Issuer Acceleration Request and Accompanying Underwriter Letter

Summary

This issuer acceleration request and accompanying underwriter letter template can be used to accelerate the effectiveness of a registration statement filed with the Securities and Exchange Commission (SEC). This template includes practical guidance, drafting notes, and optional clauses. Acceleration requests are required to ensure a registration statement goes effective on the date and at the time desired by the issuer and the underwriters. By default, registration statements automatically become effective on the twentieth day after filing with the SEC unless accelerated or subject to an SEC stop order pursuant to Section 8(a) (15 U.S.C. § 77h) of the Securities Act of 1933, as amended (Securities Act). As a practical matter, the twenty-day window does not give the SEC enough time to review issuer submissions, or the issuer enough time to market the securities or conduct a road show. Most issuers preempt automatic effectiveness by placing a so-called, delaying amendment legend on the ...