Prospectus

Definition:

Formal legal document that must be given to investors prior to any: (i) sale of securities in an SEC-registered offering; or (ii) Public Offering or certain other offerings in an EU Member State and/or the United Kingdom pursuant to the EU Prospectus Regulation and/or the UK Prospectus Regulation. The Prospectus formal should contain all the information necessary to enable an investor to make a reasonable and informed investment decision.

In SEC-registered offerings, potential investors (and the SEC upon receipt of the Registration Statement) first receive a Preliminary Prospectus (also known as a Red Herring), which contains all the information regarding the issuer and the securities to be issued, except for the price and number of securities. Following the declaration of effectiveness by the SEC and the Pricing period, the Prospectus is then distributed to the investors as a Final Prospectus with details of the price and number of securities.

See also Offering Document, Offering Memorandum, Preliminary Prospectus, Pink Herring, and Red Herring.

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