disclosure package

USA

The disclosure package is conveyed to investors before the time of sale of certain securities and contains information used by investors to make their decision to invest in the securities. Liability for the contents of the disclosure package attaches at the time of sale. In the context of:

• SEC-registered offerings. Disclosure package is Also known as time of sale prospectus or time of sale information. The disclosure package typically includes:

o the preliminary prospectus;

o a pricing term sheet (which is filed with the SEC as a free writing prospectus); and

o any other free writing prospectus that the offering participants choose to use in the context of an offering.

• Unregistered offerings. Disclosure package is Also known as time of sale memorandum. The disclosure package typically includes:

o the preliminary offering memorandum; and

o a pricing term sheet.