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William B. Asher, Jr.

Testa, Hurwitz & Thibeault, LLP

Boston, MA

617 / 248-7000

asher@tht.com

tht.com

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How important are demand registration rights typically granted to venture investors?
In an IPO (Initial Public Offering), not at all. Despite the leverage that demand rights appear to give investors on paper, it is a practical impossibility to force a reluctant management through the arduous IPO process. Under liberalized SEC rules, however, Form S-3 registration rights have become very important. Form S-3 enables the use of a short-form prospectus to register a public resale of investor securities one year after an IPO. An underwritten Form S-3 offering may afford investors a fast, low-cost route to liquidity in an orderly public market.
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