well-known seasoned issuer

well-known seasoned issuer: well-known seasoned issuer (WKSI)

USA

An issuer that meets all of the following requirements at some point during a 60-day period preceding the date the issuer satisfies its obligation to update its shelf registration statement (generally the date of filing its Form 10-K or Form 20-F):

• It must be eligible to register a primary offering of its securities on Form S-3 or Form F-3.

• As of some date within 60 days of its eligibility determination date, it must have had an outstanding minimum $700 million in worldwide market value of voting and non-voting equity held by non-affiliates or have issued in the last three years at least $1 billion aggregate amount of non-convertible securities other than common equity, in primary offerings for cash, not exchange.

• It must not be an ineligible issuer.

Issuers of asset-backed-securities cannot qualify as well-known seasoned issuers.

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