Registration Statement Under The Securities Act Of 1933 Form F4 Page 2
Download a blank fillable Registration Statement Under The Securities Act Of 1933 Form F4 in PDF format just by clicking the "DOWNLOAD PDF" button.
Open the file in any PDF-viewing software. Adobe Reader or any alternative for Windows or MacOS are required to access and complete fillable content.
Complete Registration Statement Under The Securities Act Of 1933 Form F4 with your personal data - all interactive fields are highlighted in places where you should type, access drop-down lists or select multiple-choice options.
Some fillable PDF-files have the option of saving the completed form that contains your own data for later use or sending it out straight away.
ADVERTISEMENT
1
2
3
4
5
6
7
8
9
10
11
12
13
14
15
16not require the solicitation of the votes or consents of all of the security holders of the company being acquired; (3) in
an exchange offer for securities of the issuer or another entity; (4) in a public reoffering or resale of any such securities
acquired pursuant to this registration statement; or (5) in more than one of the kinds of transactions listed in (1) through
(4) registered on one registration statement.
2.
If the registrant meets the requirements of and elects to comply with the provisions in any item of this Form or Form S-4
(§239.25) that provides for incorporation by reference of information about the registrant or the company being acquired,
the prospectus must be sent to the security holders no later than 20 business days prior to the date on which the meeting
of such security holders is held or, if no meeting is held, the earlier of 20 business days prior to either (1) the date the votes,
consents or authorizations may be used to effect the corporate action or (2) If votes, consents or authorizations are not
used, the date the transaction is consummated. Attention is directed to Sections 13(e), 14(d) and 14(e) of the Securities
Exchange Act of 1934 (the “Exchange Act”) and the rules and regulations thereunder regarding other time periods in
connection with exchange offers and going private transactions.
3.
This form shall not be used if the registrant is a registered investment company.
B.
Information with Respect to the Registrant
1.
Information with respect to the registrant shall be provided in accordance with the items referenced in one of the following
subparagraphs:
(a) Items 10 and 11 of this Form, if the registrant elects this alternative and meets the following requirements for use
of Form F-3 (§239.33 of this chapter) (hereinafter, with respect to the registrant, “meets the requirements for use of
Form F-3”) for this offering of securities:
(i)
The registrant meets the requirements of General Instruction I.A. of Form F-3, and
(ii) One of the following is met:
A.
The registrant meets the aggregate market value requirement of General Instruction I.B.1. of Form F-3;
or
B.
Non-convertible debt or preferred securities are to be offered pursuant to this registration statement and
are “investment grade securities” as defined in General Instruction I.B.2. of Form F-3; or
C.
The registrant is a majority-owned subsidiary and one of the conditions of General Instruction I.A.5.
of Form F-3 is met.
(b) Items 12 and 13 of this Form, if the registrant meets the requirements for use of Form F-3 and elects this alternative;
or
(c) Item 14 of this Form, if the registrant does not meet the requirements for use of Form F-3, or if it otherwise elects
this alternative.
2.
If the registrant is a real estate entity of the type described in General Instruction A to Form S-11 (§239.18 of this chapter),
the information prescribed by Items 12, 13, 14, 15 and 16 of the Form S-11 shall be furnished about the registrant in addition
to the information provided pursuant to Items 10 through 14 of this Form. The information prescribed by such Items of
Form S-11 may be incorporated by reference into the prospectus if (a) a registrant qualifies for and elects to provide
information pursuant to alternative 1.a. or 1.b. of this instruction and (b) the documents incorporated by reference pursuant
to such elected alternative contain such information.
C.
Information With Respect to the Company Being Acquired.
1.
Information with respect to the company whose securities are being acquired (hereinafter including, where securities of
the registrant are being offered in exchange for securities of another company, such other company) shall be provided
in accordance with the items referenced in one of the following subparagraphs:
(a) Item 15 of this Form, if the company being acquired meets requirements of General Instruction I.A. and I.B.
(hereinafter, with respect to the company being acquired, “meets the requirements for use of Form F-3”) for use of
Form F-3 and this alternative is elected;
(b) Item 16 of this Form, if the company being acquired meets the requirements for use of Form F-3 and this alternative
is elected; or
(c) Item 17 of this Form, if the company being acquired does not meet the requirements for use of Form F-3, or if this
alternative is otherwise elected.
(d) If the company to be acquired is a U.S. company, the registrant shall present information about such other company
2
ADVERTISEMENT
0 votes
Related Articles
Related forms
Related Categories
Parent category: Legal