US Securities Regulation:A Guidebook for International Companies

While credit markets remain tight, the capital markets appear to be opening up again. As a result, many international companies will consider accessing the US markets as part of their financing strategy. This option is particularly attractive to non-US companies, which may take advantage of less stringent rules than those applicable to US companies.

This new title serves as a reference for companies and their lawyers on all matters relating to foreign private issuers in the US capital markets. Accessible and full of practical guidance, it addresses topics including amendments to the US Securities and Exchange Commission (SEC) rules automatically exempting foreign private issuers from SEC registration; new SEC rules making it easier for foreign private issuers to de-register their securities from the SEC and terminate their reporting obligations; acceptance of private issuers' financial statements prepared in accordance with International Financial Reporting Standards without reconciliation to US generally accepted accounting principles; and the new SEC release on cross-border tender offers.

The book also features a checklist for due diligence in international securities offerings. It also covers private placements of securities, including Rule 144A offerings, which are exempt from registration with the SEC, and a full description of American depositary receipts.

This concise and incisive guidebook will be of interest to all international companies considering accessing the US capital markets; executive officers, boards of directors and corporate counsel at such companies; and investment banks, auditors and other professionals that work with or have an interest in foreign private issuers accessing the US capital markets.