Series 14: 6.1.3.1. Shelf Offerings

6.1.3.1. Shelf Offerings

With most registered offerings, the issuer will attempt to sell all of the securities in one day. However, sometimes an issuer wishes to register an offering but not sell the securities right away. For example, an established company may want to have the flexibility to offer new shares as needed to raise capital. Having unsold shares from an offering that has already gone through the SEC registration process allows the company to do so quickly.

A shelf registration is a registration statement filed for a large number of securities, which the issuer does not intend to sell immediately. Instead, the issuer puts the securities “on a shelf” and “takes them down” to sell when the market is favorable. A shelf registration may be used for either equity or debt securities. An offering made using a shelf registration is called