Job Function 1 Flashcards

New Issues Market & Communications with the Public (44 cards)

1
Q

What is the role of selling group members in a municipal bond issue?

A

Selling group members earn a commission on each sale they make and have no financial commitment.

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2
Q

What do selling group members receive for each sale they make?

A

Selling concession (a commission).

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3
Q

What happens to unsold bonds by selling group members?

A

They return any unsold bonds to the syndicate member.

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4
Q

What is the order period in the context of a municipal bond issue?

A

A short time following the award of a municipal issue to the winning syndicate for order allocation.

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5
Q

How are orders allocated during the order period?

A

In accordance with the priority defined in the syndicate letter.

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6
Q

What is the largest portion of the spread in a municipal bond issue?

A

The concession.

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7
Q

Can investors place orders for a new municipal bond issue before it is awarded?

A

Yes, they can place presale orders.

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8
Q

What is the priority of presale orders in a municipal bond issue?

A

They have the highest priority in terms of allocation.

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9
Q

How is the takedown shared among syndicate members for presale orders?

A

Proportionately based on their participation.

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10
Q

Can an underwriting syndicate have more than one manager?

A

Yes, it may have more than one manager.

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11
Q

What are the shares being offered in an IPO termed before issuance?

A

Authorized shares.

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12
Q

What happens to shares after they have been issued?

A

They become issued stock.

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13
Q

What do shares become if they are purchased back by the corporation?

A

Treasury stock.

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14
Q

What are outstanding shares?

A

Issued shares that have not been repurchased as treasury stock.

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15
Q

True or False: A new issue of common stock has been filed with the SEC, and a final prospectus can be found on the SEC website. This information has been given to a customer interested in the securities. In this instance, the access-equals-delivery requirements regarding that prospectus have not been met, as a prospectus must always be physically delivered.

A

False:
A prospectus must precede or accompany a security for sale and will be deemed so if the final prospectus has been filed with the SEC. Because prospectuses filed with the SEC can be viewed on the SEC website, the access-equals-delivery requirement is satisfied.

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16
Q

What must precede or accompany a security for sale?

A

A prospectus

A prospectus provides important information regarding the investment offering.

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17
Q

Where can a final prospectus be viewed?

A

On the SEC website

The SEC (Securities and Exchange Commission) provides access to filed prospectuses online.

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18
Q

What is the access-equals-delivery requirement?

A

The requirement that a prospectus must be accessible to investors when a security is offered for sale

This requirement ensures that investors have the necessary information before making an investment decision.

19
Q

Fill in the blank: A prospectus will be deemed delivered if the final prospectus has been _______.

A

filed with the SEC

20
Q

True or False: A physical delivery of a prospectus is always necessary.

A

False

The requirement can be satisfied through electronic access if the prospectus is filed with the SEC.

21
Q

What is Rule 144 of the Securities Act of 1933 primarily concerned with?

A

The resale of restricted and control securities.

22
Q

True or False: Rule 144 provides a safe harbor for the resale of securities without registration.

23
Q

Fill in the blank: Rule 501 defines the term __________ in relation to accredited investors.

A

accredited investor.

24
Q

What are the two main categories of securities covered under Rule 144?

A

Restricted securities and control securities.

25
Multiple Choice: Which of the following is NOT a requirement of Rule 144? A) Holding period, B) Current public information, C) Minimum purchase price, D) Volume limitations.
C) Minimum purchase price.
26
What is the holding period for restricted securities under Rule 144?
Typically 6 months for reporting companies and 1 year for non-reporting companies.
27
True or False: FINRA Rule 5130 deals with the sale of new issues to certain categories of investors.
True.
28
What does FINRA Rule 5130 prohibit?
The sale of new issues to certain restricted persons.
29
Short Answer: Who qualifies as an accredited investor under Rule 501?
Individuals with a net worth of over $1 million or annual income exceeding $200,000.
30
Multiple Choice: Which of the following is a key purpose of Rule 144? A) To promote public companies, B) To provide liquidity for certain investors, C) To restrict trading of all securities, D) To eliminate insider trading.
B) To provide liquidity for certain investors.
31
What is the definition of 'total takedown' in municipal underwriting?
Total takedown refers to the total amount of bonds that an underwriter purchases from an issuer in a municipal bond offering.
32
True or False: A concession in municipal underwriting is the fee that underwriters receive for their services.
True
33
Fill in the blank: The __________ is an additional amount that may be taken down by the underwriter to cover expenses beyond the initial concession.
additional takedown
34
What is the primary purpose of the concession in municipal underwriting?
The primary purpose of the concession is to compensate the underwriter for their role in marketing and selling the bonds.
35
Multiple Choice: Which of the following best describes 'additional takedown'?
An amount taken by the underwriter to cover extra costs associated with the bond issuance.
36
Which of the following terms refer to municipal bond underwritings? A. Standby B. Best efforts C. Preliminary prospectus. D. Firm commitment.
A) II and IV Negotiated municipal underwritings can be performed on a firm commitment, best efforts, or all-or-none basis. Standby underwritings are used only for corporate underwritings. In a municipal underwriting, the issue is described in the official statement or, if prepared, a preliminary official statement.
37
True or False) The spread in a municipal underwriting is the difference between the takedown price and the reoffering price.
False: The spread in a municipal underwriting is the difference between the bid and production (the price at which the bonds are reoffered to the public).
38
* Undivided liability to purchase securities from the issuer * Undivided responsibility for securities that remain unsold
an underwriter's financial liability if a syndicate is established as an Eastern account
39
What must members and their associated persons avoid regarding new issues?
Taking advantage of their insider status to gain access to new issues for personal benefit
40
Who is responsible if a registered representatives violates rules in place to protect the investing public regarding new issues of securities.
Member firms, designated supervisors, and registered representatives
41
Are member firms and employees allowed to buy a new equity issue at the public offering price?
No, they are prohibited from doing so
42
What factors does FINRA consider in determining the fairness of underwriting compensation? List at least three.
* Size of the offering (total dollar amount) * Type of commitment (firm commitment or best efforts) * Type of securities (i.e., stocks or bonds) * Form of compensation (i.e., cash or stock) * Total value of all forms of compensation * Underwriter's relationship to the issuer * Potential conflicts of interest
43
Fill in the blank: Member firms and employees are prohibited from buying a new equity issue at the _______.
public offering price
44
the difference between an offering price and the proceeds to an issuer
an underwriting spread