Securities Act Registration for Foreign Private Issuers

Summary

This practice note discusses the registration statement forms used by foreign private issuers (FPIs) to register securities under the Securities Act of 1933, as amended (Securities Act). FPIs who desire to issue securities in the United States in a public offering face different registration requirements than U.S. issuers. The U.S. Securities and Exchange Commission (SEC) has developed a series of registration statement forms to be used by FPIs for registered securities offerings in the United States, which are designated by an "F." This practice note provides an overview of the primary registration statements used by FPIs, including their similarities to and differences from the registration statement forms used by U.S. (or domestic) issuers.