The period of time between the filing of the registration statement and the effective date of the registration statement. During this period, investors have the opportunity to make an investment decision and the SEC has time to review and comment on the registration statement. The prohibition on oral offers to sell securities during the pre-filing period is lifted to permit:

Generally, other written communications are prohibited during this period. This enables the road show process, where offers are made but no sales may be completed.

All issuers, other than well-known seasoned issuers, are not allowed to make written offers during the waiting period (subject to certain limitations). For more information on the restrictions imposed on an issuer during the offering process, see Practice Note, Registration Process: Publicity.