Chapter 5 Practice Questions
- 1. A well-known seasoned issuer must meet which of the following requirements?
- I. Has a worldwide public float of at least $1 billion in common equity or has issued at least $1 billion in nonconvertible securities other than common equity in prior three years
- II. Is not a subsidiary of another corporation
- III. Is eligible to use Form S-3 or Form F-3
- IV. Is not a registered investment company
- A. I and II only
- B. II and III only
- C. III and IV only
- D. I and III only
- 2. Unstable Isotopes Inc. is a seasoned issuer planning a follow-on public offering. Under what circumstances may Unstable Isotopes or its distribution participants use a free writing prospectus?
- A. At any time after the registration statement has been filed, regardless of whether the FWP is preceded or accompanied by or links to a preliminary prospectus
- B. At any time after the registration statement has been filed, provided the FWP is preceded or accompanied by or links to a preliminary prospectus
- C. Either after the registration statement has been filed or before the registration statement has been filed, if certain SEC conditions are met
- D. At any time after the registration is declared effective, provided the FWP is preceded or accompanied by or links to the final prospectus
- 3. MegaHuge corporation is a seasoned issuer. MegaHuge files a shelf registration statement. Assuming the information in the registration statement does not change materially, and MegaHuge does not file a new registration statement at any time after it files the shelf registration, for how long after the effective date may MegaHuge offer shares under the shelf registration?
- A. One year
- B. Two years + 90 days
- C. Three years
- D. Three years + 180 days
- 4. Each of the following communications qualifies for an exemption or safe harbor fr