Rule 144A Exchange Offer

A transaction in which one class of securities that were issued in a private placement are exchanged for another, unusually almost identical, class of securities, in a transaction registered with the SEC on a Form S-4 Registration Statement.³

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EBITDA

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Definitioner

SEC

The United States Securities and Exchange Commission charged with regulating all sales of corporate securities.⁷

Form S-4

Type of Registration Statement under which public company mergers and security exchange offers may be registered with the SEC.³

Securities

Includes all types of equity and debt instruments and rights in and to them.³

Registration

The SEC’s review process of all securities intended to be sold to the public. The SEC requires that a registration statement be filed in conjunction with any public securities offering. This document includes operational and financial information about the company, the management, and the purpose of the offering. The registration statement and the prospectus are often referred to interchangeably. Technically, the SEC does not “approve” the disclosures in prospectuses.³

INFOGRAPHICS

INFOGRAPHICS

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