First-Year Associates: Capital Markets

An introduction to the US securities laws that relate to securities offerings, including a summary of the 1933 Act, the 1934 Act and other rules and regulations.

An introduction to public offerings and private placements. Includes explanations of the most common types of private and public deals, such as IPOs, follow-on offerings, secondary offerings, Reg D offerings, Rule 144 and 144A offerings.

Debt and equity offerings are a lot alike, but there are important differences to be aware of. This course explains how debt deals differ from equity deals and focuses on the applicable rules and regulations, documentation, terminology, diligence and closings.

Issuers that want to issue securities via registered offerings must file a registration statement with the SEC. This course discusses what registration statements are and the rules, regulations and disclosure concepts that apply to them.

An overview of the initial public offering process, including a discussion on due diligence, preparing and filing the registration statement, the SEC review and comment process, pricing and closing.

The Underwriting Agreement contains the main business terms of the deal between the issuer and the underwriters. This course provides a walkthrough of a typical Underwriting Agreement, using an example from Blue Apron's IPO, with explanations of its main provisions.

An introduction to the due diligence process in a securities offering, including what due diligence is and why it matters, the scope of diligence based on the type of offering and how diligence reviews relate to Sections 11 and 12 of the 1933 Act.

A discussion of the closing process for debt and equity securities offerings, including the responsibilities of the parties, preparing a closing checklist and typical closing documents.

The key financial concepts in capital markets practice, including types of securities, pricing, securities offerings and periodic reporting.