DEFINITION of 'SEC Form 10-12B'

A filing with the Securities and Exchange Commission (SEC), also known as the Initial General Form for Registration of Securities, required when a public company issues a new class of stock through a spin-off. SEC Form 10-12B contains information about the original shares issued, the new shares affected and information about how and on which exchange the new shares will trade.


Spin-offs often leave many investors scratching their heads and wondering what exactly this new company does. Thankfully, SEC Form 10-12B usually contains a substantial information letter or "narrative" that outlines the reason for the spin-off, the potential strengths and weaknesses of the new company and the outlooks for new companies industry.

Related Forms: SEC Forms 10-12B/A, 10-12G, 10-12G/A

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  5. SEC Form SB-2

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  1. How do spinoffs differ from initial public offerings (IPOs)?

    Learn about the differences between a spinoff and an initial public offering, and understand why spinoffs may be attractive ... Read Answer >>
  2. How can a company execute a tax-free spin-off?

    Understand the two most commonly used methods, distribution and share exchange offer, that companies use to do a tax-free ... Read Answer >>
  3. Why are some spin-offs taxable and some are tax-free?

    Learn how spinoffs of subsidiaries from a parent company are typically done, and what determines whether a spinoff is taxable ... Read Answer >>
  4. How do the bull and bear markets affect the value of a spinoff company's stock?

    Learn how bull and bear markets affect the price of a spinoff company's stock, and determine the best mindset for seeing ... Read Answer >>
  5. What are some common cash-debt strategies that occur during a spinoff?

    Learn how a parent company can utilize cash-debt strategies in a spinoff process to deleverage and gain value by monetizing ... Read Answer >>
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