Offshore Offerings by U.S. Issuers

Summary

This practice note discusses the ways by which a United States (or "domestic") issuer may offer and sell securities to investors outside the United States without registration under the Securities Act of 1933, as amended (Securities Act). A U.S. (or domestic) issuer is any issuer of securities, other than a foreign private issuer or foreign government (both as defined in Rule 405 under the Securities Act (17 C.F.R. § 230.405)).