Series 79: 8.3.3. Prospectus Rules And Electronic Road Shows

8.3.3. Prospectus Rules and Electronic Road Shows

Other written materials besides the preliminary prospectus may be distributed as part of a road show presentation. Such materials are exempt from being filed as free writing prospectuses if all of the following conditions are met. Otherwise, they must be filed as FWPs.

• The materials must be shown or handed out at the presentation itself. (So for example, the materials could not be emailed to the attendees in advance.)

• The materials must be collected from the attendees at the end of the presentation.

• In the case of an IPO, a bona fide electronic road show must be held alongside the traditional road show.

A bona fide electronic road show is a presentation by the issuer’s management that meets all of the following criteria:

• It covers the same topics a