Glossary for private markets
C
Cap table
Ownership table showing the distribution of shares and options among founders, investors, and employees.
Common share
The most common share type giving voting rights and dividend rights after preferred shares.
Company valuation
Estimate of a company's total market value, based on latest funding round, multiples, or other methodology.
D
E
L
Liquidity
The ability to buy or sell an asset without significantly affecting the price. Unlisted shares generally have lower liquidity.
Liquidity discount
The price deduction (discount) applied when valuing an asset, often an unlisted share, to compensate for the fact that it cannot be easily or quickly sold.
Lock-up period
Contractual period after an IPO during which insiders cannot sell their shares.
O
P
Post-money valuation
A company's valuation after new capital has been added in a funding round.
Post-sale purchase clause
A formal clause in the articles of association that activates post-sale purchase rights. See Post-sale purchase rights.
Post-sale purchase right (Hembud)
The right to subsequently buy back shares that have been transferred to a new owner. See Post-sale purchase rights.
Pre-emption clause on transfer
A clause in the articles of association forcing a selling shareholder to first offer their shares to the company's existing owners. See Pre-emption rights & Right of first refusal.
Pre-emption right
The right of existing shareholders to buy unlisted shares, for example during a new issue or a sale. See Pre-emption rights & Right of first refusal.
Pre-IPO
The phase before an IPO, when investors can acquire shares at potentially lower valuations.
Pre-money valuation
A company's valuation before new capital from a funding round is added.
Preference share
A share that gives priority to dividends and capital in the event of liquidation compared to ordinary shares.
Private company
The most common format for limited companies. They have at least 25,000 SEK in share capital and may not distribute shares freely to the public.
Private placement
An offering to subscribe for shares or other securities that is directed to a selected, limited group of investors rather than the general public.
Public company
A limited company that has at least 500,000 SEK in share capital and is allowed to distribute and market shares to the public.
S
Secondary trading
Trading of existing shares between investors, as opposed to new issuances where the company issues new shares.
Securities depository
Account for holding paper-based or digital securities. Synonymous with share depository.
Share certificate
A proof of ownership to a certain number of shares in a limited company, nowadays mostly digitally replaced by the share register.
Share depository (Securities depository)
An account at a bank or online broker where you hold assets such as shares and mutual funds.
Share register
The legally mandated register of all shareholders in a company. Also often called an ownership register. See Share Register & Ownership Register.
SPV (Special Purpose Vehicle)
Entity created specifically to pool investors into a single investment, typically a limited partnership.