While Initial Public Offerings can provide very high returns, please keep in mind that
they involve potential risks that may not be appropriate for all investors. Preferred
Securities makes certain investments available to its customers but does
not recommend or endorse any particular investment.
As with any investment you make through Preferred Securities, you must
first determine whether a new or secondary issue equity security is consistent with
your investment objectives and risk tolerance.
IPO Frequently Asked Questions (FAQ)
1. What is meant by an Initial Public Offering?
Companies need to raise capital to support current operations, to expand or to
explore new business opportunities. An initial public offering (IPO) of stock is
often the method used to raise a these substantial amounts of cash to implement the
company's growth planning. After an IPO has been filed, a company may still find the
need to raise additional cash and may choose to have a public offering. A Secondary (also
know as follow-on) offering is simply a public offering of new issue equity
securities by a publicly traded company.
Underwriters, such as investment banks, are hired by companies to assist them in
issuing new stock to the public. Underwriters play a crucial role in this process.
First, underwriters provide the company with procedural and financial advice. Next,
they buy the issue. Finally, they resell it to the public. An underwriter's
"value-added" is its ability to gauge the public's receptivity to the new
IPO and to price and place those shares in a prudent manner.
Traditionally, Public Offering shares have been distributed to institutional clients,
Preferred Securities is a one of the leaders in allowing individual investors access to
Public Offerings.
Return to Top
2. How are Initial Public Offering Shares Sold?
The Securities and Exchange Commission (the SEC) requires that companies file
a registration statement with the SEC before they issue public offering shares. This is
done to protect investors. This registration statement contains detailed information about
the issuing company and its business. The SEC will review the registration
statement and an accompanying prospectus to ensure that they conform to certain legal
requirements. Once the SEC has reviewed these documents, the issue can be cleared for
sale (The SEC will neither approve nor disapprove an issue, nor will it guarantee the
accuracy of disclosures, it will only clear it for sale). Only when the issue has been
cleared for sale (when registration has become "effective") can the shares be
priced and firm orders for them be accepted.
During the pre-effective period, when the registration has been filed with the SEC
but the issue has not yet been cleared for sale, interested parties can be provided
with the preliminary prospectus. The preliminary prospectus contains detailed information
about the offering company, the estimated date of issue and the estimated price range
of the issue. During this time interested parties can place indications of interest for
the offering. An indication of interest isnt a firm commitment to buy at this stage.
Only when registration becomes effective and the issue is priced can firm orders be
accepted.
The time between when the issue is cleared for sale, priced and when it begins trading
in the secondary market is typically quite short. To ensure that all customers who
wish to participate are able to enter orders, Preferred Securities will gather all current
indications on our records at the time of pricing and convert them into firm orders for
participation on a "when and if" basis; when the issue is cleared for sale
and if the offerings price is at or less than the limit price indicated.
Accepting indications on a when and if basis has been implemented to accommodate
customers that cannot be reached during the brief window between pricing and
secondary trading. Therefore, when placing your indication of interest please remember
that all open indications that are at or below the offering price will become
firm orders for participation. All indications can be changed or canceled at any time
prior to the time of pricing.
Return to Top
3. How is my eligibility for participation
determined?
To determine if you meet the specific guidelines, please complete the online
Customer Profile for each account. Eligibility will be based on responses to your Customer
Profile regarding your investment objectives, financial background, and possible
affiliations with the issuing company or with a brokerage or banking institution. If
your Customer Profile has been judged ineligible it is because of your responses in
one of these areas. To protect the integrity of the approval process we are unable to
be more specific about individual profiles.
Because the 'Customer Profile' step for participation must be completed on a per issue
basis, it is available only when there are specific offerings available.
You will be notified immediately of your eligibility to participate in this
particular offering upon completion and submission of the
Customer Profile. Eligibility to participate in this particular offering does
not impact your other investing activities at Preferred Securities in any manner.
Return to Top
4. If I am not approved to participate in a
particular public offering can I submit another profile?
It depends. If you have more than one account at Preferred Securities, you can
select another account to participate in the public offering and submit an eligibility
profile for that account. The reason for this is that you may be a registered owner of
several Preferred Securities accounts with different financial objectives. As a result, if
a profile is judged unsuitable for participation, we only restrict that particular
account from participating, rather than all of your accounts. However, this
only applies if you have multiple accounts with different registrations
with Preferred Securities. If you have a single account with Preferred Securities,
then you cannot submit another profile for the same offering or make changes to
the profile once you are restricted from participating.
Return to Top
5. Who is eligible to participate in a Public
Offering at Preferred Securities?
Public offerings are considered speculative investments and can be extremely
volatile. For that reason they are highly regulated. Only U.S. -resident Preferred
Securities customers with access to the Web are eligible to participate in public
offerings.
Return to Top
6. How do I invest in public offerings through
Preferred Securities?
To invest in public offerings, interested participants must submit a Customer
Profile. This profile helps Preferred Securities determine suitability for a new offering
in accordance with SEC guidelines. You will be notified online immediately of your
eligibility to participate in each particular offering as soon as you submit the
completed profile. After passing eligibility you can review the preliminary
prospectus online. Once you acknowledge having read the preliminary prospectus you can
place an indication of interest in the issue. This indication provides Preferred
Securities with information about the maximum number of shares you are interested in
purchasing and the maximum price you are willing to pay for these. You can change or
cancel this indication at any time up to the time the issue is priced. At the time of
pricing Preferred Securities will convert all current indications in our records into firm
orders to participate, subject to the issue being priced within your specified price
parameters. Allocation of shares to individual accounts depends upon the number of
firm orders received.
Return to Top
7. How do I receive the preliminary and final
prospectus?
Public offerings are made available to Preferred Securities customers through our
Public Offering Web site. The preliminary
prospectus is available at the Web Site once you complete Step 1: Customer Profile. You
may review the preliminary prospectus on-line, download it or print a copy of
it. Once a public offering is effective and priced, the final prospectus will be
posted at the site as soon as it is available.
Return to Top
8. Can I change or cancel my indication of
interest once it is placed?
Yes. You can change your Indication of Interest anytime before the offering is
priced (which usually occurs on the afternoon before secondary trading begins). To
change your Indication of Interest, go
to the Public Offerings Home Page, select the appropriate
account number, and click on Step 3 "Place Indication of Interest". From
here you can choose to cancel an open order by clicking on the Cancel Current Order button
or can change the number of shares you are interested in by re-entering your order and
approving it.
Return to Top
9. Can I cancel or change a Firm Order?
No. Once the issue is priced and your order becomes a Firm Order, it is regarded as
a final buy order and cannot be changed or canceled.
Return to Top
10. Can I purchase shares in a public offering
on margin?
No. Shares in a public offering must be purchased with cash available in your
account. You will need to have sufficient cash available to cover your Firm Order.
Otherwise, your order may not be filled entirely, if at all.
Return to Top
11. How are the shares allocated?
Preferred Securitiess goal is to allocate shares evenly amongst all
interested participants. For this reason the process takes place in rounds; in
the first round, we allocate 100 shares to each order submitted in the sequence
indications of interest were entered. In the second round, we allocate another 100 shares
to each order greater than 100 shares. This process is repeated until all orders are
filled or until we run out of shares to allocate, whichever occurs first.
Return to Top
12.When will the offering be priced, so I can
have enough funds available?
Preferred Securities will always post the expected offering dates on our site based
on the most current information available. However, please be aware that these dates are
estimates and can in no way be guaranteed. Preferred Securities will make our best
efforts to keep all customers up to date in all pricing developments.
Return to Top
13. Will the issue definitely be priced within
the estimated offering range?
The estimated pricing range posted is based on the information provided in the
preliminary prospectus. This is subject to change and the issue may be offered above
or below this range.
For this reason, interested customers can place their indications subject to price
limitations. At the offer indicates that you would like
to participate at whatever the offering price is. Limit or better indications
will only be converted to firm orders if the public offering price is at or below the limit indicated.
Return to Top
14. When will my account be updated to reflect
the stock purchase?
Public Offering shares are usually allocated on the night before the issue begins
to trade publicly. When this is the case you will receive a message reporting your
allocation, and your Portfolio Summary and Transactions will reflect the allotment.
In situations where registration becomes effective and shares are
allocated during market hours Preferred Securities intends to
use its best efforts to notify
customers of their allocation before public trading begins. From time to time however this
will not be possible and Preferred Securities will notify customers of their allocation as
soon as possible. Public offering shares cannot be sold before customers receive
notice of allotment.
Return to Top
15. When can I sell the shares I receive?
Once you receive notification of your allocation and the offering begins to
trade in the secondary market, i.e. on an exchange, you can sell your allocated
shares. However, one of the most important goals of the underwriting syndicate is to
try to ensure a degree of price stability for new issues. For that reason Preferred
Securities would prefer that customers hold their allocated shares for at least 30
days. Preferred Securities will not in any way impede the sale of shares within this time,
but customers with a record of short holding periods may be excluded from future
offerings.
Return to Top
16. How do I contact Preferred Securities with
Public offering related questions?
Preferred Securities has a special number exclusively for Public Offering
support questions. When there is an offering available please call us between the
hours of 8am to 7pm EST at 1-800-909-9150, or contact us via
email at PublicOfferings@preferredsecurities.com.
Return to Top
This Web site is neither an offer to sell nor a
solicitation of an offer to buy these securities. The offer is by prospectus only.
This Web site contains a preliminary prospectus for eBay Inc. This preliminary prospectus
is subject to completion or amendment. A registration statement relating to
these securities has been filed with the Securities and Exchange Commission but has
not yet become effective. These securities may not be sold nor may offers to buy be
accepted prior to the time the registration statement becomes effective. This Web
site shall not constitute an offer to sell or the solicitation of any offer to buy these
securities in any state in which such offer, solicitation or sale would be unlawful
prior to the registration or qualification under the securities laws of any such state.
Preferred Securities Group, Inc.
5301 N. Federal Highway, Suite 150
Boca Raton, Florida 33487
1-800-909-9150
Tel. (561) 998-2170
Fax (561) 998-2177
Email: info@preferredsecurities.com
Member N.A.S.D., S.I.P.C.
Florida