Series 79 || Already Passed.
Financial maintenance covenants require borrower to... correct answers maintain or improve its
credit profile by repaying debt and/or growing cash flow
company executives that must participate when seeking a buyer correct answers CEO and CFO
Which of the following transactions in association with the sale of a new issue of securities is
prohibited? correct answers Underwriting group members making allotments to their customers
only if such customers agree to make some comparable purchase in the open market after the
issue is initially sold
The purpose of a lock-up period following an IPO is to correct answers avoid negative
perception of the transaction.
The lead manager in a syndicate is also called the correct answers Book-runner
The regulation that requires the appointment of an independent fiduciary to act on behalf of
bondholders and periodic filing of financial information by corporate issuers is correct answers
The Trust Indenture Act of 1939
To maintain eligibility for a Regulation A exemption from SEC registration requirements, issuers
must correct answers limit issue to $5mm in size and provide investor disclosure through
offering circular
djia correct answers industrial, financial services, computer and retail
Which of the following debt instruments is always issued at a discount? correct answers Treasury
Bills are always issued at a discount and mature to their face value, as they are zero coupon
securities. All zeroes are issued at a discount.
Which two of the following presentations does the buyer's financial adviser typically provide
during an auction's second round in helping prepare a bid? correct answers The preliminary
valuation analysis for the buyer's management team
and
The board presentation on the M&A opportunity and financial analysis
In an M&A process, who typically leads bid evaluation at the end of the first round and presents
a recommendation on which buyers should proceed further in the process? correct answers
Investment bankers
During an applicable Regulation M restricted activity period, an issuer is restricted from all of
the following activities EXCEPT correct answers completing odd lot transactions in a covered
security
In which context is a fairness opinion typically rendered? correct answers M&A transaction
, During the second round of a M&A sale, the buy-side adviser typically performs all of the
following analyses for its client EXCEPT correct answers Detailed study of the target's
manufacturing processes and software applications
Under most circumstances a general securities firm is required to have a minimum of correct
answers 2 principals
A registration statement filed under the Securities Act of 1933 must disclose the names of
investors who own more than correct answers 10% of any class stock
When is a Schedule 14D-9 required to be filed? correct answers Within 10 business days of
Schedule TO filing
In financial markets, the risk created by volatility in stock prices, bond prices, currency rates,
interest rates and dividends are most often hedged with transactions in correct answers
derivatives
Rules against manipulation in the secondary market sale of exempt securities are addressed in
correct answers The Securities Exchange Act of 1934
Broker Dealer A receives an indication of interest of 3 million shares for an institutional investor.
The investor ultimately is notified that it will receive 1 million shares but decides NOT to accept
the allocation, returning the shares to the underwriter. Which of the following would not be a
permissible activity with these returned shares, provided that they are trading at a premium?
correct answers Hold the shares in their investment account for at least 90 days and then sell
them.
Which company would likely have the lowest Operating Leverage? correct answers An artisanal
mayonnaise company
(The pharmaceutical and software companies would have high R&D expenses and hence high
fixed costs. Similarly, launching satellites is an expensive fixed cost. On the other hand,
producing artisanal mayonnaise is likely to be labor intensive and therefore would have high
variable costs. High operating leverage means high fixed costs.)
The Final Bid Procedures Letter typically requires that prospective bidders submit all of the
following in writing as part of their final bid EXCEPT correct answers Proof of receipt of
relevant HSR and other regulatory approvals
In an auction process, a re-trade occurs when correct answers the bidder re-bids at a later point in
the process at a lower price
All of the following could result in statutory disqualification of a registered representative
EXCEPT correct answers A felony drug charge 15 years ago
Financial maintenance covenants require borrower to... correct answers maintain or improve its
credit profile by repaying debt and/or growing cash flow
company executives that must participate when seeking a buyer correct answers CEO and CFO
Which of the following transactions in association with the sale of a new issue of securities is
prohibited? correct answers Underwriting group members making allotments to their customers
only if such customers agree to make some comparable purchase in the open market after the
issue is initially sold
The purpose of a lock-up period following an IPO is to correct answers avoid negative
perception of the transaction.
The lead manager in a syndicate is also called the correct answers Book-runner
The regulation that requires the appointment of an independent fiduciary to act on behalf of
bondholders and periodic filing of financial information by corporate issuers is correct answers
The Trust Indenture Act of 1939
To maintain eligibility for a Regulation A exemption from SEC registration requirements, issuers
must correct answers limit issue to $5mm in size and provide investor disclosure through
offering circular
djia correct answers industrial, financial services, computer and retail
Which of the following debt instruments is always issued at a discount? correct answers Treasury
Bills are always issued at a discount and mature to their face value, as they are zero coupon
securities. All zeroes are issued at a discount.
Which two of the following presentations does the buyer's financial adviser typically provide
during an auction's second round in helping prepare a bid? correct answers The preliminary
valuation analysis for the buyer's management team
and
The board presentation on the M&A opportunity and financial analysis
In an M&A process, who typically leads bid evaluation at the end of the first round and presents
a recommendation on which buyers should proceed further in the process? correct answers
Investment bankers
During an applicable Regulation M restricted activity period, an issuer is restricted from all of
the following activities EXCEPT correct answers completing odd lot transactions in a covered
security
In which context is a fairness opinion typically rendered? correct answers M&A transaction
, During the second round of a M&A sale, the buy-side adviser typically performs all of the
following analyses for its client EXCEPT correct answers Detailed study of the target's
manufacturing processes and software applications
Under most circumstances a general securities firm is required to have a minimum of correct
answers 2 principals
A registration statement filed under the Securities Act of 1933 must disclose the names of
investors who own more than correct answers 10% of any class stock
When is a Schedule 14D-9 required to be filed? correct answers Within 10 business days of
Schedule TO filing
In financial markets, the risk created by volatility in stock prices, bond prices, currency rates,
interest rates and dividends are most often hedged with transactions in correct answers
derivatives
Rules against manipulation in the secondary market sale of exempt securities are addressed in
correct answers The Securities Exchange Act of 1934
Broker Dealer A receives an indication of interest of 3 million shares for an institutional investor.
The investor ultimately is notified that it will receive 1 million shares but decides NOT to accept
the allocation, returning the shares to the underwriter. Which of the following would not be a
permissible activity with these returned shares, provided that they are trading at a premium?
correct answers Hold the shares in their investment account for at least 90 days and then sell
them.
Which company would likely have the lowest Operating Leverage? correct answers An artisanal
mayonnaise company
(The pharmaceutical and software companies would have high R&D expenses and hence high
fixed costs. Similarly, launching satellites is an expensive fixed cost. On the other hand,
producing artisanal mayonnaise is likely to be labor intensive and therefore would have high
variable costs. High operating leverage means high fixed costs.)
The Final Bid Procedures Letter typically requires that prospective bidders submit all of the
following in writing as part of their final bid EXCEPT correct answers Proof of receipt of
relevant HSR and other regulatory approvals
In an auction process, a re-trade occurs when correct answers the bidder re-bids at a later point in
the process at a lower price
All of the following could result in statutory disqualification of a registered representative
EXCEPT correct answers A felony drug charge 15 years ago
