Preliminary Prospectus (Red Herring)
The preliminary prospectus is the prospectus that is filed with the SEC for review, and the issuer must file five copies of it prior to first use. It contains almost all the same information as the final prospectus; however, it does not contain the public offering price, which is typically set the night before the offering. The detailed information that is included on the final prospectus is identical to that included in Part I of the registration statement, which is described in the previous section.
Once filed, the SEC has 20 calendar days to determine whether the document has the necessary and proper disclosure. If the SEC finds that the preliminary prospectus contains material omissions or misleading information, it will issue a stop order and suspend the process to wait for a rewrite. The issuer will then file an amendmen