GAAP consolidation category in which voting ownership alone does not identify the controlling financial interest.

Vendor Placing

A vendor consideration placing uses newly issued buyer shares as acquisition consideration and places those shares with investors for seller cash. Learn the flow, dilution, pricing, and …

Venture Capital

Venture capital is equity financing for private companies with substantial growth potential, exchanged for ownership, negotiated rights, and a possible future exit.

Venture Capital-Backed IPO

A venture capital-backed IPO takes a VC-financed company public. Learn primary and secondary proceeds, ownership dilution, lock-ups, and exit risks.

Vertical Integration

Vertical integration brings upstream suppliers or downstream distribution stages under common ownership or control.

Vertical Merger

A vertical merger combines businesses at different supply-chain stages. Learn the integration economics, elimination example, competition questions, and risks.

Voting Share Capital

Voting share capital is issued share capital carrying voting rights on specified company matters under its class terms and governing rules.

Voting Stock

Voting stock carries rights to vote on directors or specified company matters. Learn votes per share, dual-class control, proxy mechanics, and key limitations.

War Chest

A corporate war chest is usable liquidity and dependable financing capacity preserved for acquisitions, disruption, defense, or other strategic needs.

Warehousing

Warehousing is the temporary holding of goods, loans, securities, or shares before sale, distribution, securitization, or another transaction.

Watered Stock

Watered stock historically described shares treated as fully paid despite inadequate or overstated consideration, potentially leaving a capital shortfall.

Wealth Added Index (WAI)

Wealth Added Index estimates shareholder wealth created or destroyed after actual shareholder return is compared with the required cost of equity.

WACC

Weighted average cost of capital blends market-required debt and equity returns and is commonly used to discount comparable-risk free cash flow to the firm.

White Knight

A white knight is a target-supported alternative acquirer sought when a board opposes or disfavors another takeover bidder.

Working Control

Working control is the practical ability of a non-majority holder or aligned group to determine company outcomes when other voting ownership is dispersed or inactive.

Zero-Based Budgeting

Zero-based budgeting requires activities and service levels to justify funding through ranked decision packages rather than receiving an automatic prior-period allocation.