GLOSSAIRE DE LA FINANCE






Nous vous proposons ci-après un glossaire de la finance rédigé par nos soins.
Il vous suffit de cliquer sur un terme pour accéder à sa définition.

puce Ratchet

Agreement whereby the eventual value of an investment depends on its future performance.

puce Rating agency

puce Raw materials

puce Realisation Ratio

The ratio which expresses the cumulative distributions of a fund as a percentage of the paid-in-capital.

puce Realised Multiple

The ratio which represents the total gains and losses of an investment or of a fund as compared to the cost of the realised investment.

puce Red Herring Prospectus

See Preliminary Prospectus.

puce Redeemable Preferred

Preferred stock that can be redeemed by the owner (usually a venture capital investor) in exchange for a specific sum of money.

puce Redemption

Reembursement or repurchase by a company of its securities.
A right often required for preferred stock in private equity financing.

puce Registered Secondary Distribution (USA)

An offering of securities by a stockholder (often an affiliate) of a company.
Requires a registration statement with the SEC before distribution may be effected.

puce Registered Securities

Securities issued with the owner's name on the certificate.
Allows the issuer to maintain records as to the identity of the owners.
See also Bearer Securities.

puce Registrar

See Transfer Agent / Registrar.

puce Registration

The process of filing the necessary documentation with the appropriate authorities for an offering of securities to the public, and having this registration approved or declared effective.
In Europe, filing is generally made wih the stock exchange on which the stock is to be traded, as well as with the competent authorities for such filings in the home country of the stock market.
In the USA, the registration statement is filed with the SEC, which also declares it effective.

puce Registration Rights (USA)

The contractual right of a stockholder to be included in the registration of the issuer's stock for resale in the public market.
See also Demand Registration Rights and Piggyback Registration Rights.

puce Registration Statement (USA)

The document required by the Securities Act of 1933 to be filed with the SEC by the issuer of securities before a public offering can be made.
See under Forms for the main forms to be filed.

puce Regulation A (Reg A) (USA)

A regulation under the Securities Act of 1933 providing for a simplified form of filing with the SEC, used for certain public offerings and exempting such offerings from full registration.

puce Regulation D (Reg D) (USA)

A regulation under the Securities Act of 1933 which exempts limited offers and sales of securities from regisration if the offering satisfies certain requirements as to the number and nature of investors and the value of the offering.
Advertising and resale are restricted.
In general, Rule 504 of Reg D is used for offerings of $ 1 million or less; Rule 505 of reg D is used for offerings of $5 million or less, with no more than 35 purchasers who are not Accredited Investors; and Rule 506 of Reg D is used for offerings over $5 million, with no more than 35 purchasers who are not Accredited Investors, but who must be either sophisticated or represented by a Purchaser Representative.

puce Regulation S (Reg S) (USA)

A regulation under the Securities Act of 1933 which exempts from registration certain offers and sales of securities made outside of the United States by US or foreign issuers.

puce Regulation S-K (USA)

An SEC regulation which sets forth the information to be disclosed in registration statements and periodic reports of public companies.

puce Regulation S-X (USA)

An SEC regulation that sets forth the requirements as to the form and content of financial statements used in registration statements and periodic reports of public companies.

puce Relative PE ratio

The relative PE ratio of a firm is the ratio of the PE of the firm to the PE of the market.
Relative PE = PE of Firm / PE of Market

puce Relative PE Ratio ( Price Earnings Ratio)

The price/earnings ratio of a company's stock compared with the price/earnings ratio of the market.
The relative PE ratio is calculated by dividing the PE ratio of the company by the PE ratio of the market.

puce Reporting Company (USA)

Emetteur soumis à l’obligation de publier des rapports intermédiaires périodiques selon le Securities Exchange Act of 1934, notamment de livrer les Forms 10-K et 10-Q. Form 8-A (USA) Form 8-K (USA) Form 10-K (USA)

puce Reporting Company Forms (Periodic Reports) (USA)

The most common forms under the Securities Exchange Act of 1934 include:
Form 3, 4 et 5
Form 6-K
Form 8A
Form 8-k
Form 10-K
Form 10-Q
Form 20-F
.

puce Representations and Warranties

Provisions in a financing document (venture capital financing or underwriting agreement) providing full disclosure of certain information such as the company's capitalization, key personnel, financial situation, ownership of properties and assets, litigation, and compliance with legal and environmental requirements etc.

puce Residual Vvalue

The remaining value of the equity which an investor holds in a fund or in an investment.

puce Resolution / Board Resolution

An official document outlining an action on the part of the board of directors.

puce Restricted Securities

Securities which cannot be freely traded due to securities or stock exchange regulations.

puce Right of First Refusal

A contractual right, frequently granted to venture capitalists, to purchase shares held by other shareholders before such shares may be sold to a third party.

puce Right of Rescission

The right of a person to cancel or nullify a contract without penalty under certain legally prescribed circumstances.

puce Rights (or Rights Offering)

Subscription right granted for a defined period of time to existing stockholders to purchase additional securities on a pro-rata basis to their holdings.
The options granted in a Poison Pill are also referred to as rights.
See Warrants, which are the longer term equivalent.

puce Ring

Location on the floor of an exchange where trades are executed.
The circular arrangement where traders can make bid and offer prices is also called a pit, particularly when commodities are traded.

puce Risk Free Rate

The risk free rate is the interest rate paid on a risk-free asset.
A good approximation for this is the yield of risk-free government bonds for the same maturity.

puce Risk management

puce Road Show (USA)

The process during a public offering in which the management of an issuing company and the underwriters meet with groups of prospective investors to stimulate interest in an issue.
Road shows are conducted during the waiting period shortly before the registration statement becomes effective.

puce ROE

[Return On Equity]
Indicator of profitability shown as a percentage and calculated by dividing net income for the past 12 months by common stockholder equity.
Investors use ROE as a measure of how a company is using its money.

puce ROI

[Return On Investment]
Book income as a proportion of net book value.

puce Rounds of Financing

Stages of financing of a company.
The first round of financing is the initial raising of capital with investors.
Successive rounds may attract different types of investors as companies mature.

puce Royalty

A payment made for the use of property, especially a patent, copyrighted work, franchise or natural resource.
The amount corresponds usually to a percentage of revenues obtained through its use.

puce Rule 144 (USA)

An SEC rule specifying the conditions under which a holder of unregistered securities may publicly sell them without filing a formal registration statement.
See also Rule 144 Stock.

puce Rule 144 A (USA)

An SEC rule that permits the placement of certain securities (including preferred trust securities and other convertible securities) to institutional investors through an underwriter or placement agent.
Rule 144A securities are typically eligible for trading on PORTAL .

puce Rule 144 Stock (USA)

Those shares of a publicly traded company which cannot be resold freely because the shares were acquired directly or indirectly from the issuer or an affiliate of the issuer in one or more transactions that were not registered under the Securities Act of 1933 or because the shares arre owned by an affiliate.
Rule 144 stock generally can be resold in the public markets only by complying with the requirements of said rule, which include certain holding periods and volume limitations.

puce Rules of Fair Practice (USA)

Rules established by NASD to protect the interests of investors.