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46 Cards in this Set
- Front
- Back
- 3rd side (hint)
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INVESTMENT BANKING FIRM
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ADVISED THE ISSUING COMPANY AND UNDERWRITES THE ISSUE
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MANGING OR LEAD UNDERWRITER
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UNDERWRITER WHO PUTS A SYNDICATE TOGETHER
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SYNDICATE
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GROUP OF UNDERWRITERS EACH RESPONSIBLE FOR SELLING A PORTION OF SECURITIES
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UNDERWRITER
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A BROKER-DEALER WHO HELPS THE ISSUER BRING SECURITIES TO PROSPECTIVE BUYERS
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SELLING GROUP
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BROKERAGE FIRM THAT THE SYNDICTE HIRES TO HELP SELL SECURITIES
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ORDER OF PERSONS INVOLVED IN ISSUING
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1 ISSUING CORP
2 INVESTMENT BANKING FIRM 3 MGT/LEAD UNDERWRITER 4 SYNDICATE OF UNDERWRITERS 5 SELLING GROUP |
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SPREAD =
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PUBLIC OFF PRICE - PRICE PAID TO ISSUER
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TAKEDOWN =
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SPREAD-MGT FEE
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ADDITIONAL TAKEDOWN
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TAKEDOWN-CONSESSION
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BLUE SKY LAW
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CORPORATION WILL REGISTER WITH THE STATE
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SYNDICATE
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GROUP OF UNDERWRITERS, EACH RESPONSIBLE FOR SELLING A PORTION F THE SECURITIES
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UNDERWRITER
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A BROKER-DEALER WHO HELPS THE ISSUER BRING SECURITES TO PROSPECTIVE BUYERS
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SELLING GROUP
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BROKERAGE FIRM THAT THE SYNDICATE HIRES TO HELP SELL SECURITIES
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SPREAD =
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PUBLIC OFFERING PRICE - PRICE PAID TO ISSUER
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TAKEDOWN
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SPREAD - MANAGEMENT FEE
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ADDITIONAL TAKEDOWN
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TAKEDOWN - CONCESSION
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STEPS TO REGISTERING SECURITIES
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1.REGISTER WITH SEC
2. ISSUANCE OF PRELIMINARY PROSPECTUS OR RED HERRING TO GIVE MORE INFO ABOUT THE OFFER 3. FORMING THE UNDERWRITING GROUP OR SYNDICATE 4. ISSUING CO AND UNDERWRITERS MEET TO FORMALIZE AGREEMENTS (DILIGENCE MEETING) 5. MEETING "BLUE SKY LAWS" REQUIREMENTS, THE CORPORATION WILL REGISTER WITH THE STATES 6. PUBLIC OFFERING WITH FINAL PROSPECTUS |
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3 WAYS A COMPANY CAN REGISTER WITH A STATE
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1. COORDINATION...
FILES WITH THE SEC. SEC HELP FILE STATE 2. QUALIFICATION... SECURITY IS EXEMPT FROM FILING WITH SEC BUT MUST FILE WITH STATE 3. NOTIFICATION... ESTABLISHED COMPANIES WHO HAVE FILED BEFORE WITH A STATE CAN RENEW THEIR APPLICATION |
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AUTHORIZED SHARES
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= ISSUED + HELD BACK
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ISSUED SHARES
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= TREASURE STOCK + OUTSTANDING
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COMMON STOCK HOLDERS RIGHTS
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1. ACCESS TO CORP BOOKS
2. VOTING RIGHTS 3. DIVIDENDS RIGHTS 4. PREEMPTIVE RIGHTS 5. RESIDUAL CLAIM ON CORP ASSETS |
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COMPANIES SPLIT STOCKS TO...
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MAKE THE INVESTMENT MORE AFFORDABLE AFTER MARKES PRICES RISE
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FORWARD SPLIT
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CREAT MORE SHARES /DECREASE IN PRICE EX: 2 FOR 1 OF $100 SHARES = 200 SHARES @$25
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REVERSE SPLIT
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INCREASE PRICE / DECREASE SHARES
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ALTHOUGH SPLITS AFFECT THE NUMBER OF VOTES AND INVESTOR HOLDS, THE % OF VOTES AND VOTING POWER REMAINS THE SAME BECAUSE OTHER HAD THE SAME OFFER...PAGE 43/101 WAYS
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STOCK DIVIDEND
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NON TAXABLE
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CASH DIVIDEND
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TAXABLE AND DECREASES THE VALUE OF THE STOCK. EXAMPLE...10% STOCK DIV OF 500 STOCKS AT $10 A SHARE WILL RESULT IN OWNERSHIP OF 550 STOCKS AT $9.09 A SHARE
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FORWARD SPLIT
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SHARES INCREASE / PRICE DECREASE
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REVERSE SPLIT
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PRICE INCREASE / SHARES DECREASE
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RECORD DATE
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TO RECEIVE DIVIDENDS, MUST BUY AT LEASE 3 BUSINESS DAYS BEFORE THE 'RECORD DATE"..(PURCHASE TAKES 3 DAYS TO SETTLE)
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VALUE OF RIGHT =
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MKT PRICE -SUBSCRIPTION PRICE / NUMBER OF RIGHTS TO PURCHASE ONE SHARE
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EX-DATE =
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FIRST DATE A STOCK TRADES WITHOUT THE RIGHT
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PREFERRED STOCK****SECTION
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PREFERRED STOCK****SECTION
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PREFERRED STOCK HOLDERS
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***NO*** VOTING RIGHTS
***NO*** VOTING RIGHTS |
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PREFERRED RIGHTS
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1. CASH DIVIDENDS REGULARY
2. PAID BACK BEFORE COMMON STOCK HOLDERS INCASE OF BANKRUPTCY |
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PREF STOCKHOLDERS DIVIDENDS ARE BASED ON THEIR PAR VALUE OR FAXE VALUE AT ISSUANCE OF THE STOCK
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PREFERRED STOCK TYPES
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1. STRAGHT PREFERRED
RECEIVES NO ACCUMULATION OF DIVIDEND IF ISSUER DOES NOT PAY DIVIDEND |
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2. CUMULATIVE PREF. STOCK
IF DIVIDEND IS NOT PAID, IT ACCULULATES AND IS OWED |
3. CONVERTIBLE PREF
CAN BE TRADED FOR COMMON STOCK AT ANYTIME.....CONV RATIO = PAR VALUE / CONVERSION PRICE |
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4. CALLABLE PREF
THE ISSUER HAS THE RIGHT TO BY BACK AT ANY TIME |
PARTICIPATING PREF...
INVESTOR RECEIVES COMMON STOCK DIVIDEND |
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PRIOR OR SENIOR PREF STOCK
THE INVESTOR RECIEVES BEFORE OTHER PREF STOCKHOLDERS |
ADJUSTABLE /FLOATING RATE PREF...
THE DIVIDEND RATE OF STOCK IS RESET EVERY 6 MONTHSIN LINE WITH MARKET INTEREST RATES. |
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WARRANT =
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THE RIGHT TO BY A STOCK AT A SET PRICE STATED IN THE WARRANT. WARRANTS ARE USED TO MAKE STOCK PURCHASE MORE ATTRACTIVE TO BUYERS
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***IDEAL CLIENT****
ONE WHO CAN BEAR THE POTENTIAL LOSSES AND UNDERSTANDS THE LOSSES CAN ERODE THE PRINCIPAL. LOSSES AND GAINS ARE UNLIMITED. |
COMMON AND PREFERRED ARE EQUITY SECURITIES SO ARE ADR'S AND WARRANTS
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***DEBT INSTRUMENTS***
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****DEBT INSTRUMENTS***
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WHEN A COMPANY DOES NOT WANT TO RELINQUISH OWNERSHIP..IT ISSUES BONDS!!!
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BONDS ARE DEBT INSTRUMENTS. THEY ACT AS LOANS TO THE CORPORATION TO BE REPAID LIKE A DEBT
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THE HOLDER IS GUARANTEED PAYMENT OF THE PRINCIPAL AND RECEIVES INTEREST ON THEIR INVESTMENT
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EITHER A COMPANY OR GOVERNMENT INSTITUTION ISSUES A BOND!!!
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CORPORATIONS ISSUE BONDS TO RAISE CAPITAL TO OPERATE OR EXPAND
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GOVERNMENTS ISSUE BONDS TO PAY FOR PUBLIC WORKS PROJECTS
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BOND INDENTURE AGREEMENT SPECIFIES...
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PAR VALUE, COUPON RATE, MATURITY COLLATERAL AND CONVERTIBLE OR CALLABLE FEATURES
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