Series 79 Exam
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Series 79 Exam
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25 Questions

1. Still public filings!!

2. market-out clause

3. If you're looking for the best value, you are looking for the ___________ PEG ratio

4. Subchapter C Corporation

5. Syndicate settlement must occur within _____ days of the syndicate settlement date (i.e. the date that shares are delivered to the underwriter).

6. Due Diligence Defense

7. When closing via a tender offer, if the acquirer can purchase 90% of the company via a tender by squeezing out remaining shareholders. Two-step merger.

8. Post-closing, an m&a advisor's deal file will generally include the definitive agreement and a comfort letter from an _________. It would not generally include any draft prospectuses.

9. The process for selecting fairness committee members - The qualifications for fairness committee members - The process to ensure a balanced review by the committee, including the review and approval of the opinion by non-deal team individuals

10. Net Income / Average Stockholders' Equity (use BV of equity.)

11. = Unlevered beta (1 + (1-tax) (D/E))

12. Passive Market Making (PSMM)

13. Rule 5130

14. Noisy exit

15. provision prevents the borrower from pledging additional assets as collateral. As such, it limits the amount of secured debt in the capital structure, thereby sustaining implied recovery levels for existing secured debt holders.

16. Master Limited Partnerships

17. The current discount rate on debt. Estimated as the current yield of debt in the open market. If give you a specific company bond, calculate the current yield and then multiply by 1-tax rate.

18. This due diligence involves reviewing various company documents and presentations, as well as having an in-person session with company senior management that is usually accompanied by key site visits. Formal interviews with the target's key suppliers and customers are highly unusual for this type of due diligence.

19. Annual Dividend / Stock price

20. Underwriters cannot ___________ prospectus in any way.

21. Form filed after taking a public company private (like a mgmt buyout).

22. An investment company (i.e. mutual fund) (is / is not) a WKSI. Foreign issuers (can / cannot) qualify as WKSI's.

23. What type of valuation is typically not relevant to VC firms?

24. Permitted Persons

25. Created when revenue is accelerated for accounting purposes - Created when expenses are accelerated for tax purposes

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