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FINRA Series 79 Exam Study Guide with Verified Solutions
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FINRA Series 79 Exam Study Guide with Verified Solutions Debt to capitalization ratio use _____________ - Answer️️ -book value, including of equity Green shoe clause - Answer️️ -agreement allowing the underwriters to sell additional shares if demand is high for an offering of securitie...

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  • September 25, 2024
  • 55
  • 2024/2025
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TITLE: EMILLYCHARLOTTE 2024/2025 ACADEMIC PERIOD
OWNER: EMILLYCHARLOTTE
COPYRIGHT STATEMENT: ©2024 EMILLYCHARLOTTE. ALL RIGHTS RESERVED
FIRST PUBLISHED: SEPTEMBER 2024

FINRA Series 79 Exam Study Guide with
Verified Solutions

Debt to capitalization ratio use _____________ - Answer✔️✔️-book value, including of

equity


Green shoe clause - Answer✔️✔️-agreement allowing the underwriters to sell additional

shares if demand is high for an offering of securities;



can be in part or in full

at any price

can allow underwriter to profit

-doesn't need to be approved by underwriter once its disclosed in the prospectus

A company that is not a commercial bank issues a 10-year bond. It is exempt from SEC

registration, regardless how sold. The issuer must be what type of organization? -

Answer✔️✔️-non-profit

Frederick is the CEO of a public company that trades on the OTC Bulletin Board, and

he owns 20,000 shares of stock in the company. He has asked you to calculate how

many shares he can sell during the next three months. What data do you need to give

him an answer? - Answer✔️✔️--total number of shares outstanding




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,TITLE: EMILLYCHARLOTTE 2024/2025 ACADEMIC PERIOD
OWNER: EMILLYCHARLOTTE
COPYRIGHT STATEMENT: ©2024 EMILLYCHARLOTTE. ALL RIGHTS RESERVED
FIRST PUBLISHED: SEPTEMBER 2024
A limit is imposed on the number of control shares an affiliate may sell during any three-

month period. The sale can't exceed the greater of 1% of outstanding shares in the

same class or the average reported weekly trading volume during the four weeks

preceding the sale. However, trading volume is not considered for securities that trade

on the OTC Bulletin Board or through OTC Pink.

Only __________ are permitted to use free writing prospectuses during the pre-

registration period. In the cooling off period (______________________) FWPs may be

used by _________, _________, __________, and _________________ issuers.

______________ may never use FWP's. - Answer✔️✔️-1.) WKSI's

2.) After the registration is filed

3.) WKSI's, seasoned, unseasoned, nonreporting

4.) Ineligible

Limited partnership interests are typically regulated as _______________ - Answer✔️✔️-

securities, under federal and state laws

The Securities Exchange Act of 1934 defines insiders as - Answer✔️✔️-officers,

directors, and owners of more than 10% of the outstanding stock of a corporation

A syndicate is distributing securities of Worldwide Telecom Inc., a company with an

average daily trading volume (ADTV) of $9 million and a public float of $60 million. For

an underwriter, when does the Regulation M restricted period begin and end? -

Answer✔️✔️-begins: day before pricing the offering;




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,TITLE: EMILLYCHARLOTTE 2024/2025 ACADEMIC PERIOD
OWNER: EMILLYCHARLOTTE
COPYRIGHT STATEMENT: ©2024 EMILLYCHARLOTTE. ALL RIGHTS RESERVED
FIRST PUBLISHED: SEPTEMBER 2024
ends: when the distribution is complete

ABC Securities is participating in an underwriting for Bright Leaf, Inc., a public company.

ABC also serves as a market maker for Bright Leaf and owns a block of its stock. Does

it have a conflict of interest? - Answer✔️✔️-Only if it owns at least 10% of the outstanding

common stock

Are crowdfunding issuers required to update any material changes in the information

contained in their Form C disclosures filed with the SEC? If so, when? - Answer✔️✔️-

Yes, at least twice over the course of an offering



1.) Within five business days of reaching 50% of the company's target raise

2.) within five business days of reaching 100% of the company's target raise

FINRA Rule 5150 - Answer✔️✔️-Fairness Opinions

When rendering fairness opinion, firm must disclose:

-contingent fees

-material relationship for compensation within past 2 years with any party involved in the

transaction

-independent verification for information that the opinion is reliant on

-use of fairness committee

-insider compensation (fairness of compensation to any insider of the client company

relative to compensation to public shareholders or employees




3/55

, TITLE: EMILLYCHARLOTTE 2024/2025 ACADEMIC PERIOD
OWNER: EMILLYCHARLOTTE
COPYRIGHT STATEMENT: ©2024 EMILLYCHARLOTTE. ALL RIGHTS RESERVED
FIRST PUBLISHED: SEPTEMBER 2024
An investment banking firm is receiving a fee of $25,000 for writing a fairness opinion

and providing other advice pertaining to an M&A transaction. In which case must the

amount of the fee be disclosed? - Answer✔️✔️-In no case

The ratio of current assets to current liabilities is most commonly known as the -

Answer✔️✔️-current ratio

Price to Book Value Calculation - Answer✔️✔️-(stock price x outstanding shares) /

(shareholders equity - goodwill)

Rule 139 exclusion is available for - Answer✔️✔️-The Rule 139 exclusion is available

only for research coverage that is ongoing and does not represent a broker dealer's

initial coverage on the issuer or its securities.

two main exemptions that an underwriter may claim as defense against a civil suit

alleging an untrue statement in a registration - Answer✔️✔️--"reasonable investigation

and grounds for belief"

-"lack of knowledge"

Which of the following categories of filers must file their Form 10-Q within 40 calendar

days?

I. Large accelerated filer

II. Non-accelerated filer

III.Small accelerated filer

IV. Accelerated filer - Answer✔️✔️-I and IV



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