Glossary

Term Definition
AVCAL Australian Venture Capital Association - industry body for Australian VC's.
Business Angel A private investor who contributes money and experience to early stage investments.
Channel Partner A company's distributors and resellers.
Confidentiality Agreement See NDA.
Convertible Note A short term debt investment instrument. Typically used when it is difficult or inappropriate to agree agreed valuation. Pricing may be set in reference to the next professional round e.g. a 10% discount to the next round or may be fixed at the time of the investment. The type of security that note converts into is also agreed ahead of time.
Dilution The reduction in the percentage size of one's shareholding through the issue of new capital.
Due Diligence The process whereby an investor investigates the attractiveness of an opportunity, assesses the quality of the management team, and assesses the key risks associated with an opportunity. Due diligence starts on initial inspection of an opportunity and ends when an investment is completed.
ESOP Employee Share Option Plan. The term sheet will typically stipulate the upper limit on the size of the option pool expressed as a percentage of the issued capital, typically 10% to 20%. These options will be used to attract key hires, retain and motivate staff.
Exclusivity Period An agreement whereby a company agrees to give an investor the first right of refusal on an investment for an agreed period of time. An exclusivity period is a requirement of TVP term sheets to protect our investment in time and opportunity cost in closely examining an opportunity.
Information Memorandum A document prepared for potential investors, outlining the business and investment opportunity.
Intermediary Individuals or organizations that introduce deals, frequently working with organizations to assist them in preparing their business plans and refining their strategies.
Investment Syndicate VC's may co-invest to diversify their risk and to reduce the future funding risk of a business. TVP will consider co-investing with professional investors and business angels.
IPO Initial Public Offering, floating a stock on a stock exchange.
ICM Information, communication and new media: a descriptor for a segment of the high technology sector.
Legals The process of converting a mutually agreed term sheet into formal documentation typically a shareholders agreement, a subscription agreement, service contracts and warranties.
Milestone A business event that indicates progress towards successful execution of a business plan.
NDA Non-Disclosure Agreement. A statement formally acknowledging that the confidence of information provided in private will be respected. The use of these documents is declining due to difficulty and impracticality of enforcement in an environment where VC's routinely see many very similar business opportunities.
Term Sheet A non-binding letter of offer to invest, subject to due diligence, which stipulates the terms and conditions the investor is proposing including valuation, board positions, conditions precedent, minority protection rights, etc.
Tranching An arrangement whereby the investment capital is split into a number of stages with the size of tranche and valuation pre-agreed. Investment of subsequent tranches are subject to attainment of agreed milestones.
TVP Technology Venture Partners
Warranties A series of legal statements whereby the principals of the investee company attest to the accuracy and completeness of the information provided during the due diligence process.