Series 79 - Ch 2 with answers graded A+

Series 79 - Ch 2 VC - correct answer Funds or wealthy individuals who provide seed capital for new businesses. PE - correct answer Funds or wealthy individuals who provide capital to more established businesses (most amount of ownership given up). PIPE - correct answer Where an existing public company raises additional equity capital by doing a private placement (value of stock typically goes down once this is announced because there are more shareholders). Piggyback Registration Rights - correct answer These investors want the ability to register and sell their securities (of a private company) when the issuer conducts a public offering - so you can sell your shares when the company goes public. Demand Registration Rights - correct answer These require the issuer to file a registration statement that covers a potential sale under certain conditions. Securities Act of 1933 - correct answer Regulates new issues and underwriting processes and provides full and fair disclosure; prevent fraud in new issue sales. SEC no approval clause - correct answer SEC does not judge investment merit (it reviews completeness). Form S-1 - correct answer Registration form used for most IPO's and for issuers that are not eligible for S-3 (F-1). Form S-3 - correct answer The minimum requirements to use this form are (F-3): - $75MM of public float in voting and non-voting common equity. - Having filed reports under the 1934 Act for a minimum of 12 months.