THE EMERGING GROWTH COMPANY -

The JOBS Act created a new class of issuer: the emerging growth company (EGC). An EGC is defined as an issuer with total annual gross revenue of less than $1 billion during the most recent fiscal year. Most companies considering or preparing for an IPO will qualify for EGC status, which will allow them to take advantage of a number of benefits, both during the offering period and once public. An EGC can have as long as five years to take advantage of such status.

THE OFFERING PROCESS -

The public offering process is divided into three periods. The pre-filing period between determining to proceed with a public offering and the actual SEC filing of the registration statement is the “quiet period” and subject to potential limits on public disclosure relating to the offering. The waiting or pre-effective period between the SEC filing date and the effective date of the registration statement is when the company may make oral offers, but may not enter into binding agreements to sell the offered security. The final period is the post-effective period between effectiveness and completion of the offering.