The New Rules on Cross-Border Tender and Exchange Offers, Business Combinations and Rights Offerings: Competition or Harmonization?

Authors

Julian T. Perlmutter, Clifford Chance Rogers & Wells, New York

Abstract

This note introduces the Cross-Border Rules in the context of the rapidly changing securities markets and highly competitive regulatory systems noted above. It addresses the elements and impact of internationalization on cross-border tender offers and the modern U.S. regulatory response. The SEC has avoided any public moves to harmonize the U.S. system with those of other major capital markets and has instead made incremental changes aimed at maintaining the system's perceived strengths. The Cross-Border Rules represent a somewhat ungainly attempt to placate U.S. investors by bending the Williams Act tender offer rules using exemptions for certain transactions.

Recommended Citation

Julian T. Perlmutter, The New Rules on Cross-Border Tender and Exchange Offers, Business Combinations and Rights Offerings: Competition or Harmonization?, 22 Mich. J. Int'l L. 169 (2000).
Available at: https://repository.law.umich.edu/mjil/vol22/iss1/3