Re: PIPEs and shelfs
I think it is a little more complicated. The SEC rules on restricted vs. unrestricted shares come into play.
Restricted shares can be sold w/o a lot of the regulations covering a public offering of the shelf shares, but they can only be sold to "qualified" investors (what pure crap here by the SEC).
PIPE's go off at the discount becuase nobody thinks the market can take the dump of a secondary.
The regsistrational costs are irrleveant, in either case the company eventually pays the modest charge for registering the shares.
So, if you are selling shares on the shelf and don't have enough, just register more. You can't toss in unregistered shares to the public.
OTOH, if you are about to do a pipe and some some shelf shares, it might cost more in SEC regulation overhead to use shelf shares vs. unreg. shares that must be registered later.