In this lesson, we’ll learn about the restrictions on issuer and underwriter conduct during the time before registration statements for public offerings are filed by issuers.

I. Three Stages of a Public Securities Offering

The public-offering process should be viewed as running through three stages, the pre-filing period, the waiting period, and the post-effectiveness period.

II. The Pre-Filing Period

The pre-filing period is the time between when the issuer and underwriter reach a nonbinding...