Firm Memoranda

SEC Proposes Revisions to the Cross-Border Transaction Exemptions

Date: 05/20/08

On May 6, 2008, the Securities and Exchange Commission (the “Commission” or “SEC”) proposed
amendments to rules which provide cross-border transactions with a variety of exemptions from the
tender offer rules, the going private rules and registration requirements.1 The term “cross-border transaction”
refers to a third-party or issuer tender offer or exchange offer where the company subject to the offer
is a “foreign private issuer” having U.S. investors among its security holders.2 The term also refers to a
rights offering by a foreign private issuer having U.S. investors.

CGRMemo_SEC Proposes Revisions to the Cross-Border Transaction Exemptions.pdf (pdf | 87.64 KB )