Enter to open, tab to navigate, enter to select
Substantial US Market Interest (SUSMI)
Practical Law Glossary Item 1-382-3853 (Approx. 2 pages)
Glossary
Substantial US Market Interest (SUSMI)
As defined under Regulation S, a substantial US market interest for equity securities occurs if, during the issuer's past fiscal year, one of the following two criteria is met:
- The US securities exchanges and inter-dealer quotation systems constituted, in the aggregate, the largest market for the securities.
- 20% or more of all trading in the securities took place via the US securities exchanges and inter-dealer quotation systems and less than 55% of all trading in the securities took place via another country's securities markets.
A substantial US market interest for debt securities occurs if:
- The issuer's debt securities are held of record by 300 or more US persons.
- $1 billion or more of the outstanding principal amount of the issuer's debt securities are held of record by US persons.
- 20% or more of the outstanding principal amount of the issuer's debt securities are held of record by US persons.
For more information on Regulation S transactions, see these Practice Notes: