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FINRA - SIE Exam > Chapter 4 - Types of Offerings > Flashcards

Chapter 4 - Types of Offerings Flashcards

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SIE Exam flashcards
1
Q

What is the purpose of Regulation D?

A

prohibits the sale of unregistered securities

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2
Q

What is a Firm Commitment?

A

underwriter to sell ALL of issuer’s securities for deal to close

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3
Q

What is a Best Efforts?

A

underwriter to sell ALL of issuer’s securities on a BEST EFFORT basis

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4
Q

What is a Best Efforts, All-or-None?

A

underwriter to sell ALL of issuer’s securities on a BEST EFFORT basis; underwriter MUST sell ALL of issuer’s securities for deal to close

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5
Q

What is a Best Efforts, MINI-MAXI?

A

underwriter to sell ALL of issuer’s securities on a BEST EFFORT basis; underwriter MUST sell A MINIMUM number of issuer’s securities for deal to close

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6
Q

What is a Shelf Registration?

A

allows issuer to enter market at the opportune moment

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7
Q

What is the pre-registration period?

A

the time frame before the issuer registers with the SEC

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8
Q

What is the Cooling Off period?

A

interval between date registered and enforcement date

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9
Q

What is a Non-Listed IPO?

A

a non-listed company’s IPO

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10
Q

What is a Non-Listed follow on offering?

A

a non-listed company’s decides to add more securities after their IPO

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11
Q

What is a Listed, Follow-on, Offering?

A

when a listed company’s decides to add more securities after their IPO

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12
Q

What is private placement?

A

offering to select few, friends, family and QIBs

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13
Q

What is Rule 504?

A

allows issuers to sell $10mil in securities in 12 months

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14
Q

What is Rule 506(b)?

A

securities can only be bought by accredited investors or up to 35 un-accredited investor

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15
Q

What is Rule 506(c)?

A

an unlimited amount of offerings can be made to accredited investors

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16
Q

What is a GO Bond?

A

General Obligation is a MUNICIPAL bond backed by FAITH and based on TAXES

17
Q

What is a Revenue Bond?

A

General Obligation is a MUNICIPAL bond backed by FAITH and based on PROJECT REVENUE

18
Q

What is a Competitive Sale?

A

Issuer advertises, underwriter submits bids, issuer chooses underwriter based on bids

19
Q

What is a Negotiated Sale?

A

Underwriter chosen by the issuer

20
Q

What is rule 144?

A

Allows sale of restricted securities if conditions are met

21
Q

What is rule 144A?

A

permits RESALE of PRIVATELY placed securities to QIBs

22
Q

What is rule 145?

A

requires REGISTRATION of securities in certain business COMBINATIONS

23
Q

What is rule 147?

A

aka - SAFE HARBOR rule

allows SMALL companies to raise capital WITHOUT registration

24
Q

What is rule 147A?

A

permits the offering of securities to out of state residents

FINRA - SIE Exam (4 decks)

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