February 26th, 2026

Glossary of Terms

Term	Acronym	Definition
1031 Exchange	1031	A U.S. tax provision that may allow deferral of certain capital gains taxes when exchanging qualifying business or investment real property for other qualifying real property, using strict timing rules and a qualified intermediary. (Not available for personal-use property.)
409A Valuation	409A	A valuation used by many private companies to support a defensible fair market value for common stock, often for setting employee stock option strike prices and other deferred-compensation compliance under U.S. tax rules.
504 Loan	504	An SBA-backed loan program commonly used to finance owner-occupied commercial real estate and long-life equipment, typically structured with a bank loan plus a CDC/SBA debenture and a borrower contribution.
7(a) Loan	7(a)	The SBA’s primary loan-guarantee program often used to acquire a business (and sometimes related real estate), subject to lender underwriting and SBA eligibility/use-of-proceeds rules.
ABV	ABV	Accredited in Business Valuation — a credential for qualified CPAs specializing in valuing businesses and ownership interests.
ACA	ACA	Angel Capital Association — a professional association serving angel investors and angel groups through education, resources, and ecosystem support.
Accrual Basis Accounting		Accounting method that recognizes revenue when earned and expenses when incurred, regardless of when cash is received or paid. It often better matches performance to the period it occurred than cash-basis reporting.
ACG	ACG	Association for Corporate Growth — a membership organization for middle-market deal professionals focused on M&A, capital, and business growth networking.
Acquisition		One party obtaining control of another business (or its assets), typically via an asset purchase or equity purchase (stock/unit purchase).
Add-backs		Adjustments that add back certain expenses to profit to estimate normalized earning power (e.g., owner-specific, discretionary, or non-recurring items), subject to verification.
Add-On Acquisition		A smaller acquisition added to an existing “platform” company to build scale, broaden capabilities, or expand into new markets/geographies.
Adjusted Book Value		A net-asset value estimate where balance-sheet assets and liabilities are adjusted toward market-based amounts (including certain off-balance-sheet or contingent items when relevant) to better reflect economic value.
Adjusted Book Value Method		An asset-based valuation method that restates assets and liabilities to estimated fair values to derive an indicated equity value (often used when earnings are not the primary value driver).
Adjusted EBITDA		EBITDA normalized to remove items not expected to continue (one-time, non-operating, unusual, or accounting-driven items) so operating performance is more comparable. In some deals, it also normalizes owner/manager pay to market replacement levels.
Adjusted Net		A seller-cash-flow label commonly used to mean discretionary earnings after agreed normalizations; always confirm the exact add-backs and owner compensation treatment.
Aging Accounts Receivable		A report that groups unpaid invoices by age (current, 30/60/90+ days) to evaluate collectability and credit/collection risk.
ALTA	ALTA	American Land Title Association — a standards-setting and trade organization central to U.S. title insurance practice and common commercial title forms.
ALTA/NSPS Land Title Survey	ALTA/NSPS	A standardized commercial survey documenting boundaries, improvements, access, easements, and potential encroachments, often required by lenders/title insurers for CRE acquisitions.
Amortization		(1) A loan repayment structure where principal is paid down over time through scheduled payments, and/or (2) an accounting method that expenses an intangible asset over a defined life.
Amortization Period		The payback timeline used to calculate loan payments (e.g., 20–25 years), even if the loan matures earlier, potentially creating a balloon balance at maturity.
Analysis		The process of evaluating information to produce findings or recommendations (distinct from issuing a formal valuation conclusion).
Anchor Tenant		A major tenant (often retail) that drives customer traffic and supports leasing demand for a property or center.
Angel Investor		An individual investing personal capital into early-stage companies, typically for equity or equity-linked instruments.
Anti-Dilution Provision		A preferred-equity term that can adjust conversion economics if a later financing occurs at a lower price, mitigating dilution for protected investors (mechanics vary by deal).
Appraisal		A professional opinion of value prepared for a stated purpose, using recognized valuation approaches and defined assumptions/scope.
Appraisal Institute		A professional organization for real estate appraisers that grants designations (e.g., MAI, SRA) and promotes standards and education.
ARR	ARR	Annual Recurring Revenue — subscription revenue expected over a year based on active recurring contracts, typically excluding one-time fees.
ASA	ASA	Accredited Senior Appraiser — a professional credential from the American Society of Appraisers (can apply to business valuation and other appraisal specialties).
Asking Price		The price a seller markets a business or ownership interest for; it may differ from transaction value and may or may not include items like inventory, cash, or real estate.
Asking Rent		The rent a landlord is marketing space for (before negotiation and before fully accounting for concessions like TI/free rent).
Asset Deal		A transaction where the buyer purchases selected assets (and may assume selected liabilities) without purchasing the seller’s ownership entity.
Asset Sale		(1) A sale structured as a purchase of assets (not equity), or (2) in distressed contexts, a sale based largely on tangible asset value rather than going-concern value (context matters).
Assets		Resources owned or controlled that have economic value (cash, receivables, inventory, equipment, real estate, contracts, IP).
Assignment (Lease)		Transfer of a tenant’s lease rights and obligations to another party, typically requiring landlord consent and documentation.
AUV	AUV	Average Unit Volume — a franchising metric describing average sales/revenue per unit/store over a defined set of locations/time.
Balloon Payment		A large final loan payment due at the end of the loan term because scheduled payments (based on amortization) did not fully pay down principal.
Balance Sheet		A point-in-time statement of assets, liabilities, and equity that shows what a company owns, owes, and the residual owner claim.
Barrier to Entry		Anything that makes it harder for new competitors to enter and compete (regulation, capital needs, switching costs, licenses, distribution, brand).
Base Rent		The core rent paid for leased space before additional charges like CAM, taxes, insurance, or percentage rent (as applicable).
Basis Points	bps	Basis points — a way to express interest rates where 100 bps = 1.00% and 1 bp = 0.01%.
Benefit Stream		The economic output used as the basis for valuation (e.g., NOI, EBITDA, SDE, cash flow, revenue), which must be explicitly defined for the analysis.
Blue-Sky		Value implied in a price that isn’t well supported by typical financial/valuation evidence, often reflecting strategic premium or optimistic assumptions.
BOMA	BOMA	Building Owners and Managers Association — an industry group for commercial property owners/managers known for advocacy, education, and measurement standards.
Book Value		The accounting carrying value: for a company, assets minus liabilities; for an asset, cost minus accumulated depreciation/amortization (often differs from market value).
Broker of Record		The broker legally responsible for supervising licensees and ensuring brokerage compliance on a transaction.
Broker’s Opinion of Value	BOV	A broker-prepared value estimate based on market knowledge and comparables; not a formal appraisal.
bps	bps	Basis points — 1/100th of a percent used for quoting interest-rate changes and spreads.
Bridge Financing		Short-term capital used to cover a timing gap until longer-term financing, a larger raise, or a refinance occurs.
BTS	BTS	Build-to-Suit — a development where a building is designed and constructed to match a specific tenant’s requirements, typically paired with a long-term lease.
Burn Rate		The pace at which a company spends net cash, often stated per month, used to estimate runway.
Business Broker		A professional intermediary who markets businesses for sale and helps guide buyers and sellers through pricing, negotiation, diligence coordination, and closing.
Business Brokerage Association		A membership organization that supports education, ethics, and professional development in business brokerage.
Business Enterprise		An operating business entity or venture that produces goods/services (or investment returns) in pursuit of economic gain.
Business Prospectus		A formal disclosure document for certain securities offerings describing the issuer, risks, financials, and other required information (rules vary by jurisdiction).
Business Risk		Risk tied to operations and market conditions (customers, competition, regulation, suppliers), distinct from financing/leverage risk.
Business Valuation		A process of estimating the economic value of a business or ownership interest using defined standards, assumptions, and accepted valuation approaches.
Buyout		The purchase of a company (or a controlling interest), typically implying a change in control and governance.
Buyer Interview		A screening step where a broker learns a buyer’s goals and qualifications before sharing sensitive information or arranging deeper access.
Buyer Representation Agreement		A contract where a buyer hires a broker/agent to represent them, defining duties, term, and compensation handling.
CAC	CAC	Customer Acquisition Cost — the average cost required to acquire a customer (method depends on included costs and time window).
CAM	CAM	Common Area Maintenance — charges for shared-area operating/maintenance costs allocated to tenants under lease terms.
Cap Rate		A yield metric calculated as NOI divided by purchase price (or value), used to compare income properties on a simple basis.
Cap Table		Capitalization table listing ownership (shares/units), options/warrants, convertibles, and key terms affecting dilution and payouts.
CapEx	CapEx	Capital Expenditures — significant spending to acquire, replace, or improve long-lived assets (equipment, roof, HVAC), distinct from routine OpEx.
Capital Call		A request by a fund manager for investors to fund part of their commitment (per fund documents), typically as investments are made.
Capital Stack		The mix of funding sources in a deal (senior debt, mezzanine, preferred equity, common equity), ordered by payment priority and risk.
Capital Structure		How a company is financed through debt and equity (and sometimes hybrids), including who holds each claim.
Capitalization		Depending on context: (1) converting one period of income into value, (2) describing funding mix (debt/equity), or (3) recording a cost as an asset rather than an immediate expense.
Capitalization Rate		A rate used to convert a single year of stabilized NOI into an indicated value (NOI ÷ value), closely related to “cap rate.”
Carried Interest		A share of a fund’s profits allocated to the manager (GP) after defined return and distribution rules are met (per fund documents).
Cash Basis Accounting		Accounting method recognizing income when cash is received and expenses when cash is paid (may differ materially from accrual results).
Cash Equivalents		Highly liquid, low-risk holdings that can typically be converted to cash quickly (often within ~90 days).
Cash Flow		A general term for money generated (or used) over time; in deals it can mean operating cash flow, free cash flow, SDE, EBITDA-based proxies, etc. Always specify the exact definition being used.
Cash Flow Statement		A statement showing cash sources and uses from operations, investing, and financing activities over a period.
CBI	CBI	Certified Business Intermediary — an IBBA certification for experienced business brokers/intermediaries meeting IBBA requirements.
CCIM	CCIM	Certified Commercial Investment Member — a professional designation focused on commercial investment analysis and practice.
CEPA	CEPA	Certified Exit Planning Advisor — a credential focused on planning and executing business owner transitions/exits.
Churn		The rate at which customers cancel or stop buying over a defined period (especially important in subscription businesses).
CIM	CIM	Confidential Information Memorandum — a detailed buyer package describing a business (often for larger deals), typically shared after an NDA.
Cliff		A vesting feature where no equity vests until a minimum period is met, after which vesting begins (often “1-year cliff”).
Client		A party who hires a broker and is owed fiduciary duties under the engagement and applicable law (scope varies by jurisdiction).
Closing		The final step where definitive documents are executed, funds are transferred, and ownership/lease rights are conveyed.
Closing Attorney		An attorney who prepares/coordinated closing documents and facilitates execution and fund flows (role and naming vary by state and deal type).
Closing Costs		Fees and expenses paid to complete a transaction (legal, title, escrow, lender, recording), varying by transaction type.
CM&AA	CM&AA	Certified Merger & Acquisition Advisor — an AM&AA credential focused on middle-market M&A advisory skills.
CM&AP	CM&AP	Certified Mergers & Acquisitions Professional — a certification associated with M&A Source for M&A intermediaries.
Co-Brokerage		An agreement where two or more brokers/firms cooperate on a transaction and share responsibilities/compensation per agreement.
Co-tenancy		A retail lease concept where certain tenant obligations (or remedies) can change if occupancy falls or key tenants leave, as defined in the lease.
COGS	COGS	Cost of Goods Sold — direct costs to produce/deliver what you sell, used to compute gross profit and gross margin.
Commission		Compensation paid to brokers/agents for services, defined by agreement and sometimes regulated by licensing rules.
Committed Capital		The amount investors agree to provide to a fund over time, drawn via capital calls under fund documents.
Committed Equity Capital		Equity funds available or reserved for investment under a defined strategy (often referred to as “dry powder” in fund contexts).
Common Size Statements		Financial statements restated as percentages (e.g., each P&L line as % of revenue) to compare across companies or time periods.
Comps		Comparable sales or leases used to estimate value, pricing, or market rent.
Contingency		A condition that must be satisfied or waived for a deal to proceed (financing, inspections, landlord consent, etc.).
Control		The ability to direct management and key decisions, often tied to majority voting power or governance rights.
Control Premium		The additional value buyers may pay for a controlling interest versus a non-controlling (minority) stake, reflecting decision-making power and optionality.
Convertible Note		Debt that may convert into equity later, typically at a future priced round with a discount and/or valuation cap (terms vary).
Convertible Preferred Stock		A preferred equity class common in VC financings that may convert to common and carries negotiated rights (preferences, protections, governance).
Cooperating Business Brokers		Brokers who collaborate to match buyers and sellers and complete transactions, often through referral or co-broke agreements.
Cost Approach		A valuation approach estimating value by the cost to replace or reproduce an asset’s service capability, adjusted for depreciation/obsolescence.
Cost of Capital		The return required by capital providers (debt and equity) for the risk taken; often used to discount future cash flows.
Cost of Goods Sold	COGS; CGS	Direct costs attributable to producing goods or delivering services sold (materials, direct labor, certain production costs), used to calculate gross profit.
CPM	CPM	Certified Property Manager — a professional designation issued by IREM for property management competency.
CRE	CRE	Commercial Real Estate — business-use property such as retail, office, industrial, multifamily, and special-use assets.
CRE® Designation (Counselors of Real Estate)	CRE®	A selective professional credential awarded by The Counselors of Real Estate for experienced real estate counselors/advisors; not the same as “CRE” meaning commercial real estate.
CREFC	CREFC	CRE Finance Council — an industry association for commercial real estate finance market participants.
CREW Network	CREW	A global organization supporting women in commercial real estate through networking, research, and leadership programs.
Credit Line		A revolving facility allowing a borrower to draw, repay, and reborrow up to a limit, typically paying interest only on the drawn amount.
CRM	CRM	Customer Relationship Management — tools/processes for managing leads, customers, pipeline, and communications.
Crowdfunding		Raising capital from many contributors, typically via online platforms; legal requirements differ by structure and jurisdiction.
CVA	CVA	Certified Valuation Analyst — a business valuation credential awarded by NACVA.
DCF	DCF	Discounted Cash Flow — a valuation method projecting future cash flows and discounting them to present value using a required return.
Deal Flow		The stream of potential opportunities a buyer/investor/intermediary evaluates over time.
Deal Structure		The overall “shape” of a transaction—what’s bought, how it’s financed, payment timing, contingencies, and risk allocation.
DE	DE	Discretionary Earnings — a seller-benefit cash-flow proxy used in small business sales; definition varies, so confirm components.
Debt Yield		A lender metric calculated as NOI divided by loan amount, showing income support for debt independent of interest rate.
Depreciation		A non-cash accounting expense spreading the cost of a tangible asset over its useful life; also used to describe economic wear/obsolescence.
Discount		A reduction applied to value to reflect factors like risk, lack of control, or illiquidity (must be justified by context and evidence).
Discount for Lack of Marketability	DLOM	A valuation adjustment reflecting that an interest may be hard to sell quickly at a known price due to limited liquidity and buyer pool.
Discount Rate		The required return used to convert future cash flows into present value; higher rates generally reflect higher risk.
Discounted Cash Flow Method	DCF	A DCF approach that values an asset by forecasting future cash flows and discounting them using a discount rate.
Discounted Future Earnings Method		An income-method variant that discounts forecasted earnings/benefits to present value; key assumptions include growth, margins, and risk.
Discretionary Earnings	DE	A cash-flow measure often used in small business valuation that typically adds back owner compensation and certain discretionary/non-recurring items (definition must be stated).
Divestiture		Selling or disposing of a business unit or assets to raise cash, reduce debt, or focus on core operations.
Drag-Along Rights		A provision allowing defined majority holders to require minority holders to participate in a sale on the same terms, enabling a clean exit.
DSCR	DSCR	Debt Service Coverage Ratio — a capacity metric comparing cash flow (or NOI) to total debt service; calculations vary by lender.
Due Diligence		The investigation period where a buyer verifies financials, legal status, operations, customers/suppliers, and property/lease matters before finalizing.
Earn-Out		A deferred payment where the seller receives additional proceeds only if defined future performance targets are met; terms must specify metric, period, controls, and dispute resolution. If an SBA loan finances a change of ownership, earn-out provisions are generally treated as impermissible and should be reviewed with the SBA lender and current SOP guidance.
Earnest Money Deposit	EMD	A good-faith deposit held (often in escrow) that may become nonrefundable after defined milestones, per contract.
EBITDA	EBITDA	Earnings Before Interest, Taxes, Depreciation, and Amortization — a common operating profitability proxy used in valuation and lending.
EBIT	EBIT	Earnings Before Interest and Taxes — operating profit excluding interest and income taxes but including depreciation/amortization.
EBT	EBT	Earnings Before Taxes — profit before income taxes, after interest (as commonly used in reporting).
Effective Rent		The economic rent after accounting for concessions (free rent, TI allowances) and timing, often expressed as an average $/SF over the lease term.
Elevator Pitch		A short, clear overview of a business/opportunity designed to be delivered quickly (often used in listing summaries).
Employment Agreement		A contract defining employment terms (role, pay, restrictions, termination), often important when key employees are critical to continuity.
Enterprise		Another term for a business enterprise; often used to refer to the operating company as a whole rather than a single asset.
Enterprise Value	EV	A company value concept aimed at reflecting the value of operations independent of financing (commonly framed as equity value plus net debt, with adjustments depending on context).
Environmental Site Assessment	ESA	Environmental diligence (often Phase I) to identify potential contamination risks and whether further testing is warranted.
Equity		The residual owner claim after liabilities; in a company, ownership interests (shares/units) representing participation in value and governance.
Escalation Clause		A lease provision increasing rent or reimbursable expenses over time (fixed steps, CPI-linked, or other formulas).
Escrow		A neutral third-party arrangement holding funds/documents until closing conditions are satisfied.
ESA	ESA	Environmental Site Assessment — environmental diligence, typically Phase I as a first step in CRE transactions.
Estoppel Certificate		A signed statement (typically by a tenant) confirming key lease facts—rent, term, options, defaults—often required for sale or refinancing.
EV	EV	Enterprise Value — a value framework that looks at business operations before considering financing structure; often paired with EBITDA multiples.
Exclusive Agency		A listing arrangement granting one broker authority to market/sell while reserving certain seller rights depending on contract terms (varies by agreement).
Exclusive Listing Agreement		A contract giving one broker the primary right to market a business/property for a set period, typically defining duties and compensation terms.
Exclusive Right to Sell		A listing agreement where the broker earns a commission if the asset sells during the term, regardless of who finds the buyer.
Exit Fee		A fee due when a loan is paid off or reaches maturity, depending on the loan agreement.
Exit Plan		A structured approach for an owner to transition out of a business (sale, succession, recapitalization, wind-down), including readiness steps and timing.
Exit Strategy		The planned path to realize value and transfer ownership (sale, merger, recap, IPO), aligned to the owner/investor’s goals and timeline.
Excess Earnings		Earnings above a required return on tangible net assets, sometimes used to infer intangible value in certain valuation methods.
Excess Earnings Method		A method that values a business by allocating a required return to tangible assets and capitalizing the remaining “excess” returns as intangible value (assumptions must be explicit).
Fair Market Value	FMV	A standard of value describing the price expected between willing, informed parties in an open market, neither under compulsion, and both acting prudently.
Fairness Opinion		An opinion on whether transaction consideration is financially fair to a specified party, based on stated assumptions and scope.
Family Office		A private organization managing a family’s wealth and investments, sometimes investing directly in businesses and real estate.
Family Succession		A transition where ownership passes to family members, often requiring careful coordination of tax, estate, and governance considerations.
FAR	FAR	Floor Area Ratio — a zoning metric comparing allowable building floor area to land area, used to express permitted density.
FDD	FDD	Franchise Disclosure Document — a regulated disclosure package franchisors provide to prospective franchisees covering fees, obligations, and system details.
Feasibility Study		An analysis of whether a project or acquisition is workable financially and operationally, based on market demand, costs, income potential, approvals, and risks.
FF&E	FF&E	Furniture, Fixtures & Equipment — movable operating assets often included/excluded in an asset sale and itemized in the purchase agreement.
FIFO	FIFO	First In, First Out — inventory accounting assuming older inventory is sold first (affects reported COGS and taxes).
Financial Risk		Risk created by leverage and financing obligations (interest, principal payments, covenants), distinct from operating/business risk.
Finder’s Fee		Payment for introducing a deal lead or client, governed by agreement and legal/licensing restrictions.
Fiscal Year		A 12-month financial reporting period a business uses for accounting and tax reporting, which may differ from the calendar year.
Fixed Assets		Long-lived tangible assets used in operations (equipment, vehicles, buildings) that are not expected to be converted into cash within a year.
FMV	FMV	Fair Market Value — a standard-of-value concept used in many valuation and tax contexts describing a hypothetical open-market transaction.
Forced Liquidation Value		The expected proceeds when assets must be sold quickly (often under pressure), typically lower than orderly liquidation due to limited marketing time.
Founder’s Stock		Equity initially issued to founders, often subject to vesting and repurchase provisions in startup structures.
Free Cash Flow	FCF	Cash generated after operating needs and capital expenditures (and depending on definition, after working-capital changes), used to evaluate debt paydown or distributions.
Free Rent		A lease concession where rent is reduced or waived for a period, typically to improve lease economics or support tenant move-in.
Full Ratchet		A strong anti-dilution mechanism that can reset conversion economics to a later lower price (structure-specific and highly negotiable).
Full-Service Gross Lease		A lease where the landlord pays most operating expenses and the tenant pays one gross rent amount, subject to lease-defined exceptions.
Fund of Funds		A fund that invests in other funds rather than directly in operating companies or properties.
GAAP	GAAP	Generally Accepted Accounting Principles — accounting standards for financial reporting; GAAP results can differ from tax-basis statements.
General Partner	GP	The managing partner(s) of a private fund responsible for investment decisions and operations, as defined by fund agreements.
General Solicitation		Public advertising of certain investment offerings, permitted only under specific legal frameworks and compliance conditions.
Going Concern Value		Value assuming the business continues operating, including assembled workforce, systems, and other operating intangibles beyond liquidation value.
Goodwill		Intangible value tied to factors like reputation, customer relationships, and brand that can produce returns beyond tangible asset value.
Goodwill Value		The portion of a business’s value attributable to goodwill specifically (often inferred when value exceeds identifiable net tangible assets).
GP	GP	General Partner — the fund manager entity/role that operates a private fund and makes investment decisions.
Gross Lease		A lease where rent includes some or most operating expenses, depending on what the lease defines as included versus passed through.
Gross Profit		Revenue minus COGS; indicates what remains to cover operating expenses and generate operating profit.
Gross-up		An underwriting adjustment that estimates stabilized expenses (and sometimes reimbursements) when occupancy is below normal, depending on lease terms and practice.
Growth Capital		Capital invested to expand an operating company (new sites, equipment, marketing, hiring), sometimes without transferring full control.
Hard Costs		Development or construction costs directly tied to physical building work (labor, materials, equipment), distinct from soft costs.
Highest and Best Use		The most probable property use that is legal, physically possible, financially feasible, and maximally productive in supporting value.
Holdback		A portion of purchase price withheld (often in escrow) to cover post-closing adjustments or defined risks/indemnity claims.
Home-Based Business		A business primarily operated from the owner’s home, often with different overhead and zoning/permit considerations.
Hurdle Rate		A minimum return threshold in some fund distribution structures before carried interest applies, as defined in fund documents.
IBBA	IBBA	International Business Brokers Association — a professional association for business brokers/intermediaries offering education and certifications (e.g., CBI).
ICSC	ICSC	A membership organization focused on retail real estate “marketplaces” (shopping centers and related sectors).
IFA	IFA	International Franchise Association — a major membership organization representing the franchising sector through education, events, and advocacy.
ILPA	ILPA	Institutional Limited Partners Association — an association representing limited partners in private funds, promoting best practices, education, and governance resources.
Income Approach		A valuation approach converting expected future economic benefits into a present value using discounting or capitalization methods.
Income Statement		A financial statement showing revenue, expenses, and profit over a period (also called P&L).
Indemnification		A contract obligation where one party agrees to reimburse another for specified losses, commonly tied to reps/warranties or known risks.
Industry Risk		Risk tied to the broader industry environment (cyclicality, regulation, competition) that affects expected returns and valuation.
In-Place Rent		The rent currently being paid under existing leases; it may be above or below market rent.
Incubator		An organization supporting startups with resources and guidance, typically over a longer horizon than many accelerators.
Intangible Assets		Non-physical value drivers such as brand, contracts, software, customer relationships, and IP (transferability and enforceability vary).
Intellectual Property	IP	Legally protectable intangible rights (copyrights, trademarks, patents, trade secrets) and related know-how and documentation.
Intermediary		A professional assisting private-company transfers; “business broker” is common for smaller deals and “M&A advisor/investment banker” for larger deals.
Interest		The cost paid to borrow money, usually expressed as an annual percentage rate and applied to a principal balance.
Intrinsic Value		Value based on fundamentals (cash flows, risks, assets) rather than asking price or short-term market sentiment.
Invested Capital		Total capital invested in a business, typically equity plus interest-bearing debt (definition should be stated in analysis).
Investment Analysis		Evaluating risks, returns, and fit of an investment using financial modeling, scenario analysis, and market/operational diligence.
Investment Banker		A professional advising on capital raising, M&A, and complex transactions, typically for larger deal sizes.
Investment Risk		Uncertainty about achieving expected returns due to operational, financial, legal, and market factors.
Investment Value		Value to a particular investor based on their unique assumptions, synergies, or return requirements (may differ from fair market value).
IPO	IPO	Initial Public Offering — when a company first sells shares to the public markets.
IRR	IRR	Internal Rate of Return — the annualized return that sets an investment’s net present value to zero, based on cash-flow timing.
IREM	IREM	Institute of Real Estate Management — a professional organization for property managers and issuer of the CPM designation.
IWBI	IWBI	International WELL Building Institute — organization administering the WELL standard focused on health and well-being in buildings.
J-Curve		A common private-fund return pattern where early returns are negative (fees/startup costs) with expected gains later as investments mature.
Joint Venture	JV	A partnership where parties share ownership, control, risks, and returns for a specific deal or business (terms vary by agreement).
JV	JV	Joint Venture — a shared-ownership partnership for a specific investment or operating objective.
Key Person Discount		A valuation adjustment reflecting dependence on a key person whose loss could materially reduce earnings or stability.
KPI	KPI	Key Performance Indicator — a metric used to track performance (sales, churn, occupancy, margin, etc.).
K-1	K-1	A U.S. tax form reporting a partner/member’s share of income, losses, and distributions from a partnership/LLC.
Lead Investor		The primary investor in a financing round who often helps set terms and may take governance rights (structure varies).
Lease Term		The length of time a lease runs from commencement through expiration, excluding unexercised options.
LEED	LEED	A green building rating framework administered by USGBC (requirements and levels vary by certification).
Lien		A legal claim against property or assets to secure repayment of a debt; unresolved liens can complicate or block closing.
LIFO	LIFO	Last In, First Out — inventory accounting assuming newest inventory is sold first (reporting/tax implications vary).
Limited Appraisal		A value opinion prepared with stated limitations on scope, procedures, or available data; it must clearly disclose what was and wasn’t done.
Liquidation Preference		A term giving certain investors payout priority (and sometimes a multiple) before common holders upon sale or liquidation, per governing documents.
Liquidation Value		Net proceeds expected if a business is terminated and assets are sold piecemeal, net of selling costs; can be orderly or forced.
Liquidity		How easily an asset can be converted to cash without materially affecting its price.
Listing Amendment		An addendum or amendment documenting changes to an original listing agreement or listing terms (price, term, inclusions, etc.).
Lock-up Period		A post-IPO restriction limiting when insiders can sell shares, based on offering documents and agreements.
LOI	LOI	Letter of Intent — a mostly nonbinding outline of key deal terms before definitive agreements, often including exclusivity and diligence timelines.
LP	LP	Limited Partner — an investor in a private fund who contributes capital with limited liability and typically no day-to-day control.
LTV	LTV	Loan-to-Value — loan amount divided by collateral value (or purchase price), used by lenders to size loans and manage risk.
LTC	LTC	Loan-to-Cost — loan amount divided by total project cost (purchase + improvements), used heavily in construction and value-add lending.
Lower Middle Market	LMM	A segment of private-company deal sizes commonly defined by revenue/EBITDA ranges (definitions vary by source and market).
Majority Control		Control obtained through majority voting power or governance rights allowing direction of key decisions.
Majority Interest		An ownership stake greater than 50% (or otherwise controlling) that typically carries decision-making authority and may be valued differently than minority stakes.
Management Buy-In	MBI	An acquisition where an outside management team buys and runs the target business, often partnering with investors.
Management Buyout	MBO	An acquisition where the existing management team purchases the business (alone or with investor backing).
Management Fee		A recurring fee paid to fund managers to operate a fund, typically defined in fund documents.
Market Approach		A valuation approach estimating value by comparison to similar businesses/assets with observable pricing (sales comps, guideline multiples, market rent/cap rates).
Market Capitalization		For public companies, share price multiplied by shares outstanding; differs from enterprise value.
Market Rent		The rent a typical tenant would pay for comparable space in the current market under standard terms.
Mezzanine Debt		Financing that sits between senior debt and equity in the capital stack, typically higher-cost and with different collateral/priority terms.
MOASS	MOASS	Mother of All Short Squeezes — slang from public markets describing an extreme short-squeeze event; generally not used in brokerage/CRE deal structuring.
MOIC	MOIC	Multiple on Invested Capital — total value received (realized + unrealized) divided by total invested capital (calculation conventions vary).
Modified Gross Lease		A hybrid lease where the landlord covers some operating expenses and the tenant covers others (often via expense stops or specific categories).
MRR	MRR	Monthly Recurring Revenue — subscription revenue expected each month based on active recurring contracts.
MVP	MVP	Minimum Viable Product — a basic functional product used to test demand and gather feedback before full buildout.
NACVA	NACVA	National Association of Certified Valuators and Analysts — a professional organization that trains/certifies valuation professionals and awards the CVA credential.
NAIOP	NAIOP	Commercial Real Estate Development Association — an industry organization for developers/owners and CRE professionals with education, research, and advocacy.
NAR	NAR	National Association of Realtors — a large trade association for real estate professionals, including commercial education and affiliations.
Nareit	Nareit	An association representing REITs and listed real estate companies, providing research and policy work.
NAV	NAV	Net Asset Value — assets minus liabilities for an entity; in fund reporting, methodology can vary by asset type and valuation policy.
NCREIF	NCREIF	An institutional real estate association known for performance data and benchmarking used in investment analysis.
NDA	NDA	Non-Disclosure Agreement — a confidentiality contract controlling how shared sensitive information can be used and disclosed.
Net Absorption		Absorption net of move-outs/space returned; used to show whether a market is tightening or loosening over a period.
Net Book Value		Book value after accumulated depreciation/amortization; often aligns with accounting equity for an entity (definitions can vary).
Net Cash Flow		Cash generated after considering operating results, working-capital changes, and capital spending; definitions vary, so specify assumptions (and whether before/after debt service).
Net Earnings		Profit after taxes (often “bottom line”), though usage varies; confirm the statement’s tax basis and presentation.
Net Operating Income	NOI	Property income minus operating expenses, before debt service and income taxes; commonly used for cap-rate valuation and lending.
Net Present Value	NPV	The present value of future cash inflows minus present value of outflows, discounted at a required return; used to evaluate projects and investments.
Net Profit		Total revenue minus all expenses, typically before tax unless specified (usage varies).
Net Tangible Asset Value		Tangible operating assets minus liabilities, excluding intangible value such as goodwill (and often excluding non-operating assets if defined).
Net Worth		Total assets minus total liabilities; in many contexts synonymous with accounting equity.
Networking		Building relationships to exchange information, referrals, and opportunities within a professional community.
Non-Compete Agreement		A contract restricting a seller (or key person) from competing for a defined time/geography to help protect transferred goodwill (enforceability varies by jurisdiction).
Non-operating / Non-contributing Asset		An asset not required for operations or for generating operating earnings (e.g., excess cash, unused land), typically valued separately depending on purpose.
Non-Recourse		A loan where the lender’s primary remedy is against collateral rather than the borrower personally, subject to negotiated carve-outs.
Normalized Earnings		Earnings adjusted to reflect typical ongoing performance by removing nonrecurring, non-operating, or owner-specific anomalies (subject to diligence).
Normalized Financial Statements		Financial statements adjusted to remove unusual items and/or non-operating assets/liabilities to improve comparability and reflect ongoing economics.
NOI	NOI	Net Operating Income — a core property income metric used in cap rates, debt yield, and underwriting.
NPV	NPV	Net Present Value — discounted net value of future cash inflows minus outflows, used for investment decisions.
NVCA	NVCA	National Venture Capital Association — a venture capital industry association known for research, policy work, and commonly used model legal documents.
Occupancy Rate		The percentage of space that is leased/occupied compared to total available space, measured at a point in time.
OKR	OKR	Objectives and Key Results — a goal-setting framework linking objectives to measurable key results.
Open Listing		A non-exclusive listing where multiple brokers may market the asset and only the broker who produces the buyer earns the commission (per contract).
Open-Ended Contract		An agreement with no stated expiration date that continues until terminated under its terms.
Orderly Liquidation Value		Liquidation value assuming a reasonable marketing/sale period to maximize proceeds, typically higher than forced liquidation.
Option Pool		Shares reserved for future employee/advisor equity grants; affects dilution and is commonly negotiated in startup financings.
Option to Renew		A tenant right to extend a lease for additional term(s) under defined conditions and notice requirements.
OpEx	OpEx	Operating Expenses — recurring costs to operate a property or business (excluding financing and typically excluding major CapEx).
Overhang		Venture-context term used inconsistently (e.g., uninvested commitments or potential dilution from reserved securities). (Needs verification) — define the intended meaning whenever used.
P&L	P&L	Profit and Loss statement — another name for the income statement showing revenues, expenses, and profit over a period.
Pass-Throughs		Lease-required tenant reimbursements to the landlord for defined expenses (often CAM, taxes, insurance, and certain operating costs).
Participation (Preferred)		A preferred equity feature where holders may receive a preference and also share in remaining proceeds, depending on deal terms.
Percentage Rent		Retail lease rent where the tenant pays base rent plus a percentage of sales above a defined breakpoint.
Phase I ESA		A baseline environmental due diligence review (records + site reconnaissance) to identify potential contamination risks and whether further testing is warranted.
Phase II ESA		Follow-up environmental testing (sampling/analysis) performed when Phase I indicates potential contamination concerns.
PIPE	PIPE	Private Investment in Public Equity — a private placement investment into a public company, often with negotiated terms.
Pivot		A meaningful change in product focus, strategy, or business model based on market feedback or new information.
PMF	PMF	Product–Market Fit — when a product clearly meets a strong market need, often evidenced by retention and sustainable growth.
Post-Money Valuation		A company’s valuation immediately after a financing round, reflecting new capital invested.
Pre-Money Valuation		A company’s valuation immediately before new investment money is added in a financing round.
Preferred Equity		Capital with priority economics relative to common equity (distributions, liquidation), used in both VC and some CRE capital stacks (structure varies).
Preferred Stock		A class of equity with negotiated rights (preferences, protections, voting) commonly used in VC financings.
PREA	PREA	Pension Real Estate Association — a nonprofit association serving institutional real estate investors through education and research.
Present Value	PV	The value today of future money, discounted for time and risk at a chosen rate.
Principal		The loan amount borrowed (or remaining unpaid balance), excluding interest.
Principle of Substitution		A valuation principle stating a buyer generally won’t pay more than the cost to obtain a comparable substitute with similar utility.
Private Equity	PE	An asset class and investment approach involving ownership stakes in private companies to improve value and exit later (buyout, growth, rollup strategies vary).
Private Equity Fund		A pooled investment vehicle (often a limited partnership) formed to invest in private companies under a defined strategy.
Pro Forma		A forward-looking projection of income/expenses/returns based on stated assumptions (rent growth, margins, lease-up, synergies, etc.).
Pro-Rata Rights		Rights allowing an investor to participate in future rounds to maintain ownership percentage, subject to terms and availability.
PSA	PSA	Purchase and Sale Agreement — the definitive contract for a real estate acquisition, defining price, diligence, representations, and closing conditions.
Purchase Price Allocation	PPA	Assigning purchase price across asset categories for accounting/tax purposes, affecting amortization/depreciation and tax outcomes.
PV	PV	Present Value — discounted value today of future cash flows; core to DCF/NPV and pricing deferred payments.
Qualified Intermediary		A third party used in many 1031 exchanges to hold sale proceeds and help satisfy exchange rules and timelines.
QoE	QoE	Quality of Earnings — analysis of how sustainable reported earnings are and what adjustments are needed to reflect ongoing economics.
Quorum		The minimum participation required for a valid board or shareholder vote, as defined in governance documents.
Quick Ratio		A liquidity metric comparing near-cash current assets to current liabilities; definitions vary by which assets are included.
Rate of Return		Gain or loss relative to the amount invested, usually expressed as a percentage over a period.
Ratio Analysis		Evaluating performance and risk using financial ratios (profitability, liquidity, leverage, coverage).
Recapitalization		Restructuring a company’s financing (debt/equity mix) to cash out some owners, fund growth, or change risk profile.
Recast (Financials)		Restating financials to better reflect ongoing operations (e.g., adjusting owner comp, removing one-time items), typically documented with an add-back schedule.
Refinance		Replacing an existing loan with a new one to change rate, term, amortization, collateral, or cash-out structure.
Referring Business Broker		A broker who introduces a client/deal to another broker and may receive a referral fee per agreement and applicable rules.
Replacement Cost New		The estimated current cost to build/buy a substitute asset with similar utility (not necessarily an identical replica).
Reproduction Cost New		The estimated current cost to create an exact duplicate of an asset (same design/materials/specs), often used for unique assets.
Reps & Warranties		Contract statements of fact (often by the seller) that, if breached, can trigger remedies such as indemnification.
Required Rate of Return		The minimum return an investor demands for a given level of risk; used to evaluate and price investments.
Reserve for Replacement		An underwriting allowance for future replacement of short-lived components (roof, HVAC, equipment), whether as actual cash reserve or pro forma deduction.
Residual Value		The estimated value at the end of a projection period (often “terminal value” in DCF), highly sensitive to assumptions.
Return on Equity	ROE	Profit relative to equity; can be increased by leverage, which also raises risk.
Return on Invested Capital	ROIC	Profitability relative to total invested capital (debt + equity), used to assess capital efficiency.
RICS	RICS	Royal Institution of Chartered Surveyors — an international professional body for property and built-environment standards and member designations.
Roadshow		A series of investor meetings to build interest in a fundraising or public offering process (context-dependent).
ROE	ROE	Return on Equity — profit relative to equity; interpretation depends on accounting basis and leverage.
ROFO	ROFO	Right of First Offer — a right to negotiate first if an owner decides to transact, typically before marketing to others (terms vary).
ROFR	ROFR	Right of First Refusal — a right to match a bona fide third-party offer before a transaction can proceed.
ROI	ROI	Return on Investment — a general profitability measure comparing gains to invested capital; definitions vary (simple vs time-weighted).
Rollup		A strategy of acquiring multiple smaller businesses in the same market/industry and combining them to gain scale and efficiencies.
Rule of Thumb		A simplified pricing heuristic based on observed patterns and experience; useful as a quick check but not a substitute for diligence.
Run Rate		An annualized figure based on current performance, assuming the current pace continues (often used for revenue).
Runway		How long a company can operate before cash runs out, based on cash on hand and burn rate.
RSF	RSF	Rentable Square Feet — the area a tenant is billed on, often including a share of common areas per building standard.
RWI	RWI	Representations & Warranties Insurance — insurance that may cover certain losses from breaches of reps/warranties, subject to policy terms/exclusions.
SAFE	SAFE	Simple Agreement for Future Equity — an investment instrument converting into equity later (often with a valuation cap and/or discount), typically at a priced round.
Sale-Leaseback		A transaction where a company sells property and leases it back, converting real estate value into cash while remaining in the space.
SAM	SAM	Serviceable Available Market — the portion of TAM a business can realistically target based on product scope and constraints.
SBA	SBA	Small Business Administration — a U.S. agency supporting small-business lending programs (including 7(a) and 504) through lender guarantees and program rules.
Scalability		The ability to grow revenue faster than costs, improving margins as the business expands (business-model dependent).
Secured Loan		A loan backed by collateral that the lender can claim under agreed remedies if the borrower defaults.
Security Deposit		Funds held by a landlord to secure lease performance, refundable per lease terms (less any deductions if applicable).
SDE	SDE	Seller’s Discretionary Earnings — a small-business cash-flow proxy typically adding back one owner’s compensation plus discretionary/non-recurring items; definition must be confirmed.
SDCF	SDCF	Seller’s Discretionary Cash Flow — a seller cash-flow label often used similarly to SDE/DE; confirm exact components and reconciliation.
SDC	SDC	Seller’s Discretionary Cash — a seller cash-flow label that varies by user; confirm exact definition and add-back schedule.
Seed Round		An early financing stage used to fund product development and initial go-to-market, structure varying by deal.
Self-Funded Search Fund		A buyer approach where an individual searches for a company to acquire before raising outside acquisition capital or final financing.
Seller Financing		A structure where the seller lends part of the purchase price to the buyer, typically documented with a promissory note and security terms.
Seller Note		A promissory note documenting seller financing terms (rate, term, collateral, subordination, default remedies).
Series A		A priced venture round commonly used to fund expansion after initial traction, typically issued as preferred stock with negotiated rights.
Series B		A later priced venture round often used to scale operations and grow market share after Series A milestones.
Series C		A later-stage round often tied to scaling, profitability path, or pre-IPO preparation; structure varies widely.
SIOR	SIOR	Society of Industrial and Office Realtors — an association and designation for top-producing industrial/office CRE professionals.
Side Letter		A separate agreement granting a specific investor special terms not fully contained in the main fund documents.
SNDA	SNDA	Subordination, Non-Disturbance, and Attornment — aligns tenant, landlord, and lender rights so leases can survive certain foreclosure scenarios under defined terms.
Soft Costs		Development costs not directly tied to physical construction (design, engineering, permits, financing fees, insurance), distinct from hard costs.
SOM	SOM	Serviceable Obtainable Market — the realistic share of SAM a company expects to win over a defined time frame.
SPAC	SPAC	Special Purpose Acquisition Company — a public shell company formed to merge with a private company and take it public (structure-specific).
Special Purpose Vehicle	SPV	A separate legal entity created for a specific investment purpose, often to isolate risk or pool investors for one deal.
Special Interest Purchasers		Buyers expecting unique synergies or strategic advantages, potentially paying more than purely financial buyers.
Stabilized NOI		NOI adjusted to reflect steady-state operations (typical occupancy and normal expenses), excluding temporary lease-up volatility and unusual items.
Standard of Value		The defined type of value used (e.g., fair market value, investment value), which affects methods, assumptions, and conclusions.
Stock Deal		A deal where the buyer purchases ownership interests (stock or membership units), generally taking on the entity’s assets and liabilities subject to contract protections.
Sublease		A lease where an existing tenant rents all or part of its space to another party, subject to the master lease and consent rules.
Subordination		A contractual change in priority (e.g., one creditor ranks behind another, or lease/lender priority alignment), as defined by agreement.
Syndicate		A group of investors investing together in a round or deal, often coordinated by a lead investor.
Tag-Along Rights		A provision allowing minority holders to participate in a sale on the same terms as a controlling seller, if conditions are met.
TAM	TAM	Total Addressable Market — total market demand for a product/service if the company could serve everyone in scope.
Tangible Assets		Physical assets such as cash, receivables, inventory, equipment, and real estate (as distinct from intangibles).
Teaser		A short, typically anonymized deal summary designed to generate buyer interest without revealing sensitive identity details.
Telemarketing		Outreach by phone to market products/services or generate leads; subject to consumer-protection and compliance rules.
Term Sheet		A mostly nonbinding document summarizing proposed investment terms before final legal agreements are drafted and signed.
TI	TI	Tenant Improvements — build-out work to customize leased space, funded by landlord, tenant, or both.
TIA	TIA	Tenant Improvement Allowance — landlord-provided funds (often $/SF) to support tenant build-out, affecting effective rent economics.
Title Insurance		Insurance protecting against certain losses from title defects, liens, or encumbrances, subject to policy exceptions and endorsements.
Traction		Evidence of market adoption (revenue growth, retention, pipeline, partnerships), defined in context of the business model.
Trade Sale		A sale to an operating company (strategic buyer) rather than a financial buyer.
Transaction Value		The total economic consideration exchanged, including cash at close plus deferred/contingent components (notes, earnouts, assumed liabilities, etc.).
Trust Account		A segregated account used to hold client funds (deposits/earnest money) separate from operating funds, subject to licensing and jurisdiction rules. (Needs verification) — verify who may hold deposits (broker, attorney, escrow) and required disclosures by state.
UCC	UCC	Uniform Commercial Code — U.S. rules governing many secured transactions in personal property; UCC filings commonly evidence liens on business assets.
Underwriting		The lender/investor process of evaluating risk and return using cash flow, collateral value, assumptions, and borrower strength to set pricing and terms.
Unsecured Loan		A loan not backed by specific collateral; approval relies on creditworthiness and cash flow and may carry higher pricing.
Up Round		A financing round at a higher valuation than the prior round.
USPAP	USPAP	Uniform Standards of Professional Appraisal Practice — ethical and performance standards governing U.S. appraisal work.
USF	USF	Usable Square Feet — the area a tenant physically occupies within its premises, excluding common-area load factors used in RSF.
USGBC	USGBC	U.S. Green Building Council — organization associated with the LEED rating system and related sustainability frameworks.
Vacancy Rate		The percentage of space that is unoccupied (and typically available or soon available), used alongside absorption and rent trends.
Valuation		The act of estimating value using defined standards, assumptions, and methods appropriate to the purpose.
Valuation Approach		A broad framework for valuation: income approach, market approach, or asset/cost approach.
Valuation Date		The effective date as of which a valuation conclusion applies; values can change materially as conditions change.
Valuation Method		A specific technique within an approach (e.g., DCF, guideline multiples, adjusted book value).
Valuation Multiple		Pricing shorthand based on a multiple of a defined benefit stream (EBITDA, SDE, revenue); must specify metric and normalization.
Value-Add		An investment approach focused on improving income/value through lease-up, renovations, operational fixes, or repositioning.
Variance		A zoning exception granted by a local authority allowing deviation from certain development rules (setbacks, height, parking), subject to process and conditions.
Venture Capital	VC	Equity financing for high-growth private companies, often via preferred stock with governance and economic rights.
Venture Debt		Debt financing designed for venture-backed companies, sometimes including warrants and covenants, used to extend runway without an immediate priced round.
Venture Partner		A firm-specific role (often part-time/specialist) assisting with sourcing and supporting portfolio companies without the same responsibilities as full partners.
Vesting		A schedule where equity rights are earned over time (or milestones), common for founders and employees.
Vintage Year		In fund contexts, the year a fund begins making investments (definitions vary by reporting convention).
Voting Control		Control derived from voting rights that enable directing governance decisions, even if economic ownership differs.
WACC	WACC	Weighted Average Cost of Capital — blended required return of debt and equity, weighted by their proportions in the capital structure.
Waterfall		The ordered rules for distributing proceeds among stakeholders (debt, preferred, common, carry), defined by governing documents.
Warrants		Rights to purchase equity at a set price in the future, often attached to debt or issued as an incentive.
WELL	WELL	A building/organization health and well-being standard administered by IWBI, focusing on how spaces affect occupants.
Working Capital		Current assets minus current liabilities (often adjusted in deals); indicates short-term operating liquidity and affects closing true-ups.
Working Capital Peg		A negotiated target level of net working capital delivered at closing, with a post-closing true-up if actual differs.
Write-Off		Treating an investment or asset as having little or no recoverable value for reporting/performance measurement purposes.
Zoning		Local land-use rules controlling permitted uses and development limits (use type, height, parking, density), often central to property value.