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STUDY GUIDE · SERIES 79

Investment Banking Representative Exam (Series 79) Study Guide

Verified against the FINRA content outline 6 sections
Written by Every Exam Prep Editorial TeamSource and review policyPublished July 6, 2026
Questions
75
Time limit
2h 30m
Passing score
73%
Exam fee
$395
Governing body
FINRA

What the Series 79 Is

The Series 79 — the Investment Banking Representative Qualification Examination — is administered by FINRA to license professionals who perform investment banking work such as advising on or facilitating debt or equity securities offerings and mergers and acquisitions. Passing it qualifies you to register as an investment banking representative, a narrower and more specialized license than the general-securities Series 7.

Format and Logistics at a Glance

The exam consists of 75 scored questions that you must complete within 150 minutes (2 hours and 30 minutes). The passing score is 73%, and the exam fee is $395. Because the scored count and the time limit are fixed, you can budget roughly two minutes per question and still leave time to review flagged items.

  • Scored questions: 75
  • Time limit: 150 minutes
  • Passing score: 73%
  • Cost: $395

Note that FINRA typically adds a small number of unscored pretest questions on top of the scored total; these are not identified during the exam, so treat every question as if it counts.

Translating 73% Into a Target

A passing score of 73% applied to 75 scored questions means you need to answer roughly 55 of them correctly (73% of 75 is about 54.75, which rounds up to 55). Put differently, you can miss around 20 scored questions and still pass — but that margin evaporates quickly if you leave items blank or rush through the back half of the exam.

Building a Pacing Plan

Because you have 150 minutes for 75 scored questions, a simple checkpoint strategy works well: aim to be roughly one-third of the way through the questions by the 50-minute mark and two-thirds through by 100 minutes. That leaves a buffer at the end to revisit flagged questions. Since there is no penalty distinction that rewards leaving a question blank, always record an answer for every question, even your best guess.

Cost of Retaking

Each attempt carries the $395 fee, so the exam rewards being genuinely ready rather than treating a sitting as a diagnostic. Budget your preparation to pass on the first attempt and avoid paying the fee more than once.

Do the Math Before Exam Day

You get 150 minutes for 75 scored questions, which averages to about two minutes per question. Investment banking questions often embed short fact patterns — a cap table, a deal timeline, a regulatory scenario — so some items will take longer than two minutes and others far less. The goal is to bank time on the quick calculation and definition questions so you can spend it on the multi-step reasoning items.

A Simple Pacing Checkpoint

Divide the exam into rough thirds. At the halfway point of your available time (about 75 minutes in), you want to be at or past question 38. If you are behind that pace, start flagging and skipping the most time-consuming items rather than sinking minutes into a single question.

  • Answer every question — there is no penalty framework that rewards leaving items blank, so guess on anything unresolved before time expires.
  • Flag-and-return on any item that would take more than three minutes on the first pass.
  • Reserve the final several minutes to revisit flagged questions and confirm you have not left any unanswered.

Because you need 73% to pass, you can afford to miss a meaningful share of questions — roughly one in four — so do not let a handful of hard items derail your pacing on the ones you can clearly get right.

How Scoring Works

Your result is based on the 75 scored questions, and you need 73% correct to pass. On 75 questions, 73% works out to about 55 correct answers — a useful target to keep in mind as you sit practice exams. FINRA reports results as pass/fail, so once you clear the threshold the margin above it does not change your qualification.

Cost and Budgeting

The exam fee is $395, typically paid at the time you or your sponsoring firm schedule the appointment through FINRA. Because a retake means paying the fee again, it is worth being consistently above the passing line on full-length practice exams before you schedule.

  • Fee: $395 per attempt
  • Passing score: 73% (approximately 55 of 75 scored questions)
  • Prerequisite note: The Series 79 is a representative-level exam that candidates generally pair with the SIE (Securities Industry Essentials) exam to become fully registered.

Treat the $395 fee and the 73% bar as fixed constraints: aim to pass on the first attempt so you neither repay the fee nor restart FINRA's waiting-period clock between retakes.

Anchor Your Prep to the Format

Every study plan for the Series 79 should be built backward from its structure: 75 scored questions, 150 minutes, and a 73% bar. Knowing you need about 55 correct answers, prioritize mastering the high-frequency topic areas — collecting and analyzing information for a transaction, understanding financial statements and valuation, and the regulatory framework governing offerings and M&A — rather than chasing obscure edge cases.

Time-Box Your Sessions to the Real Exam

Take at least one or two full-length practice exams under true conditions: 75 questions in a single 150-minute block, no interruptions. This trains both your endurance and your pacing so the two-minutes-per-question rhythm feels automatic on test day.

Track Your Percentage, Not Just Raw Score

Because the pass mark is expressed as a percentage, score every practice set as a percentage and aim to clear 73% with margin — targeting the low 80s in practice gives you a cushion against test-day nerves and unfamiliar phrasing. When you consistently score above that threshold across multiple practice exams, you're ready to schedule the real thing and pay the $395 fee once.

Anchor Your Prep to the Exam Format

An effective study plan is built backward from the exam's fixed parameters: 75 scored questions, a 150-minute window, and a 73% passing bar. Because the format rewards steady pacing and broad coverage rather than deep expertise in any single niche, spread your study time across the full content outline instead of over-investing in one topic.

A Practical Weekly Approach

Alternate between content review and timed practice. Concept-heavy areas — collection and analysis of information, valuation and financial modeling, and the underwriting and regulatory framework — reward repeated exposure, while timed question sets build the pacing instinct you need to finish 75 questions in 150 minutes.

  • Weeks of content review: Work through the FINRA content outline topic by topic, taking notes on the frameworks and definitions that recur.
  • Timed practice exams: Sit full 75-question, 150-minute sessions so exam-day pacing becomes automatic.
  • Target margin: Aim to score comfortably above 73% on practice exams before scheduling, since the $395 fee applies again on any retake.

Review every missed practice question, not just the score. Understanding why a distractor was wrong is what moves you from borderline to a reliable pass above the 73% line.

Series 79 flashcards

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  1. What is the exam fee for the Series 79?

    $395.

  2. How long do you have to complete the Series 79 exam?

    150 minutes (2 hours and 30 minutes).

  3. What score do you need to pass the Series 79?

    73%.

  4. What license does the Series 79 qualify a person to hold?

    The Investment Banking Representative registration, covering debt and equity offerings and M&A/advisory work.

  5. Define 'due diligence' in an investment banking context.

    The investigation of a company's financial, legal, operational, and commercial condition performed before a transaction to verify disclosures and surface material risks.

  6. What is a registration statement (e.g., Form S-1) used for?

    It is the SEC filing that registers a securities offering, containing the prospectus and the disclosures investors need before a public sale.

  7. What is a 'firm commitment' underwriting?

    The underwriter buys the entire issue from the issuer and resells it to the public, bearing the risk of any unsold shares.

  8. What distinguishes a 'best efforts' from a 'firm commitment' underwriting?

    In best efforts the underwriter acts as an agent and only sells what it can, without buying the issue or assuming unsold-inventory risk.

  9. What is the 'quiet period' (waiting period) after filing a registration statement?

    The period between filing and effectiveness during which communications are restricted and no sales may be finalized, though a preliminary prospectus may circulate.

  10. In an M&A deal, what is a fairness opinion?

    An opinion issued by a financial advisor stating whether the consideration in a transaction is fair, from a financial point of view, to shareholders.

  11. On average, how many seconds do you have per Series 79 question?

    About 120 seconds — 150 minutes across 75 questions works out to roughly 2 minutes each.

  12. What is a 'red herring' prospectus?

    A preliminary prospectus distributed during the waiting period; it omits final price and is marked with red disclaimer text stating it is not final.

  13. What common valuation methods should a Series 79 candidate know?

    Comparable company analysis, precedent transactions, and discounted cash flow (DCF) analysis.

  14. What is a tender offer?

    A public offer to buy shareholders' stock, usually at a premium, to acquire control — governed by the Williams Act disclosure and timing rules.

  15. What is a fairness opinion?

    An opinion, usually from an independent financial advisor, stating that the consideration in a merger or acquisition is fair to shareholders from a financial point of view.

  16. How many scored questions are on the Series 79 exam?

    75 scored questions.

  17. How many scored questions are on the Series 79 exam?

    75 scored questions.

  18. How long do you have to complete the Series 79 exam?

    150 minutes (2 hours and 30 minutes).

  19. What is the passing score for the Series 79?

    73 percent.

  20. What is the fee to sit for the Series 79 exam?

    $395 USD.

  21. What job function does the Series 79 license permit?

    Acting as an investment banking representative — advising on and facilitating debt/equity offerings and M&A, restructuring, and other corporate financing transactions.

  22. What corequisite exam must be paired with the Series 79?

    The SIE (Securities Industry Essentials) exam; together they satisfy the representative-level requirement.

  23. What are the three main function areas the Series 79 tests?

    (1) Collection, analysis and evaluation of data; (2) underwriting/new financing transactions, types of offerings and registration of securities; (3) mergers, acquisitions, tender offers and financial restructuring.

  24. Difference between a firm-commitment and a best-efforts underwriting?

    In a firm commitment the underwriter buys the entire issue and bears the resale risk; in best efforts it only agrees to sell what it can, with unsold shares returned to the issuer.

  25. What is a tender offer under the Williams Act?

    A public offer to buy shares directly from shareholders; it must stay open a minimum period and treat all tendering holders equally (best-price/all-holders rules).

  26. What is a comfort letter in a securities offering?

    A letter from the issuer's independent auditors to the underwriters giving assurance on unaudited financial data in the registration statement.

  27. What is due diligence in the context of an underwriting?

    The underwriters' investigation of the issuer to verify disclosures and establish a defense against liability for material misstatements or omissions in the registration statement.

  28. Name two common company valuation methods tested on the Series 79.

    Comparable companies analysis (trading comps) and discounted cash flow (DCF); precedent transactions is another.

  29. What does EV/EBITDA measure?

    Enterprise value relative to earnings before interest, taxes, depreciation and amortization — a capital-structure-neutral valuation multiple used to compare companies.

  30. What is the primary difference between the Securities Act of 1933 and the Securities Exchange Act of 1934?

    The 1933 Act governs the issuance and initial sale of securities (primary market regulation), requiring registration before public offerings. The 1934 Act regulates trading of already-issued securities (secondary market) and mandates ongoing disclosure by public companies, including quarterly and annual filings.

  31. In securities underwriting, what are the key compensation components for the investment bank?

    Underwriting fees consist of three parts: (1) management fee for structuring the deal, (2) underwriting fee for risk assumption, and (3) selling concession paid to brokers for distribution. These collectively form the spread between the issuer's proceeds and the public offering price.

  32. What is a leveraged buyout (LBO) and what financial model is critical to its analysis?

    An LBO is an acquisition funded primarily with debt, with equity providing the remainder. The sources-and-uses statement identifies funding sources (debt, equity, cash), and the LBO model projects cash flows to assess the sponsor's internal rate of return and ability to service debt while achieving exit multiples.

  33. Define a financial covenant and explain why lenders impose them in debt agreements.

    A financial covenant is a contractual requirement that the borrower maintain certain financial metrics (e.g., minimum EBITDA/interest coverage, maximum debt-to-EBITDA ratio, minimum liquidity). Lenders use them to monitor credit quality and trigger remedial action before default, reducing the risk of capital loss.

  34. What information does the balance sheet-to-income statement linkage reveal in a leveraged transaction?

    This linkage shows how operating performance (net income, depreciation, interest expense) flows into the cash available for debt repayment and equity returns. It helps bankers assess working capital needs, CapEx requirements, and whether cash generation is sufficient to sustain the capital structure in stressed scenarios.

  35. What does EBITDA measure and why is it preferred to net income for valuation multiples?

    EBITDA (Earnings Before Interest, Taxes, Depreciation, Amortization) measures operating cash generation by excluding financing decisions, tax rates, and non-cash charges. It is preferred for valuation multiples because it isolates operational performance independent of capital structure and accounting choices, enabling comparability across companies.

  36. In M&A, what is the difference between an accretion/dilution analysis and a synergy estimate?

    Accretion/dilution measures the immediate impact on the acquirer's earnings per share post-close, assuming no synergies—showing whether the deal is immediately accretive or dilutive. Synergy estimates quantify cost savings, revenue enhancements, and financial benefits (e.g., tax shields, lower cost of capital) that justify a premium purchase price.

  37. What does 'best execution' mean in securities trading and what duty does it impose on brokers?

    Best execution is a regulatory obligation requiring brokers to seek the most favorable terms (price, speed, size, settlement) when executing client orders. This duty extends across venues and counterparties; violations can result in regulatory sanctions. Brokers must document execution quality and demonstrate reasonable efforts to achieve best terms.

Series 79 glossary

The Investment Banking Representative Exam (Series 79) is a FINRA qualification exam that assesses the competency of an entry-level registered representative to perform the functions of an investment banking representative. It comprises 75 scored questions, must be completed in 150 minutes, requires a passing score of 73 percent, and costs $395.

28 terms the Series 79 tests, defined in plain English.

Accretion/Dilution Analysis
An evaluation of how a merger or acquisition affects the acquiring company's earnings per share immediately after closing and into the future. Positive accretion is typically a key objective of strategic transactions.
Book Building
The process during a securities offering where underwriters gather investor indications of interest at various price levels to determine demand and set the final offering price. This roadshow-based demand gathering informs pricing strategy.
Commitment Letter
A bank's written promise to provide financing (debt or equity) for a transaction, subject to specified conditions and closing requirements. Commitment letters are critical to deal certainty in leveraged transactions.
Comparable Company Analysis
A valuation method comparing a target company's financial metrics to peer companies' multiples (P/E, EV/EBITDA, etc.) to estimate fair value. This is a fundamental tool in investment banking due diligence and transaction evaluation.
Discounted Cash Flow Analysis
A valuation approach projecting a company's future free cash flows and discounting them to present value using an appropriate discount rate (WACC). This intrinsic value method is central to investment banking valuation work.
Due Diligence
The investigation an investment banker performs into an issuer's business, finances, and legal standing to verify disclosures and establish a defense against liability for material misstatements.
Due Diligence Meeting / Road Show
Presentations by the issuer and underwriters to prospective institutional investors to market a securities offering before pricing.
Earn-out
Contingent consideration in a transaction where the seller receives additional payment if the acquired company meets specified financial targets post-closing. Earn-outs bridge valuation gaps between buyer and seller expectations.
Engagement Letter
The binding agreement between an investment bank and a client that defines the scope of services, fees, termination rights, and exclusivity arrangements. This document establishes the fiduciary and contractual relationship with the client.
Fairness Opinion
A formal written assessment by an independent investment bank confirming that a proposed transaction price or exchange ratio is fair from a financial perspective to shareholders. Often required by boards and regulators in major transactions.
FINRA
The self-regulatory organization that oversees broker-dealers and administers qualification exams such as the Series 79.
Initial Public Offering (IPO)
The first sale of a company's stock to the public, transforming a private company into a publicly traded one registered with the SEC.
Locked-Box Valuation
A transaction valuation mechanism where the purchase price is fixed as of a historical 'locked box' date, with post-closing adjustments limited to working capital changes. This allocation of post-closing risk is common in M&A transactions.
Material Non-Public Information
Confidential information about a company or transaction that, if disclosed, would likely affect the stock price. Investment bankers with MNPI face trading restrictions and must manage information barriers to prevent insider trading.
Merger and Acquisition Advisory
The investment banking service of advising clients on acquiring, divesting, or combining with other companies to achieve strategic objectives. This includes valuation analysis, deal structure recommendations, and negotiations—a core competency tested on the Series 79.
Mergers and Acquisitions (M&A)
Transactions in which companies combine or one company purchases another; a core advisory service tested on the Series 79 exam.
Pitch Book
A presentation document prepared by an investment bank to win a client engagement, typically featuring the bank's experience, transaction precedents, team credentials, and proposed approach. Competing for mandates drives pitch quality.
Precedent Transactions
Analysis of historical acquisition prices and deal multiples from similar companies in the same industry to benchmark valuation assumptions. Investment bankers use this evidence to support pricing recommendations to clients.
Prospectus
The primary disclosure document delivered to investors, describing the securities offered, the issuer's business, financial condition, and risk factors.
Registration Statement
The disclosure document (such as Form S-1) filed with the SEC before securities may be publicly offered, containing the prospectus and detailed issuer information.
Regulatory Approval
Government clearance required before a transaction can close, often involving antitrust review, securities regulation compliance, and industry-specific agency sign-off. Investment bankers manage the approval timeline and conditions for clients.
SEC (Securities and Exchange Commission)
The federal agency that regulates the U.S. securities markets and enforces securities laws, including the registration requirements for public offerings.
Securities Act of 1933
The federal law governing the initial issuance of securities to the public, requiring registration with the SEC and full disclosure through a prospectus.
Series 79
A FINRA qualification exam that licenses a registered representative to conduct investment banking activities, such as advising on debt or equity offerings and mergers and acquisitions.
Syndication
The distribution of an underwriting or lending commitment among multiple banks to manage risk and expand distribution capability. Lead banks syndicate portions of their commitment to other financial institutions.
Tombstone
A small print advertisement in financial publications announcing the completion of a securities offering or transaction, listing the underwriters and deal participants. Despite their name, tombstones celebrate successful deals.
Tombstone Advertisement
A limited, plain-text notice announcing a securities offering that identifies the issuer, the securities, and the underwriters, permitted during the offering process.
Underwriting
The process by which an investment bank purchases securities from an issuer and resells them to investors, assuming the risk of distribution in a firm-commitment offering.

Frequently asked questions

How many questions are on the Series 79 exam and how long do I have?

The Series 79 exam consists of 75 scored questions, and you are given 150 minutes (2 hours and 30 minutes) to complete it. That works out to roughly 2 minutes per question, so you can afford to read each item carefully while still keeping a steady pace. Practicing under a 150-minute timer beforehand is a good way to build the stamina the real exam demands.

What score do I need to pass the Series 79?

You need a score of 73 percent to pass the Series 79 exam. With 75 scored questions, that means you must answer at least 55 of them correctly (73% of 75 is about 54.75, which rounds up to 55). Because the margin for error is fairly tight, aim to consistently score well above 73 percent on practice exams before scheduling your test date.

How much does the Series 79 exam cost?

The Series 79 exam costs $395. This is the fee charged to sit for the exam itself; if you need to retake the test after a failed attempt, you would pay the $395 fee again. Budgeting for a possible retake — and preparing thoroughly the first time — helps you avoid paying twice.

How should I pace myself during the 150-minute Series 79 exam?

With 75 scored questions to answer in 150 minutes, you have an average of about 2 minutes per question. A smart strategy is to answer the questions you find easy first and flag tougher ones to revisit, ensuring you don't run out of time on items you know well. Since you need 73 percent to pass, banking correct answers early builds a cushion before you tackle the harder problems.

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