well-known seasoned issuer (WKSI) (2024)

FAQs

Who is a well-known seasoned issuer? ›

To qualify as a WKSI, a company must have timely filed periodic reports for 12 months, not defaulted on any debts or long-term leases, have over $700 million in public float, and have issued more than $1 billion in non-convertible debt securities in primary offerings.

Under Securities Act Rule 405, a WKSI is an issuer that meets the registrant requirements of Form S-3 or Form F-3 and either: (1) “as of a date within 60 days of determination date, has a worldwide market value of its outstanding voting and non-voting common equity held by non-affiliates of $700 million or more”; or (2 ...

Expiring Shelf Registration and Loss of WKSI status. If at the time of filing a replacement shelf due to the expiration of the existing shelf, a company's public float has decreased to the point it will no longer be considered a WKSI, the company can continue to use the expiring automatic shelf for a grace period.

A seasoned issuer is any issuer that is eligible to use a Form S-3 or Form F-3 to register primary offerings. [Last updated in February of 2022 by the Wex Definitions Team] ACADEMIC TOPICS. law and economics.

The credit card issuing bank or issuer, as the term goes, refers to the banks that issue credit cards. The name of the bank which issued your card can usually be found displayed prominently on the front of your credit card.

a person acted in conformity with his or her character, Rule 405. allows proof of character only by reputation and opinion," and. not through specific instances of conduct.24. In United States v.

Under clause (2) of the definition of ineligible issuer in Rule 405 of the Securities Act, an issuer shall not be an ineligible issuer if the Commission determines, upon a showing of good cause, that it is not necessary under the circ*mstances that the issuer be considered an ineligible issuer.

Question: Under Rule 405(a)(2) of Regulation S-T, a filer may submit its first Interactive Data File (or first Interactive Data File containing or required to contain, whichever first occurs, detail-tagged footnotes or schedules) within a 30-day grace period by amending the form to which the interactive data relates — ...

One of the requirements for WKSI status that many companies attempt to satisfy is having common equity public float of at least $700 million as of a “determination date.” In the context of filing a 10-K, the determination date is any date within 60 days prior to the filing of its 10-K.

What is an ineligible issuer? ›

The issuers who fall into this ignominious class include issuers that have failed to file required reports during the preceding 12 months; shell or “blank check” companies (defined as development stage companies with no specific business plan) and issuers of penny stock;\ issuers that have declared bankruptcy; and ...

Rule 415 of the Securities Act, however, provides, “securities may be registered for an offering to be made on a continuous or delayed basis in the future.” That is, Rule 415 creates a carve-out from Section 5's requirement that issuers must file a registration statement to offer securities by allowing issuers to offer ...

Examples of issuers include; Government which issues securities in the form of bonds. In this, light government securities are used in various investment products availed by a government body.

An issuer is a legal entity that develops, registers and sells securities to finance its operations. Issuers may be corporations, investment trusts, or domestic or foreign governments. Issuers make available securities such as equity shares, bonds, and warrants.

An Issuer is a bank or financial institution which provides debit, credit, and prepaid cards to consumers on behalf of payment card schemes. Typical payment card schemes include Visa and Mastercard, for example.

For example, AirBnB's initial public offering (IPO) is an example of an issuer transaction occurring in the primary market. The company raised $3.5 billion after selling over 50 million shares to the public. Once AirBnB's stock was sold in the IPO, its shares began trading in the secondary market between investors.