New Issues and Underwriting: Rapid Fire

What this video covers

• The three registration periods (pre-filing, cooling-off, post-effective), what Riley the rep can do in each, and why an indication of interest is never binding during cooling-off
• Firm commitment vs. best efforts underwriting, how syndicate risk differs between the two, and why selling group members earn only the selling concession
• How the spread splits across management fee, underwriting fee, and selling concession, and what total takedown means on the exam
• Regulation A vs. Regulation D vs. the intrastate offering rule, and which securities are freely tradable vs. restricted
• The accredited investor income and net worth thresholds, the primary residence exclusion, and what happens to the 35 non-accredited allowance when general solicitation enters the picture
• The restricted stock resale holding periods for reporting and non-reporting issuers, the affiliate volume formula, and why 5,000 shares or $50,000 is a Form 144 filing trigger not a sales ceiling
• The 48-hour preliminary prospectus rule, the 25-day final prospectus delivery obligation, and why municipal bonds use an official statement instead of an SEC prospectus