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Dilution Protection

July 30th, 2009

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 [...]

Dilution

July 30th, 2009

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

Depreciation

July 30th, 2009

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.

Demand Rights

July 30th, 2009

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).

Deficiency Letter

July 30th, 2009

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

Deal Structure

July 30th, 2009

An Agreement made between the investor and the company defining the rights and obligations of the parties involved. The process by which one arrives at the final term and conditions of the investment.

Deal Flow

July 30th, 2009

The measure of the number of potential investments that a fund reviews in any given period.

Deal

July 30th, 2009

See: Financings and Investments.

Cumulative Voting Rights

July 30th, 2009

When shareholders have the right to pool their votes to concentrate them on an election of one or more directors rather than apply their votes to the election of all directors. For example, if the company has 12 openings to the Board of Directors, in statutory voting, a shareholder with 10 shares casts 10 votes [...]

Cumulative Preferred Stock

July 30th, 2009

A stock having a provision that if one or more dividend payments are omitted, the omitted dividends (arrearage) must be paid before dividends may be paid on the company’s common stock.

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