Available to Registered Reps.

Represents the Highest Bid & Lowest Asking Price

Prices not guaranteed.

INSIDE MARKET ONLY

Available to NASD-approved subscribers.

Provides current quote and quote size.

Must guarantee firm quote of 100 shares.

Provides subscribers with all services of 1 and 2.

Allows market makers to

update their quotes.

All-Or-None Underwritings

Applies to OTC Secondary market transactions in non-exempt securities.

Becomes a Limit order when triggered.

Occurs AT or BELOW stop limit price.

Pertains to SECONDARY mrkts. Regulates sale of control and restricted securities (owned by directors/officers of a company)

Stipulates holding period, quantity limits,

manner of sale, & filing procedures.

Protects stockholders of any company that proposes to reorganize its ownership structure.

MUST be sent FULL Disclosure (Proxy Statement)

Reclassification

Merger

Consolidation

Transfer of Assets

Offerings that take place entirely in one state are exempt from Registration when:

1. Issuer's OFFICE/80% INCOME in state.

2. 80% of ASSETS are in state.

3. 80% OFFERING PROCEEDS in state.

4. Broker/Dealer as underwriter has office in state.

5. All PURCHASERS are residents in state

SEC does NOT require registration of an offering if it's privately placed w/

ACCR investors or

Maximum: 35 NON-ACCR investors

1. Concession

2. Underwriting Fee

3. Mananger's Fee

After holding shares FULLY paid for ONE year.

Can sell the greater of 1% total shares Outstanding

or Weekly Average of prior 4 wks trades

After TWO yrs, no Restrictions

The date a security trades, minus a dividend.

Orders entered BELOW market will be reduced.

(Buy Limit, Sell Stop, Sell Stop Limit)

Securities Act of 1933

Dealer acts as a principal in a transaction. (Takes ownership of assets and is exposed to inventory risk)

Agent facilitates a transaction on behalf of a client.

Securities in a Margin Account used as collateral for money loaned from a brokerage.

B/D are allowed to Hypothecate customer securities up to 140% of the Customer's DEBIT BALANCE. 

Short-Term Yields are HIGHER

than Long-Term Yields. 

Investors Buying Long-Term Bonds &

Selling Short Term Bonds.

When IR's decline, investors want to lock current rates by buying Long-Term debt. Increased demand increases the price & causes Yield on Long-Term debt to FALL.

Selling Short-Term debt depresses prices, causing Yield on Short-Term debt to RISE. 

1. Transferring Rights to Family

2. Selling at the Market

3. Exercising Rights

Rights MAY NOT be redeemed for Cash 

The Underwriter agrees to purchase the portion of the new securities issue that remains after a public offering.

Used with Rights Offerings.

Standby would never be used with Municipal Bond offerings since stock is not issued. 

T+3 (3rd Business Day after the TRADE date)

Settle next business day after Trade.

Money Market Securities transactions

settle Same-Day.

Cash Settlements 

An investment company.

1. NOT actively managed

2. NO Board of Directors (BOD)/Investment Advisor

3. NOT Traded in the Secondary Market (must be redeemed by Trust

4. Are Investment Companies: Defined under

Investment Company Act of 1940 

Open-End Investment Company/

Mutual Fund

Does not specify the # of shares it will issue. Can raise unlimited amount of capital by issuing new shares.

Must redeem shares 

Can ONLY issue Common Stock

Investors purchase shares from the co. at the

Public Offering Price (POP).

Invest in stocks of companies whose business are growing rapidly.

Tend to reinvest profits for research & developement instead of paying dividends.

Focused on generating capital gains

rather than income. 

Stresses current income over growth.

Invests in stocks of companies w/ long histories of 

Dividend Payments

(Utility company, Blue-Chip stock & Preferred Stock) 

Assets (cash + current value of securities) - Liabilities

NAV/Share = Fund's NAV/ # Outstanding Shares 

Requires a fund to distribute at least 90% of its net investment income to shareholders. The fund then pays taxes only on the undistributed 10%.

If the fund distributes 89%, it pays taxes on 100% of net investment income.

Set by the Board of Directors.

The Day AFTER the Record Date 

Can Issue more than one class of securities

(including Debt & Preferred Stock)

Can only issue ONE class of voting stock -

COMMON STOCK

(NO sr. securities like Preferred Stock) 

Displays trading interest at the Best price as well as the next 4 price levels (5 levels total) on bot the

Bid and Offer sides.

Increases Market Transparency

to allow for better Trading Decisions. 

Exempt from Registration with the SEC.

New Issue to ACCREDITED Investors and a

Maximum of 35 NON-ACCREDITED Investors 

Conversion Ratio

 &

Parity Price 

Conversion: Par Value / Conversion Price

Parity: Market Price / Conversion Ratio 

Bids are made by entities other than primary dealers.

Any amount remaining is auctioned to Primary Dealers with the Highest Bid (Lowest Yield) filled first.

Employees of 501(c)3 and 403(b):

• Charities,
• Religious Groups,
• Sports Organizations
• School Systems

Includes all the information necessary for a Dealer to make a bid (COMPETITIVE) on an issue.

1. Size of the Offering
2. Maturity Dates
3. Date/Time/Place of Sale 

Investment for Profit with management by a 3rd Party. An element of Risk must be present.

Variable Annuity

Options 

Makes debt instruments more marketable.

Allows the issuer to pay slightly lower interest rates. 

OTC market is a Negotiated Market (market makers bargain during the trade).

Stock Exchanges like NYSE are Auction Markets.

Value is dependent on the value of another security.

Equity Option: Underlying stock

CMO: Underlying Mortgages

Private purpose bonds.

Interest could subject the holder to

Alternative Minimum Tax (AMT).