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Getting U.S. Security Holders To The Party: The Sec's Cross-Border Release Five Years On, Steven Davidoff, Brett Carron

Steven Davidoff Solomon

On October 22, 1999, the SEC in the Cross-Border Adopting Release adopted new rules relating to cross-border tender and exchange offers, business combinations, and rights offerings. These rules were enacted as part of an ambitious program by the SEC staff to shepherd the U.S. federal securities laws into the international age by facilitating the inclusion in cross-border takeovers of previously excluded U.S. holders. Five years on, the full impact of the Cross-Border Rules on the international market remains uncertain and rules that were expressly intended to facilitate the inclusion of U.S. security holders in cross-border takeovers have, in many instances, …