Corporate Financing and Underwriting Compensation

What this video covers

• The exact filing deadlines for the Public Offering System (POS), and why the 3-business-day clock runs from regulator filing rather than SEC effectiveness
• The 15-business-day alternative deadline for deals not filed with any regulator, and why both paths require a FINRA no-objection letter before any sales commence
• What counts as underwriting compensation beyond cash spreads, including expense reimbursements, warrants, rights of first refusal (ROFR), and finder fees
• The rigid warrant-valuation formula built into the corporate-financing rule, and why volatility and time to expiration are never inputs
• Why compensation must be fair and reasonable, how the percentage cap tightens as deal size rises, and why ROFRs longer than 3 years are flat prohibited regardless of deal size
• The 180-day lock-up on compensation securities, why commencement of sales triggers the clock, and why pledging or hedging during the lock-up is banned
• The distinction between the fixed offering price rule (discipline, no selective discounts) and the selling group disclosure rule (transparency on concessions)