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DEFINITION OF A SECURITY
THE REGISTRATION PROCESS
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adopting today aider alleged amendments appearing and practicing appropriate automatic shelf registration Baxter believe best-price rule Blue Chip Stamps board of directors capital chief legal officer class action Commission company's deceptive disclose district court eligible equivalent thereof Exchange Act reports exemption factual business information federal securities laws filing final prospectus financial condition Form 8-K Form S-3 forward-looking information fraud free writing prospectus GeoPhone gun-jumping provisions investment Item Kirkland & Ellis liability litigation material violation MD&A Merrill Lynch misrepresentation obligation offering participant penny stock permitted plaintiffs primary violator proposed prospectus delivery purchase pursuant QLCC reasonable regarding registered offering Regulation FD reported evidence reporting issuers research reports response result road show Robinson safe harbor Sarbanes-Oxley Act Section 10(b Securities Act Section security holders shelf registration statement Spiegel statutory prospectus Sterling subordinate attorney tender offer tion transaction underwriters well-known seasoned issuers written communication Zandford