Investor Disclosure Materials: Rapid Fire

What this video covers

• Why oral offers are banned in the pre-filing period, permitted in the waiting period, and permitted post-effective, and how this phase tell eliminates wrong answers
• The pre-filing safe harbors: WKSI issuer-only written offers, 30-day shield, regularly released information, proposed offering notice, and generic advertising
• How the red herring may omit pricing only, and why it supports written offers but never the sale itself
• Tombstone ad rules versus the proposed offering notice, including what each may and may not include
• Free writing prospectus filing deadlines, legend requirements, record retention, and why mechanical failures collapse permission into an illegal prospectus
• Live roadshow versus recorded electronic roadshow classification, and which triggers filed-or-fail FWP treatment
• Aftermarket prospectus delivery periods: 25 days listed initial public offering (IPO), 90 days non-listed IPO, 40 days non-reporting follow-on, and zero days reporting-issuer follow-on
• The stale prospectus rule: past 9 months from effectiveness, financials must be no more than 16 months old