1. Retail Investor
An individual who purchases small amounts of securities for him or herself. Also called an individual investor. Not an institutional investor.

2. Institutional Investor
Entity with large amounts to invest, such as investment companies, mutual funds, brokerages, insurance companies, pension funds, investment banks and endowment funds.

3. Private Placements
The sale of securities exempt from registration under various federal and state laws and the rules and regulations promulgated thereunder. Generally placed with accredited investors who may be individuals, institutions, corporations, partnerships, trusts and others.

4. Accredited Investor
Is defined in Rule 501(a) of Regulation D under the Securities Act of 1933.

5. PIPEs
Private Investment in Public Equity. A transaction in which accredited investors purchase stock in a public company, in an exempt private placement.

6. Convertible Debt Offerings
The offer and sale of a debt instrument that can convert into another issue, usually common stock.

7. Reverse Mergers
The acquisition of an operating private company by a public company with little to no operations. Often accounted for as if the private company is the acquirer. Private company generally serves as a wholly owned subsidiary of the public company. Allows the private company to bypass the usually lengthy and complex process of going public.

8. Bridge Financings
Financing extended to an entity generally for a short duration. Bridges to an event.

9. Merger
The process of combining two or more companies with the issuance of stock to reflect the newly combined organization.

10. Acquisitions
Acquiring control of a corporation, called a target, by stock purchase or exchange, may be hostile or friendly. Also called takeover.

11. Sub-Licensing
A company may sub-license to a company, a compound or a technology, which they have licensed from another entity. The rights and obligation of the original license remain in effect.

12. Licensing
The granting of permission to use intellectual property rights, such as trademarks, patents, know-how or technology, under defined conditions.

13. Joint Venture
A contractual agreement joining together two or more parties for the purpose of executing a particular business undertaking together. The joint venture may have separately identifiable assets and is treated as a defined business entity. All parties agree to share in the profits and losses of the enterprise, as contractually negotiated.

14. Restructuring
Reorganize a company's operations or capitalization.

15. Valuations
The process of determining the value of an asset or company. There are many techniques for valuation, and it is both objective and subjective.

16. Due Diligence
The process of investigation, performed by or on behalf of investors aquirers, target companies, collaborators or others, into the details of an entity, such as an examination of operations and management and the verification of material facts.

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