GLOSSARY
The language of tech middle-market turnaround.
Operator-grade definitions, calibrated to the market we work in. Each entry routes to the framework, methodology, or topic hub where the concept gets applied.
DEFINED TERMS
92
Each entry ships as a DefinedTerm with breadcrumb, FAQ, and topical-hub cross-links.
1
1 term
- 13-Week Cash Flow
- A rolling short-term cash forecast used to manage liquidity, runway, lender discussions, and turnaround decisions. TURNAROUND & RESTRUCTURING
A
10 terms
- Accounts Receivable Aging
- A schedule that groups unpaid customer invoices by how long they have been outstanding. COMMERCIAL PERFORMANCE
- AI Acceptable-Use Policy
- A company policy that defines approved AI tools, restricted data, human review, and escalation rules for employee AI use. TURNAROUND & RESTRUCTURING
- AI Agent
- An AI system that can take multiple steps toward a goal, often using tools or systems, inside defined permissions and review boundaries. PERFORMANCE IMPROVEMENT
- AI Governance
- The rules, owners, review standards, and escalation paths that let a company use AI safely and consistently. TURNAROUND & RESTRUCTURING
- AI Opportunity Score
- A score that ranks AI workflow opportunity, readiness, governance needs, and likely next service path. PERFORMANCE IMPROVEMENT
- AI Readiness Assessment
- A structured review of workflows, data, systems, people, and governance to decide which AI use cases are ready to pursue. PERFORMANCE IMPROVEMENT
- AI ROI
- The measurable return from an AI workflow after implementation, tool, support, training, and internal owner costs are counted. COMMERCIAL PERFORMANCE
- AI Transformation
- The operating work of turning AI from scattered experiments into redesigned workflows, trained teams, governed systems, and measurable business results. PERFORMANCE IMPROVEMENT
- Annual Contract Value
- The annualized revenue value of a customer contract, excluding one-time fees unless explicitly included. COMMERCIAL PERFORMANCE
- ARR and MRR
- Annual recurring revenue and monthly recurring revenue. The recurring-revenue base that buyers normalize before valuing a software or tech-enabled services company. COMMERCIAL PERFORMANCE
B
5 terms
- Backlog
- Contracted but not yet delivered work or revenue, often used to assess delivery capacity and revenue visibility. OPERATIONAL EXCELLENCE
- Board Pack
- The recurring board reporting package that turns operating metrics, financials, risks, and decisions into one governance view. COMMERCIAL PERFORMANCE
- Bookings vs. Revenue
- Bookings measure contracted sales commitments; revenue measures what can be recognized under accounting rules. Confusing them inflates forecasts and board confidence. COMMERCIAL PERFORMANCE
- Burn Multiple
- A capital-efficiency metric that compares net cash burn to net new ARR. It shows how much cash a company spends to create each dollar of recurring revenue. COMMERCIAL PERFORMANCE
- Business Continuity Plan
- A plan for keeping critical operations running through system failures, incidents, disruptions, or transition events. TURNAROUND & RESTRUCTURING
C
12 terms
- CAC Payback
- The number of months a SaaS firm needs to recover the fully-loaded sales-and-marketing cost of acquiring a customer. The leading indicator of capital efficiency. COMMERCIAL PERFORMANCE
- Cap Table
- The ownership record showing equity, options, warrants, SAFEs, notes, and other economic rights in a company. TRANSACTION SERVICES
- Cash Runway
- The number of months a company can operate before cash runs out at the current burn rate. TURNAROUND & RESTRUCTURING
- Change Failure Rate
- The percentage of deployments or production changes that cause incidents, rollbacks, hotfixes, or customer-impacting failures. TURNAROUND & RESTRUCTURING
- Churn Rate
- The rate at which customers or recurring revenue leave over a defined period. COMMERCIAL PERFORMANCE
- Cohort Retention
- Retention measured by customer groups that started in the same period. Cohorts reveal whether growth is durable or masked by new-logo acquisition. COMMERCIAL PERFORMANCE
- Commercial Due Diligence
- Diligence that evaluates market demand, revenue quality, customer retention, pricing, pipeline, competition, and go-to-market repeatability. TRANSACTION SERVICES
- Contract Value
- The dollar value of a customer agreement, usually measured as ACV, TCV, or ARR depending on contract term and revenue model. COMMERCIAL PERFORMANCE
- Covenant Breach
- A failure to meet a financial or operational requirement in a credit agreement. TURNAROUND & RESTRUCTURING
- Customer Concentration
- Revenue dependency on a small number of customers. Concentration can compress valuation when losing one account would materially impair EBITDA or growth. OPERATIONAL EXCELLENCE
- Customer Health Score
- A composite signal used to estimate renewal, expansion, adoption, and churn risk by customer. COMMERCIAL PERFORMANCE
- Customer Success
- The operating function responsible for customer outcomes, adoption, retention, expansion, and renewal health. COMMERCIAL PERFORMANCE
D
5 terms
- Data Room
- The structured repository of financial, legal, commercial, technical, customer, HR, and operational diligence materials used in a transaction. OPERATIONAL EXCELLENCE
- Day 1 Readiness
- The operational state required for an acquired or carved-out business to serve customers, pay employees, run systems, and make decisions on the first day after close. TURNAROUND & RESTRUCTURING
- Deferred Revenue
- Cash collected or invoiced before revenue is earned under accounting rules. COMMERCIAL PERFORMANCE
- DevOps
- The operating discipline that connects software delivery, infrastructure, reliability, security, and release cadence. TURNAROUND & RESTRUCTURING
- DORA Metrics
- Four software-delivery metrics: deployment frequency, lead time for changes, change failure rate, and time to restore service. TURNAROUND & RESTRUCTURING
E
4 terms
- Earnout
- A contingent purchase-price mechanism that pays sellers after close if agreed revenue, EBITDA, retention, or operational milestones are achieved. TRANSACTION SERVICES
- EBITDA
- Earnings Before Interest, Taxes, Depreciation, and Amortization. The proxy for operating cash flow that PE buyers use to set valuation multiples. COMMERCIAL PERFORMANCE
- EBITDA Add-Back
- An adjustment that adds back non-recurring, owner-related, or transaction-specific expenses to estimate normalized EBITDA. TRANSACTION SERVICES
- Enterprise Value
- The total value of a business independent of capital structure, typically equity value plus debt minus cash. TRANSACTION SERVICES
F
5 terms
- Financial Due Diligence
- Diligence that validates reported revenue, EBITDA, working capital, debt-like items, cash flow, forecasts, and accounting policy. TRANSACTION SERVICES
- Forecast Accuracy
- The degree to which sales, revenue, cash, or delivery forecasts match actual results. It is a trust metric for boards and buyers. COMMERCIAL PERFORMANCE
- Founder Bottleneck
- The condition where a founder-CEO sits on enough decision critical paths that the firm cannot operate or scale without them. The single largest exit-multiple compressor for tech middle-market firms. OPERATIONAL EXCELLENCE
- FP&A
- Financial planning and analysis: budgeting, forecasting, variance analysis, KPI reporting, and decision support. COMMERCIAL PERFORMANCE
- Fractional CFO
- A part-time senior finance leader who provides CFO-level judgment without a full-time executive seat. COMMERCIAL PERFORMANCE
G
3 terms
- Go-to-Market
- The system a company uses to define, reach, sell, onboard, retain, and expand its target customers. COMMERCIAL PERFORMANCE
- Gross Margin
- Revenue minus direct delivery costs, expressed as dollars or percentage. Gross margin shows how much revenue remains before operating expenses. COMMERCIAL PERFORMANCE
- Gross Revenue Retention (GRR)
- Revenue retained from existing customers before expansion. GRR shows how much revenue survives without upsell. COMMERCIAL PERFORMANCE
H
1 term
- Human-in-the-Loop
- A workflow design where a person reviews, approves, corrects, or escalates AI output before sensitive action is taken. PERFORMANCE IMPROVEMENT
I
6 terms
- Implementation Risk
- The risk that a project, integration, system rollout, or operating change fails to achieve the intended result. TURNAROUND & RESTRUCTURING
- Indemnity Basket
- A threshold in an acquisition agreement that determines when indemnity claims become payable. TRANSACTION SERVICES
- Integration Management Office (IMO)
- The accountable post-close operating office that governs integration milestones, dependencies, risks, and synergy capture. TURNAROUND & RESTRUCTURING
- Interim CTO
- A temporary technology executive placed in the operating seat to stabilize engineering, product, security, or technical execution. INTERIM MANAGEMENT
- Internal Copilot
- An employee-facing AI assistant that helps with research, drafting, summarization, retrieval, or coordination while a human remains in control. PERFORMANCE IMPROVEMENT
- IP Assignment
- The legal transfer of intellectual property rights from employees, contractors, founders, or third parties to the operating company. TRANSACTION SERVICES
K
1 term
- Key-Person Risk
- Operational dependency on one founder, executive, salesperson, engineer, or delivery leader whose loss would materially impair performance. OPERATIONAL EXCELLENCE
L
3 terms
- Lender Forbearance
- A lender's temporary agreement not to exercise remedies after a default or covenant issue. TURNAROUND & RESTRUCTURING
- Letter of Intent (LOI)
- A non-binding transaction proposal that sets price, structure, exclusivity, diligence scope, and major conditions before definitive agreements. TRANSACTION SERVICES
- Logo Churn
- The percentage of customer accounts lost over a period, regardless of the revenue size of each account. COMMERCIAL PERFORMANCE
M
4 terms
- Magic Number
- A SaaS sales-efficiency metric comparing new recurring revenue to prior-period sales and marketing spend. COMMERCIAL PERFORMANCE
- Management Consultant
- An outside advisor who helps management analyze strategy, operations, organization, or performance issues. PERFORMANCE IMPROVEMENT
- Margin Expansion
- Improvement in EBITDA, gross margin, or contribution margin through pricing, mix, cost structure, delivery efficiency, or operating leverage. COMMERCIAL PERFORMANCE
- MEDDPICC
- An enterprise B2B sales qualification framework: Metrics, Economic buyer, Decision criteria, Decision process, Paper process, Identify pain, Champion, Competition. The discipline that moves win rates from 29% to 68%. COMMERCIAL PERFORMANCE
N
4 terms
- Net Dollar Retention
- A recurring-revenue retention metric that includes churn, contraction, expansion, and upsell from an existing customer cohort. COMMERCIAL PERFORMANCE
- Net Revenue Retention (NRR)
- The percentage of recurring revenue retained from existing customers a year later, including expansion, after subtracting churn and contraction. The single most-watched B2B SaaS valuation metric. COMMERCIAL PERFORMANCE
- Net Working Capital
- Current operating assets minus current operating liabilities. In M&A, the working-capital peg can materially change cash delivered at close. TRANSACTION SERVICES
- Normalized EBITDA
- EBITDA adjusted for non-recurring, owner-related, accounting, or transaction-specific items to estimate sustainable operating earnings. TRANSACTION SERVICES
O
3 terms
- Office of the CFO
- The finance operating system around reporting, forecasting, board cadence, unit economics, cash, systems, and decision support. COMMERCIAL PERFORMANCE
- Operating Cadence
- The recurring rhythm of meetings, metrics, owners, and decisions that keeps an organization executing. OPERATIONAL EXCELLENCE
- Operating Partner
- A private-equity operator responsible for helping portfolio companies improve performance, integrate acquisitions, professionalize functions, and capture value-creation plans. OPERATIONAL EXCELLENCE
P
6 terms
- Pipeline Coverage
- The ratio of qualified pipeline to sales target. Coverage indicates whether the team has enough real opportunities to hit the number. COMMERCIAL PERFORMANCE
- Post-Merger Integration (PMI)
- The post-close work of consolidating systems, people, customers, and operations between an acquirer and an acquired firm. The phase where 70% of M&A value-creation lives or dies. TURNAROUND & RESTRUCTURING
- Product-Market Fit
- A specific market segment repeatedly buys, adopts, retains, and expands a product. COMMERCIAL PERFORMANCE
- Professional Services Automation
- Software used to manage services delivery, staffing, utilization, project economics, time, billing, and resource planning. OPERATIONAL EXCELLENCE
- Project Management Office (PMO)
- A governance function that coordinates projects, timelines, dependencies, reporting, and delivery standards across an organization. TURNAROUND & RESTRUCTURING
- Prompt Library
- A maintained set of approved prompts, examples, and review standards for recurring AI-assisted work. OPERATIONAL EXCELLENCE
Q
1 term
- Quality of Earnings (QoE)
- An independent forensic analysis of a target's reported earnings, normalizing for one-time items, accounting choices, and revenue-recognition decisions. The diligence step that determines real EBITDA. OPERATIONAL EXCELLENCE
R
7 terms
- RAG
- Retrieval-augmented generation: an AI pattern that answers using retrieved source material instead of relying only on the model. OPERATIONAL EXCELLENCE
- Revenue Leakage
- Revenue that should have been earned, billed, collected, renewed, or expanded but is lost through process gaps. COMMERCIAL PERFORMANCE
- Revenue Recognition
- The accounting policy that determines when contracted customer value becomes recognized revenue. COMMERCIAL PERFORMANCE
- RevOps
- Revenue operations: the systems, data, process, and governance layer connecting marketing, sales, customer success, finance, and delivery. COMMERCIAL PERFORMANCE
- Rule of 40
- The heuristic that growth rate plus EBITDA margin should sum to at least 40% for a SaaS firm to merit premium valuation. The floor for institutional capital interest. COMMERCIAL PERFORMANCE
- Run-Rate Revenue
- A forward-looking revenue estimate that annualizes recent performance, often used when a business is growing or changing quickly. COMMERCIAL PERFORMANCE
- Runway Extension
- Actions that increase the time a company can operate before cash, liquidity, or financing becomes binding. TURNAROUND & RESTRUCTURING
S
5 terms
- Sales Efficiency
- A measure of how effectively sales and marketing spend converts into new recurring revenue. COMMERCIAL PERFORMANCE
- Shadow AI
- Employee use of AI tools without company visibility, approval, data rules, or review standards. TURNAROUND & RESTRUCTURING
- SOC 2
- A controls attestation for security, availability, confidentiality, processing integrity, and privacy. Often required for enterprise software sales and diligence. TURNAROUND & RESTRUCTURING
- Statement of Work
- A contract document that defines project scope, deliverables, responsibilities, timeline, pricing, and acceptance criteria. OPERATIONAL EXCELLENCE
- Synergy Capture
- The realization of expected revenue, cost, margin, customer, or operating benefits after a transaction. TURNAROUND & RESTRUCTURING
T
4 terms
- Technical Debt
- The cumulative cost of architectural, platform, testing, and operational shortcuts in software systems — convertible to dollar EBITDA drag and exit-multiple turns. TURNAROUND & RESTRUCTURING
- Technical Due Diligence
- Diligence that evaluates software architecture, technical debt, security, scalability, team, product delivery, and platform risk. TRANSACTION SERVICES
- Transition Services Agreement (TSA)
- A post-close agreement where the seller temporarily provides services the buyer or carved-out business cannot yet operate independently. TURNAROUND & RESTRUCTURING
- Turnaround Advisor
- An operator or advisory leader brought in to stabilize a distressed or underperforming company and restore execution. TURNAROUND & RESTRUCTURING
V
2 terms
- Valuation Multiple
- A ratio used to value a company against EBITDA, revenue, ARR, gross profit, or another operating metric. TRANSACTION SERVICES
- Value Creation Plan
- The post-acquisition operating roadmap that translates investment thesis into measurable revenue, margin, integration, and leadership outcomes. OPERATIONAL EXCELLENCE