|M|
| M&A Term | Definition | Note |
| M&A | See mergers and acquisitions. | N6 |
| M&A | Mergers and Acquisitions. | N2 |
| M&A | shorthand for Mergers and Acquisitions — a phrase that covers the process of buying, selling and merging businesses. See also Business Combination. | N1 |
| M&A (mergers and acquisitions) | Mergers and acquisitions (M&A) is a general term used to refer to the consolidation of companies. A merger is a combination of two companies to form a new company, while an acquisition is the purchase of one company by another in which no new company is formed. | N3 |
| M&A / Mergers & Acquisitions | is the general term used for the transfer or combination of companies and/or assets. | N5 |
| MAC | See MAC Clause. | N2 |
| MAC | acronym for Material Adverse Change | N1 |
| MAC / Material Adverse Change | a provision in a Letter of Intent or Heads of Terms referencing operational issues such as maintaining profitability, not losing important customers/contracts/suppliers and other issues which might affect a purchaser’s decision to acquire. | N5 |
| MAC Clause | Provision that makes it possible to withdraw from a deal or reduce the purchase price in the event of a material adverse change (MAC) between Signing and Closing. MAC clauses can relate to the situation of the Target itself or to general economic circumstances. The scope and extent of MAC clauses are often the subject of intense negotiation. | N2 |
| MAC Clause | a clause in an Acquisition Agreement or a financing treaty that entitles the Buyer or the financing bank to refuse the implementation of the Acquisition Agreement or the payment of the loan if a Material Adverse Change or a Material Adverse Effect is existent | N1 |
| MAC Qualifier | an exception to what would otherwise be an absolute assertion or Representation. See Material Adverse Change. | N1 |
| MAC/Material Adverse Change | the lack of any fundamental change of circumstances (MAC) affecting the company is a very common condition for converting an LOI into a binding SPA. In practice, the proper definition of the MAC is often part of the discussions. Often, reference is made to maintaining profitability, not losing important customers, maintaining licenses, and similar matters | N4 |
| Macaroni Defense | a tactic used by a Target Company subject to a Hostile Takeover Bid. The Target Company issues a large number of Bonds that must be redeemed at a higher value if the company is acquired. In the event of a Takeover, the debt will expand. | N1 |
| MAE | acronym for Material Adverse Effect | N1 |
| MAE Qualifier | same idea as a MAC Qualifier | N1 |
| Main Board | along with GEM, one of the two Securities markets operated by the Hong Kong Stock Exchange | N1 |
| Main Market | the largest of the LSE’s markets, comprising those Securities admitted to the Official List by the FSA acting as the UKLA for the purposes of FSMA. The listing of such Securities is subject to the Listing Rules and the Admission and Disclosure Standards. | N1 |
| Maintenance Covenants | legalese for an agreement to maintain something | N1 |
| Majority of Disinterested Stockholders | a more precise name for a Majority of the Minority | N1 |
| Majority of the Minority | in connection with a transaction between a company and one or more of its stockholders, refers to an approval of holders of a majority of the Common Stock not held by the interested stockholder(s). For example, a Majority of the Minority approval may be used in the context of a Going Private transaction to help shift the burden of proof in connection with a transaction that is subject to the Entire Fairness. Note, that notwithstanding the use of the word Minority in the term, the concept is applicable where the conflicted stockholders do not own a majority of the outstanding Stock. A more precise term would be a Majority of Disinterested Stockholders. 1. (FRA) similar concept in France with respect to Related Party Agreements. The “related party” will be deprived of its voting right, which will not be taken into account for the calculation of the quorum. |
N1 |
| Majority Voting | refers to equity holders’ ability to act with respect to an action or matter by a majority vote of a specified group of Equity Interests, such as all outstanding Shares of Common Stock or all Shares of Common Stock present at a meeting in person or by Proxy 1. (US) In Delaware, the default voting Threshold for most stockholder action in a corporation (unless the Charter or Bylaws otherwise provide) is a majority vote of a quorum at a stockholder meeting, and the default for a quorum is a majority of Shares entitled to vote. However, Mergers and Asset Acquisitions in Delaware require approval of a majority of the outstanding Stock of a corporation entitled to vote. In Delaware and almost all other states, the default requirement for the election of directors is a plurality of votes at a meeting where quorum is present (i.e., the director candidate with the most votes wins, even if not elected by vote of a majority of the voting Equity Interests constituting a quorum). Corporate Governance Activists have successfully lobbied many companies to change the voting requirements for election of directors to a majority of the votes cast by shareholders present at meeting where a quorum is present, except in election contests where plurality voting would be in effect. |
N1 |
| Majority Written Consent | refers to equity holders’ ability to act with respect to an action or matter, without a vote at a meeting, by Written Consent of holders of a majority of the outstanding applicable Equity Interests having the right to vote on such action or matter 1. (US) although the ability to act by Majority Written Consent is the default for Delaware corporations under the DGCL, corporations have the right to vary voting by Written Consent and most Delaware corporations have done so by instead requiring unanimous Written Consent for stockholder action in lieu of a vote at a meeting 2. (FRA) requires unanimity in France |
N1 |
| managed fund | Pooled fund that invests across a wide range of asset classes. | N6 |
| Management | generally refers to the executive or senior level officers of a company or individuals in similar roles. In a Public Company, Management often refers to the directors and Named Executive Officers (NEOs in the US) or Persons Discharging Management Responsibilities (PDMRs in the UK), but Management can refer to other senior officers as well. | N1 |
| Management (Equity) Participation (MEP) | Refers to management share schemes; programmes of this type provide management with an opportunity for (direct or indirect) participation in the company. Participation may be through granting of shares under corporate law (i.e. in rem), or purely in personam (i.e. under the law of obligations), e.g. by way of Phantom Stocks. The ability to take part in these programmes further incentivises management to boost the value of the company and commits them to the success of the business. These schemes can be extended beyond management level in the form of employee share schemes. | N2 |
| Management Accounts | Financial statements prepared periodically for management. Unlike Annual Financial Statements, they are neither audited nor adopted. | N2 |
| Management Accounts | accounting reports intended to furnish the managers of a company with information relating to the company’s performance | N1 |
| Management Agreement | in the Private Equity context, Management Agreement generally refers to an agreement pursuant to which the Sponsor provides management, operational and/or strategic services and support to one of its Portfolio Companies in exchange for a fee. There may also be payments upon certain specified events (e.g., an IPO, sale of the company or Recapitalization). | N1 |
| Management and Employee Buyout | a restructuring initiative involving both managerial and non-managerial employees buying out a firm in order to concentrate ownership into a small group from a widely dispersed group of shareholders; an MBO where a substantial number of employees as well as managers hold Shares in the company. See MEBO. | N1 |
| Management Board | Comprises a company’s most senior executives in the Anglo- American (unitary) system of Corporate Governance. In an international context, care must be taken to ensure a shared understanding of the material meaning of the term. | N2 |
| Management Buy-In | an LBO where an outside Management team acquires the Target Company, with or without a Sponsor. See MBI. | N1 |
| management buy-in (MBI) | Purchase of a controlling interest of a company by an outside investor where either new management is implemented or existing management is retained. | N6 |
| Management Buy-in (MBI) | The acquisition of a majority holding in a company by an (external) management team. | N2 |
| Management buyout | Mergers and acquisitions (M&A) is a general term used to refer to the consolidation of companies. A merger is a combination of two companies to form a new company, while an acquisition is the purchase of one company by another in which no new company is formed. | N3 |
| Management buyout | “An acquisition of a target by its management, usually together with a PE fund. The target’s management has more information about the company’s business than any other potential buyer. It typically does not have access to enough funds to purchase the share. Consequently, a key issue is finding the sources to financing the deal. “ | N3 |
| Management Buyout | involves the Management of a business, usually with the backing of external financing, taking over ownership of the business where they are employed. MBOs are a common way of changing ownership. Often, a large company hives off one of its subsidiaries by selling to its Management. Another source of MBOs is family businesses where the owner wishes to retire. See also Going Private transaction. | N1 |
| management buyout (MBO) | Repurchasing of all, or the majority of, a company’s outstanding shares by a firm’s own management. | N6 |
| Management Buy-out (MBO) | The acquisition by management of a majority of the capital in a company from the existing owner. If the acquisition involves not just the management of the company but the (entire) workforce, it is referred to as an Employee Buy-out. | N2 |
| management charges | Fees levied by investment managers, usually in the form of a percentage of assets under management (typically either on a fixed scale or on a sliding scale that decreases with fund size). The charge is based on the fund managers’ services and usually also includes fund administration costs. In addition, in the case of some pooled funds, a charge may be made on new contributions. (See also performancerelated fee.) | N6 |
| Management Equity | refers to incentive or compensatory Equity Interests given to Management in a company and may also refer generally to Equity Interests in a company held by Management | N1 |
| Management Fees | the fees payable to the Sponsor under a Management Agreement | N1 |
| Management Guarantees | Guarantees provided personally by management rather than by the seller. | N2 |
| Management Incentive Plan | an incentive plan implemented for certain managers and key employees of a company that provides for the payment of additional compensation or issuance of additional company Shares to the participants, subject to the occurrence of certain events. See MIP. | N1 |
| Management Interview | This provides an opportunity for potential buyers to obtain more information or clarification about the Target by putting questions to management or other employees. The specific form of a management interview depends on the circumstances of the individual transaction. The formal requirements also vary. | N2 |
| Management Numbers | financial projections or estimates prepared by the Management of a Target Company | N1 |
| Management Participation | describes generally the company-law participation of the Management in the company | N1 |
| Management Presentation | Presentation that often takes place after the submission of Indicative Bids / Indicative Offer. Management provides interested parties with further information about the T arget, supplementing the information in the Teaser and Information Memorandum and adding more detail. | N2 |
| Management Stockholders Agreement | similar to a Stockholders Agreement, but specifically conferring rights and restrictions on Management in their capacity as equity holders of a company | N1 |
| Management Stockholders Agreement | similar to a Stockholders Agreement, but specifically conferring rights and restrictions on Management in their capacity as equity holders of a company | N1 |
| manager monitoring | Quantitative review of an investment manager’s performance against his or her benchmark and within any specified guidelines (e.g. risk control), and a qualitative review of the prospects for future performance from the manager. | N6 |
| manager of managers | Single fund manager who appoints a series of underlying managers in each asset class. Often these underlying managers are specialists targeting higher outperformance. The managers’ styles should complement each other within each asset class to avoid style biases. The manager of managers is responsible for monitoring, hiring and firing the underlying managers. | N6 |
| manager structure | Combination of investment managers to run a specified pool of assets (e.g. a pension plan’s assets). (See also core/ satellite, specialist management.) | N6 |
| mandate | Description of the fund management requirements that an investor demands from a manager — for example, high-risk global equity management. May include performance targets set by reference to a benchmark. | N6 |
| mandatory bid | Once the acquiror has accumulated a certain percentage of shares, stock exchange regulations may require that the bidder make an offer for the remainder of the shares. | N3 |
| Mandatory General Offer | another name for Mandatory Offer | N1 |
| Mandatory Offer | 1. (UK) a UK Public Company Offer required by Rule 9 of the City Code, usually as a result of a party (or Concert Party) acquiring greater than 30 percent of a UK Public Company’s Shares (but other Triggers and dispensations do exist) 2. (DEU) in Germany regulated in Sections 35 et seqq. German Takeover Code (Wertpapiererwerbs- und Übernahmegesetz (WpÜG) 3. (ESP) a Spanish Public Company Offer required by Article 3 of the Royal Decree 1066/2007, 27 July on public Takeover Bids as a result of a party (or Concert Party) acquiring greater than 30 percent of a Spanish Public Company’s Shares or appointing the majority of the members of the Board of Directors of the Target Company 4. (FRA) under the AMF’s General Regulation: (i) when a shareholder, acting alone or in concert, crosses the legal Threshold of one third of the Share Capital or voting rights of a Listed Company; or (ii) when a shareholder, acting alone or in concert, holds between 30 percent and 50 percent of the Share Capital or voting rights of a Listed Company, and such person acquires in any 12 months period an additional two percent of the Share Capital or voting rights of such company 5. (HKG) a Hong Kong Public Company Offer required by rule 26 of the HK Takeovers Code, usually as a result of a party (and his/her/its Concert Parties) acquiring 30 percent or more of a Public Company’s voting rights (note certain other Triggers and dispensations exist). Also referred to as a Mandatory General Offer or MGO. 6. (ITA) a mandatory Tender Offer for the purchase of the Shares of an Italian company, with Shares listed on an Italian Regulated Market, provided for by Articles 105 and sub. of the Consolidated Financial Act in connection with, inter alia, a purchase the company’s Shares implying the overall stake rising above 30 percent of the Issued Share Capital 7. (SGP) under Rule 14.1 of the Singapore Takeover Code, except with the Securities Industry Council’s consent, where: (i) any person acquires, whether by a series of transactions over a period of time or not, Shares which (taken together with Shares held or acquired by persons Acting In Concert with him/her) carry 30 percent or more of the voting rights of a company; or (ii) any person who, together with persons Acting In Concert with him/her, holds not less than 30 percent but not more than 50 percent of the voting rights and such person, or any person Acting In Concert with him/her, acquires in any six month period additional Shares carrying more than one percent of the voting rights, such person must extend Offers immediately to the holders of any Class of Share Capital of the company which carries votes. In addition to such person, each of the principal members of the Group of persons Acting In Concert with him/ her may, according to the circumstances of the case, have the obligation to extend an Offer. Also referred to as a General Offer or “GO.” |
N1 |
| margin | a. Procedure allowing investors to borrow against their existing holdings to buy more securities. b. Collateral required as security against open positions in derivative markets. | N6 |
| Margin | Percentage added by a bank to the base interest rate (see also Interest Margin). | N2 |
| market | Public place where buyers and sellers make transactions, directly or via intermediaries. | N6 |
| Market Abuse | a term to describe the civil enforcement regime against Insider Dealing and other offenses of market manipulation and distortion (see Part VIII of FSMA) or of the European Market Abuse Directive 1. (HKG) in Hong Kong, more commonly known as Market Misconduct |
N1 |
| Market Approach | a general manner of estimating a value of an asset, business, or investment by using one or more Valuation Methods that compare the valuation subject to other assets, businesses, or investments that have been sold or for which price and other information is available | N7 |
| market breadth | Proportion of the total market that is taking part in the market’s up or down move. | N6 |
| Market cap | the market capitalisation of a listed company, i.e. the total value of its shares, calculated by the price of the shares on the exchange, multiplied by the number of outstanding shares | N5 |
| Market CAP | the market capitalization of a listed company, i.e. the total value of its shares, calculated on the basis of the price of the shares on the exchange, multiplied by the number of outstanding shares | N4 |
| market capitalisation | Total market value of securities issued by a company, industry, sector or market(s). It is calculated by multiplying the market price per share by the number of shares issued. | N6 |
| Market Capitalization | the sum, at market values, of a business’ Market Capitalization of Equity and interest-bearing debt | N7 |
| Market Capitalization of Equity | the aggregate Equity Value of a publicly-traded company, calculated as the product of its market price and the number of equity securities outstanding | N7 |
| Market Check | describes any process by which an Acquisition Proposal is exposed to potential Competing Bids. A Market Check has no prescribed characteristics; it may be conducted with or without public notice, it may be formal or informal, it may be widespread and of a long duration or very targeted and of a very short duration. See Go Shop. | N1 |
| market cycle | See economic cycle. | N6 |
| market index | See index. | N6 |
| market indicators | Technical measurements used by market analysts to forecast the market’s direction, such as the volume of trading or the direction of interest rates. | N6 |
| market inefficiency | Condition in which current security prices do not reflect all the publicly available information about a security, such as when some investors receive information before others, or when some investors do not effectively analyse the available information. | N6 |
| Market MAC | refers to a Condition Precedent that there shall not have been any material adverse disruption or change to the financial, banking or Capital Markets generally. Compare Business MAC. | N1 |
| Market MAE | another term for Market MAC | N1 |
| market maker | Organisation that undertakes to buy and/ or sell certain securities whenever demand or supply exists at their quoted prices. Market makers quote firm buying and selling prices for the shares in which they wish to deal. | N6 |
| Market Misconduct | under the SFO, Market Misconduct includes: (i) Insider Dealing; (ii) false trading; (iii) price rigging; (iv) disclosure of information about prohibited transactions; (v) disclosure of false or misleading information inducing transactions; and (vi) stock market manipulation, and includes attempting to engage in, or assisting, counseling or procuring another person to engage in, any of the foregoing conduct | N1 |
| market price | Security’s last reported sale price (if on an exchange) or its current buying and selling prices (if over the counter) — that is, the price as determined dynamically by buyers and sellers in an open market. Also known as market value. | N6 |
| market risk | Risk, representing the probability of an adverse change in value, which is common to an entire class of assets or liabilities. It is the level of risk in the market that cannot be eliminated by diversification. Also known as systematic risk. (See also non-diversifiable risk.) | N6 |
| market timer | Investor who believes that he/she can predict the timing of changes in future market directions and invests based on this belief. | N6 |
| Market Value | a Standard of Value considered to represent the estimated amount for which an asset or liability should exchange on the Valuation Date between a willing buyer and a willing seller in an arm’s length transaction, after proper marketing, and where the parties had each acted knowledgeably, prudently, and without compulsion. See also Fair Market Value | N7 |
| market value | See market price. | N6 |
| Market Value of Invested Capital | the sum, at market value, of a business’ equity, debt and Debt Equivalents, Hybrid Securities, and non-equity claims. | N7 |
| market weight | When the allocations to securities in a portfolio are the same as the allocations to securities in a representative sample of the market. | N6 |
| Marketability | the ability to quickly or readily convert an asset, business, or investment to cash at minimal cost that reflects the capability and ease of transfer or salability of that property. Marketability is affected by, among other things, the particular market in which the asset is expected to transact and the characteristics of the asset. See also Liquidity | N7 |
| marketability | Measure of the ease with which a security may be bought or sold. If there is an active marketplace for a security, it has good marketability. Marketability is similar to liquidity, except that liquidity implies that the value of the security is preserved, whereas marketability simply indicates that the security can be bought and sold easily. However, low marketability may lead to a widening of the spread between buying and selling processes. | N6 |
| Marketing Period | a specified period of days prior to Closing that a Buyer may require in order to market some or all of the debt the Buyer is using to finance the Acquisition. A Marketing Period is almost always included in deals being financed in whole or in part with debt Securities. Often, Buyers require that all Conditions Precedent must be satisfied prior to the beginning of the Marketing Period to provide certainty that the Acquisition can Close upon the conclusion of marketing. Bank financed Acquisitions usually include a similar Marketing Period, most often called a Minimum Syndication Period. | N1 |
| market-neutral fund | Long/short fund with no net bias to the underlying market. | N6 |
| marketweight | Specific rating within a three-part credit rating system which indicates whether a fixed income security should be bought (overweight), sold (underweight) or held (marketweight). (See also overweight, underweight.) | N6 |
| mark-to-market | Recording of the market price or value of a security, portfolio or account on a regular basis, to calculate profits and losses or to confirm that margin requirements are being met. | N6 |
| Mark-up | Indication of changes in a revised version of a document; wordprocessing software usually enables changes to be highlighted in colour such that other users can easily identify them. | N2 |
| MAS | acronym for Monetary Authority of Singapore | N1 |
| Master Agreement | Main or Framework Agreement which sets out the key contractual arrangements that apply in separate contracts to be made in future. | N2 |
| Master Limited Partnership | a Limited Partnership structure entitled to Pass-Through treatment of all of its tax attributes, in which one or more Classes or series of Partnership interests are or may be publicly owned without adverse tax consequences. The US Tax Code limits publicly owned MLPs to certain industries, such as oil and gas production, timber, and oil and gas pipelines. For more information on MLPs see Latham’s MLP Portal available at www.lw.com. | N1 |
| Matching Rights | a name for a provision commonly found in Fiduciary Out provisions which gives the Buyer under an Acquisition Agreement an opportunity, for a prescribed period of time, to submit a revised Acquisition Proposal in response to a Superior Proposal from a Competing Bidder such that the latter’s Bid ceases to be a Superior Proposal — in effect, giving the incumbent an opportunity to “win” the Bidding Contest by matching, rather than topping, the Competing Bid | N1 |
| Matching Stock Programme | Part of remuneration (usually of management) granted in shares when specific Milestones are met. The shares are often subject to a Lock-up. | N2 |
| material adverse change | “This is a significant negative change in one or more of the elements in the target’s business model: customers, production assets, licenses, strategic partnerships, etc. A materially adverse change clause can be found in Letters of Intent and Sale & Purchase Agreements, where they are added as triggers for contract renegotiations.” | N3 |
| Material Adverse Change | MAC Clause. | N2 |
| Material Adverse Change | just like it sounds, this phrase refers to a “material adverse change” in something — generally either the business (see Business MAC) or the debt or equity markets (see Market MAC). Material Adverse Change is an extraordinarily high standard in Acquisition Agreements (no Delaware court has ever found a MAC to have occurred). This term is used in two general contexts: either (i) as a Condition Precedent (for instance, a Seller would not have to Close on an Acquisition if there had been a Material Adverse Change to the business); or (ii) as a qualifier to Representations and Warranties (for instance, the environmental Representation is limited to instances where violations of the Representation could (or would) lead to a Material Adverse Change). See MAC. Also referred to as Material Adverse Effect or MAE. | N1 |
| Material Adverse Effect | another name for Material Adverse Change | N1 |
| Material Non-Public Information | information about a publicly traded company not generally disseminated to the public that a reasonable Investor would likely consider important in making an investment decision with respect to such company. The exact test applicable will be subject to the laws of relevant jurisdictions. See MNPI. | N1 |
| Materiality Qualifier | shorthand for a word or phrase in Representations and Warranties or in Covenants that limit their operation to material events, changes or facts. An example would be insertion of the word “material” in a Representation that a company has all licenses required for the operation of its businesses. MACs and MAEs all include a Materiality Qualifier. | N1 |
| Materiality Strip | a common provision in a Condition Precedent as to the continuing accuracy of certain or all Representations and Warranties which are subject to a Materiality Qualifier that has the effect of eliminating all Materiality Qualifiers contained in the underlying Representations and Warranties. The purpose of a Materiality Strip is to clarify that Materiality Qualifiers do not apply in both a Bring Down Representation and Warranty made at Closing and in the underlying Representations and Warranties covered by the Closing Bring Down Representation and Warranty. | N1 |
| Materiality Threshold | Limit below which certain events are ignored. This may apply in the preparation of a Due Diligence Report, for example, where the intention is to restrict the report to matters of real importance for the company. The degree of importance is usually defined by reference to a specific amount of money. | N2 |
| maturity date | Date upon which the last payment is made under a fixed interest stock or bond. | N6 |
| maturity value | Amount that will be received at the time a security is redeemed at its maturity. | N6 |
| MBI | See management buy-in. | N6 |
| MBI | Management Buy-in. | N2 |
| MBI | acronym for Management Buy-In | N1 |
| MBI – management buy-in | “A management buy-in (MBI) occurs when a manager or a management team from outside the company raises the necessary finance, buys it, and becomes the company’s new management. A management buy-in team often competes with other purchasers in the search for a suitable business. Usually, the team will be led by a manager with significant experience at managing director level. The difference to a management buy-out is in the position of the purchaser: in the case of a buy-out, they are already working for the company. In the case of a buy-in, however, the manager or management team is from another source.” | N3 |
| MBI / Management Buy-in | a transaction in which a new management group and an investor or investment fund become co-owners of a company. | N5 |
| MBI/Management Buy-in | a transaction in which a new management group and an investment fund become co-owners of a company | N4 |
| MBO | See management buyout. | N6 |
| MBO | Management Buy-out. | N2 |
| MBO | acronym for Management Buyout | N1 |
| MBO / Management Buy-out | a transaction in which the existing management and an investor or investment fund become co-owners of a company | N5 |
| MBO/Management Buy-out | a transaction in which the existing management and an investment fund become co-owners of a company | N4 |
| MBT | see MoBT | N1 |
| mean | Average amount or value. | N6 |
| mean reversion theory | Theory that assumes financial ratios and asset class returns have long-term equilibria (means), and that when there is a deviation from these equilibria, reversion to the equilibrium (mean) can be expected. | N6 |
| Measurement Date | also known as Valuation Date, Effective Date, or date of value | N7 |
| MEBO | acronym for Management and Employee Buyout | N1 |
| median | Value of the middle figure in a distribution of values that have been ranked according to size. For example, a median performance among a universe of five managers would be the third-ranked manager. A median return is not the same as the mean and may be above or below it depending on the distribution of returns. | N6 |
| Mediation Clause | In this type of clause, the parties agree to deal with disputes using out-of-court mediation before engaging in arbitration or litigation. | N2 |
| Megamerger | The joining of two large corporations, typically involving billions of dollars in value. The megamerger creates one corporation that may maintain control over a large percentage of market share within its industry. | N3 |
| Mellon Analytical Services | One of the main service providers in the UK that independently analyses the performance of pension funds and their investment managers. Owned by Mellon Financial Corporation. Formerly known as Russell/Mellon and Combined Actuarial Performance Services (CAPS). | N6 |
| Member | a common name for the holder of an Equity Interest in an LLC, which is also commonly used in the state or national statutes governing LLCs 1. (HKG) in Hong Kong, there are no LLCs and the term Member is used interchangeably with Shareholder for the holder of Shares in a company |
N1 |
| member profiling (defined contribution) | Analysis of the investment decisions made by members of a defined contribution pension scheme. Member profiling enables trustees to determine the investment options that are being selected by various scheme members and how these options change with respect to factors like age, gender, appetite for risk and salary. Based on the results of the member profiling, trustees are able to improve the investment fund range available to the members of the scheme. | N6 |
| Member State | another name for Participating Member States | N1 |
| Members Voluntary Liquidation | a type of English or Hong Kong Liquidation proceeding approved by the members of a company. Applicable only where the company is solvent. | N1 |
| Memorandum of association | a legal statement signed by all shareholders agreeing to the formation of the company. (See also Articles of Association). | N5 |
| Memorandum of Association | see Charter 1. (UK and SGP) the company’s constitution, which sets out the company’s structure and aims 2. (HKG) after the new Companies Ordinance comes into effect in 2014, the concept of a separate Memorandum of Association will be abolished and the existing Memorandum of Association of a Hong Kong company will be regarded as part of the Articles of Association of the company. Thereafter, a Hong Kong company’s constitutional documents will only comprise its Articles of Association. |
N1 |
| Memorandum of Understanding | a written agreement of parties stating the intention to conclude an Acquisition Agreement under specific conditions. Similar to a Letter of Intent; though the Letter of Intent is a unilateral written declaration. Also referred to as an MOU. | N1 |
| Memorandum of Understanding (MOU) | a statement of understanding of terms for a deal used interchangeably with Letter of Intent and Heads of Terms. | N5 |
| Memorandum of understanding (mou) | a written agreement between Seller and Acquirer, describing an intended course of action on how to move forward on a deal. | N3 |
| Memorandum of Understanding (MoU) | Declaration of intent by the parties, which is non-binding from a legal viewpoint (see Letter of Intent; Preliminary Draft; Heads of Agreement / Heads of Terms; Term Sheet); some elements (for example in relation to confidentiality or exclusivity) are nevertheless usually formulated as legally binding. | N2 |
| MEP | Management (Equity) Participation. | N2 |
| Mercato Telematico Azionario | the Italian Regulated Market organized and managed by Borsa Italiana S.p.A., divided into two segments: STAR (mid-size companies with a capitalization of less than € 1 billion and adhering to stricter and higher corporate governance, Liquidity and transparency requirements), and MTA International (high Liquidity market segment for Shares of foreign Issuers already listed in other EU Regulated Markets). See MTA. | N1 |
| Mercer Manager Performance Analytics™ | Tool developed by Mercer providing comprehensive analysis of investment performance and risk against peer groups, industry medians or relevant index benchmarks. | N6 |
| Mercer MPA™ | See Mercer Manager Performance Analytics. | N6 |
| Merchant banker | The arranging bank — middle men in settling negotiations for merger or takeover between the offeree and offeror. | N3 |
| Mercury | used to describe the rules regarding execution of documents governed by English law arising from the decision in Mercury v. HMRC [2008] EWHC 2721. These can have significant implications for the logistics of Closing. Like the element, Mercury is potentially poisonou | N1 |
| Merger | A combination of two or more businesses that results in the creation of a new entity. | N5 |
| Merger | A merger is a combination of two or more companies into a single company where one survives and the other loses its corporate identity. The survivor acquires the assets and liabilities of the rest. | N3 |
| Merger | Amalgamation of companies in the broader sense. | N2 |
| Merger | a process pursuant to a US state corporate law or other national statute, as applicable, by which one or more corporations or other business entities (e.g., an LLC or LP) is combined by operation of law with one or more other corporations or business entities. Typically, the statute contemplates that each entity either be merged into another entity, which is the legally Surviving Entity (or Survivor) or be the Surviving Entity into which one or more other entities are merged. Many jurisdictions also provide a similar statutory procedure by which two companies are combined by operation of law with neither company being the Survivor. This process is called a Combination or a Statutory Combination, as distinct from a Merger, or a Statutory Merger. Many corporate law statutes provide for Mergers and Combinations of corporations with different forms of business entities, including domestic or foreign corporations, LLCs and LPs. See also alternative transaction structures such as Scheme of Arrangement, Takeover or Cross Border Merger. 1. (UK) there is no legal concept of a Merger in the UK 2. (DEU) the Merger process is regulated by the German Transformation Act (Umwandlungsgesetz) 3. (FRA) in France, the term Merger is not commonly used for the Acquisition of companies outside of a group, but rather for internal Reorganizations or ventures between companies. There are three different kinds of Mergers in France: (i) “classical” Merger; (ii) simplified Merger (when the Surviving Entity holds, prior to the Merger, 100 percent of the Shares of the merged company); and (iii) Transmission Universelle du Patrimoine. 4. (HKG) there is no legal concept of a Merger in Hong Kong and the term is used generally to refer to a combination of two or more corporate entities under a common Holding Company |
N1 |
| Merger (Control) Clearance | Merger control approval from the competition authorities (see also Merger Control). Depending on the country in which the transaction must be notified, it is important to be aware that closing before approval is obtained may be prohibited or attract a penalty (e.g. in Germany). Breaching such a prohibition can render the transfer of ownership invalid (under civil law) and result in large fines. | N2 |
| Merger Agreement | an agreement between two or more entities providing for a Merger of at least one of the parties with or into one or more of the other parties. More generically, another name for an Acquisition Agreement. To become effective, a Merger Agreement almost invariably requires approval by both the Board of Directors and the shareholders of each of the companies participating in the Merger. 1. (HKG) an agreement between two or more corporate entities and/or their owners to effect a combination of the entities under a common Holding Company |
N1 |
| Merger Arbitrage | a Hedge Fund strategy which, although often taking different forms, considers the risks of a deal not Closing (i.e., as a result of regulatory or shareholder approvals) and trades on the basis of the discount created by this uncertainty. See also Arbitrage and Risk Arbitrage. | N1 |
| Merger Benefits | in the context of public M&A, Synergies are often referred to as Merger Benefits | N1 |
| Merger Clearance | clearance of a Merger by the relevant Competition Commission or other competent authority. Also referred to as Antitrust Clearance. | N1 |
| Merger Consideration | the Acquisition Consideration received by Target Company stockholders in exchange for their Target Company Stock | N1 |
| Merger Control | Reviewing mergers and acquisitions under antitrust / competition law. Whether merger control applies depends on the individual case and in particular on the turnover of the companies involved. A transaction subject to merger control proceedings may face considerable delays; this is one reason why Signing and Closing often occur at different times. | N2 |
| Merger Control | assessment of Merger under respective Merger Control rules with respect to the effects of the Merger on the competition by the relevant Competition Commission | N1 |
| Merger Control Filing | a filing made by both the Bidder and the Target Company in relevant jurisdictions to review a transaction for antitrust issues. Timing of the filings and approval by the relevant governing authorities is critical to the success of any transaction. | N1 |
| Merger of Equals | a term of art for a Merger or other Combination of two relatively similarly sized companies, pursuant to which no or only a small premium is paid to shareholders of one of the constituent companies. The concept is one of Combination, rather than Acquisition, and a Merger of Equals is often characterized by a relatively equal division of senior Management positions among the Management of the constituent companies. A Merger of Equals is not a creature of statute, nor is its precise form, economics and governance structure prescribed by any authoritative source. As such, the concept is very much in the eye of the beholder, and the terminology is often used as a palliative for shareholders and executives of one of the constituent companies who might object to a more openly acquisitive transaction structure. | N1 |
| mergers and acquisitions | Combining two companies to create one larger company that is expected to be more valuable than the individual companies on their own. In an acquisition, one company is a clear buyer aiming to completely take over a “target” company. The target company ceases to exist whilst the buyer company’s shares continue to e traded. In a merger, two companies (usually of similar size) cease to exist as individual companies (with separate stock on the market) and agree to operate as a completely new company with new stock being issued. | N6 |
| Mergers and Acquisitions (M&A) | Refers to the activity of purchasing or combining companies. | N2 |
| Mergers and Acquisitions Regulations | Mergers and Acquisitions Regulations in the Kingdom of Saudi Arabia issued by the Board of the Capital Market Authority pursuant to Resolution Number 1-50-2007 dated 21/9/1428 H Corresponding to 3/10/2007 (as amended) | N1 |
| Mexican Standoff | another word for negotiation deadlock. While both sides may benefit from a change in deal terms, neither side can agree to the value shift required to agree to the change. | N1 |
| Mezz | shorthand for Mezzanine (see Mezzanine Debt, Mezzanine Financing and Mezzanine Preferred Stock) | N1 |
| Mezzanine | an intermediate form of financing that has some of the characteristics of capital and some of the characteristics of debt. This can technically take the form of convertible debt, preferred shares or debt with warrants | N5 |
| Mezzanine | an intermediate form of financing that has some of the characteristics of capital and some of the characteristics of debt. This can technically take the form of convertible debt, preferred shares or debt with warrants | N4 |
| Mezzanine | “Mezzanine capital is any subordinated debt or preferred equity instrument that represents a claim on a company’s assets which is senior only to that of the common shares. Mezzanine financings can be structured either as debt (typically an unsecured and subordinated note) or preferred stock. Mezzanine capital is often a more expensive financing source for a company than secured debt or senior debt. The higher cost of capital associated with mezzanine financings is the result of its being an unsecured, subordinated (or junior) obligation in a company’s capital structure (i.e., in the event of default, the mezzanine financing is only repaid after all senior obligations have been satisfied). Additionally, mezzanine financings, which are usually private placements, are often used by smaller companies and may involve greater overall levels of leverage than issues in the high-yield market; they thus involve additional risk. In compensation for the increased risk, mezzanine debt holders require a higher return for their investment than secured or more senior lenders.” | N3 |
| Mezzanine | types of high risk debt which have some attributes of debt and some of equity. Mezzanine ranks and is repaid after senior/junior debt but before institutional loan Stock. Generally carries an Option/ Warrant or redemption fee, which tends to distinguish Mezzanine from junior debt. | N1 |
| mezzanine (private equity) | Company whose flotation on a quoted market is imminent. | N6 |
| mezzanine debt | Hybrid between debt and equity. Often, for example, low-priority debt packaged together with an equity warrant. | N6 |
| Mezzanine Debt | unsecured debt issued to fund a portion of the cash consideration paid in an Acquisition, which is legally or functionally subordinate in right of payment to senior debt and carries a Coupon similar to High Yield Bonds. Mezzanine Debt is often issued at the Holdco level. It is often given equity-like features, frequently referred to as Equity Kickers, which may take the form of Warrants that permit the holder to purchase equity at a preset price, or conversion features upon certain events (such as a Change of Control). The combination of the debt Coupon and the Equity Kicker gives Mezz Investors a higher return than High Yield Bonds. | N1 |
| Mezzanine Financing | A type of financing involving a mix of debt and equity; mezzanine financing arrangements can vary widely. | N2 |
| Mezzanine Financing | a generic name for acquisition financing that is Subordinate in Right of Payment to other acquisition financing (usually senior or senior secured debt) but superior in right of payment to common equity. As such, the term includes Mezzanine Debt and Mezzanine Preferred Stock. | N1 |
| Mezzanine Loan | another name for Mezzanine Debt | N1 |
| Mezzanine Preferred Stock | a name for Preferred Stock, the proceeds of which are used to provide a portion of the cash consideration for an Acquisition. Like most Mezzanine Debt, Mezzanine Preferred Stock is subordinate in right of payment to other debt but superior in right of payment to common equity. | N1 |
| MFN | acronym for a Most Favored Nation provision | N1 |
| MFR | See minimum funding requirement. | N6 |
| MGO | acronym for Mandatory General Offer | N1 |
| Mid Cap | 1. Transactions with a deal value of between roughly EUR 50 million and EUR 500 million (Thomson Reuters). This is not a fixed size, however; other thresholds are also used in this context (see also Large Cap; Small Cap). 2. “Mid Cap” can also refer to companies with a medium market capitalisation. | N2 |
| Mid Cap | a company with a medium market capitalization. The thresholds for the qualification vary. In the US the range is approximately US $2 billion to $10 billion. The lowest thresholds in Europe range between € 250 million and € 1 billion and the maximum thresholds range between € 1 billion and € 5 billion. In France, the AMF considers a company with a market capitalization less than or equal to € 750 million as a Small Cap or Mid Cap. | N1 |
| mid cap stock | Stock with a middle-ranking market capitalisation within a market — for example, in the UK a mid cap stock is normally considered to be one placed in the FTSE Mid 250 index. In the US, it is defined as a stock with a market capitalisation of between US$1 billion and US$5 billion. (See also small cap stock, large cap stock.) | N6 |
| mid price | Average of the bid and offer price of a security. (See also ask price, bid price, offer price.) | N6 |
| Mid-market | Refers to the middle market segment. In terms of company size, it roughly corresponds to the German “Mittelstand” (SMEs), but there is no generally accepted definition. SMEs are sometimes defined as having up to 500 employees and turnover of up to EUR 50 million. In other cases, the thresholds are set much higher, especially in the context of deal sizes (Thomson Reuters: up to EUR 500 million, see Mid Cap). | N2 |
| Mid-Period Discounting | a convention used in the Discounted Economic Income Method that reflects Economic Income being generated at a mid-period, approximating the effect of Economic Income being generated throughout the period. Contrast with End of Period Discounting | N7 |
| MiFID | Markets in Financial Instruments Directive (November 2007). Aims to introduce a single market and regulatory regime for investment services across the 30 member states of the European Economic Area. Its three major objectives are: (1) creating a unified market in investment services for the EU; (2) responding to changes in EU security markets; and (3) protecting investors against fraud and anticompetitive behaviour. | N6 |
| migration risk | Risk that a bond will be downgraded to a lower rating by one of the independent ratings agencies, reflecting its likelihood of default. As a bond migrates downward its price falls. | N6 |
| Milestones | Pre-defined targets or target values to be reached by a company or management; in transactions, for example, milestones may be agreed with regard to specific metrics (e.g. EBIT; EBITDA), which are then linked to specific legal consequences. | N2 |
| Milestones | contractually agreed targets on the way to reach the overall target which fulfillment Triggers specific (agreed) consequences | N1 |
| Minimum Condition | a Condition Precedent in a Tender Offer or Exchange Offer establishing a minimum number of Target Company Shares that must be tendered in order for the Offer to become effective. A majority of the outstanding votes of all equity Securities entitled to vote for election of directors on a Fully Diluted basis is the most common Minimum Condition. However, Offers sometimes contain higher Minimum Conditions, which match the number of votes required to effect a Merger or Combination under the laws of the Target Company’s jurisdiction of incorporation and under the Target Company’s Charter. | N1 |
| minimum funding requirement (MFR) | Funding regime for UK-defined benefit pension schemes introduced in 1997 and phased out from September 2005. | N6 |
| Minimum Marketing Period | another name for a Marketing Period | N1 |
| Minimum Marketing Period | another name for a Marketing Period | N1 |
| Minimum Syndication Period | a Condition Precedent in the Commitment Letter that the banks will have a period of a certain number of consecutive days (generally 15 to 30, depending on the transaction) following the launch of the general Syndication of the Facilities (usually starting on the day of the bank meeting) to syndicate the Credit Facilities prior to the Closing Date. Minimum Syndication Period is the bank land cousin of Minimum Marketing Period. | N1 |
| Minority shareholder | A minority shareholder is defined as a shareholder who does not exert control over a company. Typically holding less than 50% of a company’s shares | N5 |
| MIP | acronym for Management Incentive Plan | N1 |
| Misrepresentation | Providing false or misleading information. | N2 |
| Mitigate | the duty that arises following a breach of contract, whereby a claimant cannot recover damages for loss which could have been avoided had the claimant taken reasonable steps to reduce or eliminate the damages 1. (FRA) Under French Law there is no general duty to Mitigate damages. The principle is that anyone responsible for damages must “make it good in full,” even if such principle tends to be more and more limited by French Courts. |
N1 |
| Mix & Match | an election for a particular form of consideration or mix of consideration (i.e., cash and/or Shares in the Offeror) | N1 |
| MLP | acronym for Master Limited Partner | N1 |
| MNPI | acronym for Material Non-Public Information | N1 |
| MoBT | the Ministry of Business and Trade is the ministry in Qatar responsible for receiving applications to incorporate companies in Qatar (except for QFC companies). The MoBT also has wide-ranging regulatory powers and is considered Qatar’s primary commercial and insurance regulator. Also referred to as MBT. | N1 |
| Model | the product of the financial analysis of the performance of the Target business or asset by reference to a set of projections and parameters | N1 |
| modern portfolio theory (MPT) | Blanket name for the quantitative analysis of assets and optimisation of their collective composition, based upon their expected return, expected risk (standard deviation) and correlations. According to MPT, investors should only invest in portfolios (constituting of the previously analysed assets) which generate the highest return at any given level of risk. | N6 |
| modified duration | Level of price sensitivity resulting from small changes in the yield to maturity of a bond. It is measured as the percentage change in the bond’s price for a small change in the yield. (See also duration.) | N6 |
| MOE | acronym for Merger of Equals | N1 |
| MOM | See manager of managers. | N6 |
| MoM | acronym for Multiple of Money | N1 |
| momentum | Extent to which stock market values are supported by a strong level of trading activity and investor interest. Also refers to an investment style of purchasing stocks that have recently exhibited strong price growth. | N6 |
| monetary policy | Management of the economy by use of interest rates and money supply. Monetary policy can be used to reflate or deflate the economy. Interest rates used to be set in the UK by the Chancellor of the Exchequer. In June 1997, however, control over setting interest rates was passed to the Bank of England Monetary Policy Committee (MPC). | N6 |
| money at call | Debt which must be paid upon demand. | N6 |
| money market | Market for short-term loans and deposits. | N6 |
| money purchase | See defined contribution. | N6 |
| money-weighted rate of return | Calculation of the actual return achieved over a period, taking into account actual cash flow experienced by an investor. Since the calculation does not adjust for the timing of cash flows, it is not suitable for comparative analysis of investment manager’s performance, since external cash flows are usually beyond the manager’s control. Also called internal rate of return. (See also time-weighted rate of return.) | N6 |
| Monte Carlo Method | a statistical technique that samples randomly from a probability-distribution in order to produce different possible outcomes that simulate the various sources of uncertainty that affect the value of a subject asset, business, or investment | N7 |
| Monte Titoli S.p.A. | Italian organization analogous to the US Depository Trust Company, providing centralized administration, clearing and settlement services. See Depository. | N1 |
| Moody’s | Independent rating agency which assesses the creditworthiness of companies and their debt. The highest rating awarded is AAA, and the lowest is D. Other well known agencies are Standard & Poor’s and Fitch Ratings. | N6 |
| Moratorium | analogous to Lock-Up | N1 |
| Morgan Stanley Capital International | (MSCI) indices Family of indices covering most main stock markets and regions worldwide. | N6 |
| Mortgage | a Security Agreement which grants a particular type of ownership-based Security interest typically used for real property interests | N1 |
| mortgage-backed securities (MBS) | Investment instrument that represents ownership of an interest in a group of mortgages. Principal and interest from the individual mortgages are used to pay principal and interest on the MBS. | N6 |
| Most Favored Nation | a contractual provision which assures the protected party that if the restricted party enters into a contract or other dealings with a third party containing more favorable terms than those applicable to the protected party then the protected party will receive the benefit of these provisions as well. See MFN. | N1 |
| Most Favoured Nation Provision | Contract provision in which a seller (or licensor) agrees to give the buyer (or licensee) the best terms it makes available to any other buyer (or licensee). | N2 |
| MoU | Memorandum of Understanding. | N2 |
| MOU | acronym for Memorandum of Understanding | N1 |
| MOU/Memorandum Of Understanding | a statement in principle ( see also «LOI»). In practice, these terms are often used interchangeably | N4 |
| moving average | Indication of market trends obtained by averaging prices/indices over continuously moving periods, for example, over 30 or 90 days. | N6 |
| Moving the Goalposts | slang for a change in negotiating position by one party | N1 |
| MRP/Market Risk Premium | market risk premium. A premium that an investor requires on top of the risk-free rate as compensation for the fact the investment is in shares. It is generally assumed that this premium amounts to approximately 5%. | N4 |
| MSCI | See Morgan Stanley Capital International indices. | N6 |
| MTA | acronym for Mercato Telematico Azionario | N1 |
| MTN / Medium Term Note | This is comparable to a bond, but usually offers a higher return than normal bonds and/or has a shorter maturity. Trading takes place on the OTC (‘»Over The Counter») market | N4 |
| multi-asset management | Where an investment manager’s mandate covers a number of different asset classes — for example, UK equities, US equities, UK and overseas fixed income, and cash — and is measured against either a specific or non-specific benchmark. (See also balanced management, specialist management.) | N6 |
| Multi-Period Excess Earnings Method | a method of estimating the value of the primary incomegenerating Intangible Asset within a group of assets, by calculating the Cash Flow attributable to that asset after deducting Contributory Asset Charges. See also Excess Earnings Method | N7 |
| Multiple | a ratio calculated as the value of a business or security divided by Economic Income or a non-financial metric. Also known as market multiple, pricing multiple, or valuation ratio | N7 |
| Multiple | the multiple method is a valuation method that is often used to support the results of a DCF method. In this method, the company is compared with other companies whose value is known. This is done using a multiple. For example, a valuation at four times EBITDA | N5 |
| Multiple | the multiple method or market method is a valuation method that is often used to support the results of a DCF(F) method. In this method, the company is compared with other companies whose value is known. This is done using a multiple. Sector peers, for example, are valued at 6 times EBITDA. Two methods can be applied to discover the value of comparable companies, specifically CoCo and CoTrans | N4 |
| Multiple | “A ‘multiple’ refers to a valuation method. The number of times EBITDA is the most classic multiple. If a target’s EBITDA is 1 million, and it is sold for 8 million, then the multiple of the target’s valuation is 8. Multilples at which companies are sold vary, and are a function such diverse factors as: – the target industry – the economic climate (low multiples during times of economic crisis) – the number of interested acquirers – quality of management – quality of earnings” | N3 |
| Multiple | factors by which certain performance figures of a company are to be multiplied (e.g., turnover, EBITDA). Such Multiples are generally generated on the basis of the stock exchange price of similar companies (Trading Multiples) or on the basis of Enterprise Values of similar companies in other M&A transactions (Transaction Multiples). | N1 |
| Multiple of Money | the cash returned to the Investors divided by the cash invested by the Investors. See MoM. | N1 |
| Multiple-based Valuation | Company valuation based on (country and sector-specific) multiples of key metrics (e.g. sales, EBIT, EBITDA). | N2 |
| Multi-seller Conduit | ABS structure involving multiple originators (see also Conduit). | N2 |
| multi-strategy fund | Usually a fund offered by a single investment manager investing in a range of in-house sources of both market risks (beta) and active management techniques. Generally targeted at absolute returns. | N6 |
| Multi-tiered Clause | Multi-level approach to alternative dispute resolution with several escalation stages. | N2 |
| Murabaha | a form of Islamic financing. A kind of sale, compliant with Shar’iah law, in which the Seller expressly mentions the cost he/she has incurred on the commodities for sale and sells it to another person by adding some profit or mark-up thereon which is known to the Buyer. | N1 |
| Musataha | under the Civil Code (UAE) Musataha is a right to use and exploit land belonging to another person together with the right to build on that land. It is a right in rem and may not exceed 50 years. | N1 |
| mutual fund | US name for an open-ended pooled fund operated by an investment manager. | N6 |
| MVL | acronym for Members Voluntary Liquidation | N1 |
| Myners Code | Set of voluntary principles for UK pension funds encompassing governance, investment decision-making and reporting, arising from the Myners Review and revised from time to time. (See also Myners Review.) | N6 |
| Myners Review | Review carried out by Paul Myners on behalf of the UK government. The review, published in March 2001, investigated the challenges facing institutional investment decision making and recommended that pension fund trustees follow a set of principles known as the Myners Code. (See also Myners Code.) | N6 |
Reference
N1: referring to The Book of Jargon – Global Mergers & Acquisitions, first edition, the Latham & Watkins, available at https://www.lw.com/admin/Upload/Documents/BoJ_Global_MandA-locked-March-2015.pdf.
N2: referring to Glossary of Key M&A and Corporate Terms, 4th edition, Dr Anne Meckbach and Dr Tobias Grau, available at https://cms.law/en/deu/publication/glossary-of-key-m-a-and-corporate-terms-2020.
N3：referring to M&A Dictionary, Global PMI Partners, available at https://gpmip.com/dictionary/.
N4：referring to M&A jargon demystified, KPMG, available at https://issuu.com/kpmg_be/docs/kpmg_m_a_vakjargon_en_digital.
N5: referring to Simple Guide to M&A Terminology and Jargon, Lucas & Weston Ltd., available at https://uploads-ssl.webflow.com/5708da760dd2dc033a78bd13/5b7ea45f3dbc72645fbee4b2_L%26W%20-%20M%26A%20Glossary.pdf.
N6：referring to INVESTMENT DICTIONARY, MARSH & McLENNAN COMPANIES, available at https://www.mercer.com/content/dam/mercer/attachments/europe/Netherlands/ic-dictionary-mercer.pdf.
N7: referring to International Valuation Glossary—Business Valuation, November 2021, jointly published by ASA, CBV Institute, RICS and TAQEEM, available at https://www.appraisers.org/docs/default-source/default-document-library/international-business-valuation-glossary_en_final.pdf?sfvrsn=e37c69d4_2.
The above information is collected from the Internet and reorganized for the purposes of learning and sharing only and not for any other purposes. It can not be guaranteed to be error-free.