149 fundraising terms in plain English
Never nod along to a term you don't understand. Grouped the way they come up in a raise: what you sell, how it shows in your numbers, how you raise, the deal, and running the company afterwards.
Revenue & SaaS metrics
- ARR (Annual Recurring Revenue)
- MRR x 12. The headline size metric for subscription businesses.Example: 16,000 MRR = 192,000 ARR.
- MRR (Monthly Recurring Revenue)
- Subscription revenue you can expect every month from current customers, excluding one-off fees.
- New MRR
- MRR added by customers who joined this month.
- Expansion MRR
- Extra MRR from existing customers upgrading, adding seats or buying add-ons.
- Contraction MRR
- MRR lost when existing customers downgrade but do not leave.
- Churned MRR
- MRR lost from customers who cancelled.
- Net new MRR / ARR
- New + expansion - contraction - churned. The real growth in recurring revenue.
- ARPA / ARPU
- Average Revenue Per Account (or User) per month. Total MRR / number of customers.Example: 16,000 MRR / 40 customers = 400.
- ACV (Annual Contract Value)
- Average yearly value of one customer contract. Common in B2B sales-led companies.
- Bookings
- The value of contracts signed in a period, whether or not the revenue has been earned yet.
- Run-rate
- Current monthly figure x 12. Shows annual scale, but is not the same as actual annual revenue.
- GMV (Gross Merchandise Value)
- Total value of transactions through a marketplace, before the platform's cut.
- Take rate
- The share of GMV a marketplace keeps as revenue.Example: 10% take rate on 1M GMV = 100k revenue.
- Revenue recognition
- The accounting rule for when revenue counts as earned, which is when the service is delivered, not when the cash arrives.
- MoM / YoY growth
- Month-over-month and year-over-year growth rates.
- T2D3
- An aspirational SaaS growth path: triple, triple, double, double, double revenue over five years.
Customers & retention
- Churn rate (logo churn)
- Share of customers lost in a period, usually monthly.Example: 2 of 100 customers leave = 2% monthly churn.
- Revenue churn
- Share of MRR lost to cancellations and downgrades.
- Net negative churn
- When expansion from existing customers exceeds churn, so revenue from the existing base grows.
- GRR (Gross Revenue Retention)
- Revenue kept from existing customers over a year, ignoring upsell. Cannot exceed 100%.
- NRR (Net Revenue Retention)
- Revenue kept from existing customers including expansion. Above 100% means the base grows on its own.
- Cohort
- A group of customers who started in the same period, tracked over time.
- Cohort analysis
- Comparing how different cohorts retain or spend over their lifetime. Shows whether the product is improving.
- Customer lifetime
- How long a typical customer stays. Roughly 1 / monthly churn.Example: 2.5% churn = 40 months.
- Activation
- The point where a new user first gets real value from the product.
Unit economics & efficiency
- Unit economics
- The revenue and costs tied to one customer. Shows whether growth creates or destroys value.
- CAC (Customer Acquisition Cost)
- Sales and marketing cost divided by new customers won.
- Blended CAC
- CAC using all S&M costs and all new customers, including organic ones.
- Paid CAC
- CAC for paid channels only (ads, sponsorships).
- LTV (Lifetime Value)
- Gross profit a customer generates over their lifetime. ARPA x gross margin / churn.
- LTV : CAC
- Customer value divided by acquisition cost. 3x or more is a common target.
- CAC payback
- Months of gross profit needed to recover the cost of acquiring a customer.
- Contribution margin
- Revenue minus all variable costs of serving a customer, before fixed overheads.
- Burn multiple
- Net burn / net new ARR. How many dollars you burn to add one dollar of ARR. Under 2x is efficient.
- Magic number
- Annualised new revenue in a quarter divided by the previous quarter's S&M spend.
- Rule of 40
- Revenue growth % + profit margin %. 40% or more is considered healthy for scaling SaaS.
- Revenue per employee
- Annual revenue / headcount. A measure of team productivity.
- Capital efficiency
- How much growth a company achieves per dollar raised.
Financial statements & accounting
- P&L (Profit & Loss / income statement)
- Revenue, costs and profit over a period.
- Balance sheet
- What the company owns (assets), owes (liabilities) and the owners' stake (equity) at a point in time.
- Cash flow statement
- How cash moved in a period: operations, investing and financing.
- Three-statement model
- A model where the P&L, balance sheet and cash flow are linked so they always reconcile.
- COGS (Cost of Goods Sold)
- Costs directly tied to delivering the product: hosting, payment fees, support.
- Gross profit / gross margin
- Revenue minus COGS, in money or as a % of revenue.
- OpEx (Operating expenses)
- Running costs: Sales & Marketing, R&D and G&A.
- EBITDA
- Earnings before interest, tax, depreciation and amortisation. A proxy for operating profit.
- Net income
- Profit after all costs, interest and tax.
- Depreciation
- Spreading the cost of a physical asset over its useful life.
- Amortisation
- The same idea as depreciation, for intangible assets or loans.
- Accounts receivable (AR)
- Money customers owe for invoices not yet paid.
- Accounts payable (AP)
- Money the company owes suppliers.
- Deferred revenue
- Cash received for service not yet delivered. A liability until earned.
- Working capital
- Short-term assets minus short-term liabilities. Explains gaps between profit and cash.
- CapEx (Capital expenditure)
- Spending on long-lived assets such as equipment.
- Accrual accounting
- Recording revenue and costs when earned or incurred, not when cash moves.
- Retained earnings
- Cumulative profits (or losses) kept in the company.
- Loss carry-forward (NOL)
- Past losses that can reduce future taxable profit.
Cash & runway
- Burn rate
- How fast the company spends cash, usually per month.
- Gross burn
- Total cash spent in a month.
- Net burn
- Cash spent minus cash collected. How fast the bank balance falls.
- Runway
- Months until cash runs out at the current net burn.Example: 600k cash / 50k net burn = 12 months.
- Default alive
- The company reaches profitability before running out of cash, with no new funding.
- Break-even
- The point where revenue covers all costs.
- Cash-flow positive
- Generating more cash than spending in a period.
- 13-week cash flow
- A short-term, week-by-week cash forecast used to manage tight cash periods.
Funding instruments
- Equity
- Ownership in the company, represented by shares.
- Common stock
- Shares usually held by founders and employees. Paid after preferred stock in a sale.
- Preferred stock
- Shares sold to investors with extra rights, such as liquidation preference.
- SAFE
- Simple Agreement for Future Equity. Investor money now, converted into shares at a later priced round.
- Post-money SAFE
- A SAFE where the cap is a post-money valuation, so the investor's ownership at conversion is fixed (amount / cap).Example: $250k on an $8M cap = 3.125%.
- Pre-money SAFE
- An older SAFE form where the cap is pre-money. Ownership depends on how much else is raised.
- Valuation cap
- The maximum valuation at which a SAFE or note converts.
- Discount
- A % discount to the next round's price that a SAFE or note holder receives on conversion.
- MFN (Most Favoured Nation)
- A clause giving an investor the best terms later offered to others in the same instrument.
- Convertible note
- A short-term loan that converts into equity at the next round, usually with interest, a cap and a discount.
- Priced round
- A round where shares are sold at a set price per share, usually Seed or Series A onward.
- Venture debt
- Loans for venture-backed startups, usually alongside an equity round.
- Revenue-based financing
- Funding repaid as a % of future revenue.
- Non-dilutive funding
- Money that doesn't require selling equity: grants, debt, revenue-based financing.
- Bridge round
- A small round to extend runway until the next major round.
Valuation & cap table
- Pre-money valuation
- The company's value agreed before new investment.
- Post-money valuation
- Pre-money valuation + new money invested.Example: 8M pre + 2M = 10M post.
- Cap table
- The table of who owns which shares, options and convertible instruments.
- Fully diluted
- Counting all shares, options (granted and available) and converting securities as if exercised or converted.
- Dilution
- The fall in existing owners' percentage when new shares are issued.
- ESOP / option pool
- Shares reserved for employee stock options.
- Option pool shuffle
- Increasing the option pool inside the pre-money valuation, so the dilution falls on existing holders rather than new investors.
- Vesting
- Earning shares or options over time.Example: 48 months with a 12-month cliff.
- Cliff
- The initial period before any vesting happens. Leave before the cliff and nothing vests.
- Acceleration
- Faster vesting triggered by an event such as an acquisition (single or double trigger).
- 409A valuation
- A US independent valuation of common stock used to set option strike prices.
- Strike price
- The price an employee pays to exercise an option.
- Revenue multiple
- Valuation / revenue (or ARR). A common shorthand for comparing company valuations.
Deal terms
- Term sheet
- A short, mostly non-binding summary of the key terms of an investment.
- Lead investor
- The investor who sets terms and usually invests the most in a round.
- Liquidation preference
- Investors' right to get their money back (often 1x) before common holders in a sale.
- Participating preferred
- Preferred stock that takes its preference and then also shares in the remaining proceeds.
- Pro-rata rights
- An investor's right to invest in future rounds to keep their ownership %.
- Anti-dilution
- Protection that adjusts an investor's conversion price if a later round is priced lower (a down round).
- Down round
- A round priced below the previous round's valuation.
- Board seat
- A seat on the company's board of directors, often requested by lead investors.
- Information rights
- An investor's right to receive regular financial reports.
- Drag-along
- A clause that lets a majority force minority holders to join a sale.
- Waterfall
- The order and amounts in which sale proceeds are paid to each class of shareholder.
Investors & process
- Pre-seed / Seed / Series A
- Successive funding stages, from idea and early product to proven product-market fit and scaling.
- Angel investor
- An individual investing their own money, usually at early stages.
- VC (Venture capital)
- Firms investing pooled funds in high-growth startups for equity.
- Accelerator
- A programme offering funding, mentorship and a demo day in exchange for equity.
- Due diligence
- The investor's detailed review of your business, financials and legal documents before investing.
- Data room
- A shared folder of documents for due diligence.
- Use of funds
- How the money raised will be spent, usually split by department or milestone.
- Milestones
- Measurable goals the round should reach, such as ARR, customers or product launches.
- Product-market fit (PMF)
- Strong evidence that a market wants your product: retention, growth and pull from customers.
- TAM / SAM / SOM
- Total, serviceable and obtainable market. The market size story in a pitch.
- Investor update
- A regular email to investors reporting progress, metrics and asks.
- Exit
- A sale of the company or IPO, which turns shares into cash.
Marketplace terms
- GMV
- Gross merchandise value - total value of orders placed through the marketplace.
- Liquidity
- How reliably buyers find what they want and sellers find buyers.
E-commerce / DTC terms
- AOV
- Average order value.
- Repeat purchase rate
- Orders per active customer per month after the first order.
AI Startup (usage-based) terms
- Inference cost
- Cost of running the AI model for each request (API fees or GPU time).
- Usage-based pricing
- Customers pay per unit consumed (requests, tokens, minutes).
- Gross margin (AI)
- Often lower than classic SaaS because compute scales with usage.
Fintech (payments) terms
- TPV
- Total payment volume processed.
- Interchange
- Fees paid to card issuers on each transaction.
- Net revenue (payments)
- Gross revenue minus interchange, scheme fees and losses.
Services / Agency terms
- Retainer
- A fixed monthly fee for ongoing work.
- Utilisation
- Share of available hours that are billable.
- Delivery margin
- Revenue minus the cost of the people doing client work.
Hardware + subscription terms
- BOM
- Bill of materials - the cost of components in one device.
- Attach rate
- Share of device users who pay for the subscription.
- Installed base
- Devices in active use.
Operating & reporting
- Budget
- Your plan for the year, month by month, line by line.Example: Revenue budget $1.2M for FY2027
- Actuals
- What really happened, taken from your books after month-end close.Example: June revenue was $33.7k
- Variance
- Actual minus budget, in money and as a %.Example: -$1.9k (-5%) on revenue
- Favourable / unfavourable variance
- Better or worse than budget. Revenue above budget and costs below budget are favourable.Example: Costs $2k below budget = favourable
- Year to date (YTD)
- From the first month of the financial year to the latest month with actuals.Example: YTD revenue $164k
- Reforecast
- Actuals for the months that have happened plus budget (or a new forecast) for the rest of the year.Example: Full-year reforecast $439k
- Month-end close
- Reconciling accounts and recording everything for the month so the numbers are final.Example: Close within 7 days
- Minimum cash buffer
- The lowest balance you're prepared to hold. Weeks below it are a warning.Example: $150k buffer
- Cash lever
- An action that improves cash: collecting faster, delaying a hire, cutting a cost.Example: Delay one hire by 6 weeks
- Forecast accuracy
- How close last week's forecast was to what actually happened.Example: Above 95% is good
- RAG status
- Red, amber or green against target - a quick way to show which KPIs need attention.Example: 2 KPIs RED this month
- Board pack
- The document sent to the board before each meeting: KPIs, financials, narrative and decisions needed.Example: Send a week before the meeting
- Readiness score
- How much of the fundraising checklist is complete.Example: 88% ready
- Weighted pipeline
- Expected cheques multiplied by the probability of each investor's stage.Example: $1.9M weighted
- Data room completeness
- The share of listed documents that are final and ready to share.Example: 78% complete
- Advisor licence
- Permission to use the kit with the client companies you advise.Example: Premium edition
See also: term sheet clauses · benchmarks by business model