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Schedule 13E-4F
Practical Law Glossary Item 1-569-0285 (Approx. 3 pages)
Glossary
Schedule 13E-4F
Schedule 13E-4F is used by Canadian companies that qualify for the multijurisdictional disclosure system set up between the Securities and Exchange Commission and the provincial securities regulators in Canada. Schedule 13E-4F is an issuer tender offer statement used by certain Canadian companies to make tender or exchange offers for their own securities. Schedule 13E-4F acts as a wraparound for the relevant Canadian tender offer documents.
A company may use Schedule 13E-4F if:
- It is a foreign private issuer.
- It is incorporated or organized under the laws of Canada or any Canadian province or territory.
- It is making a cash tender or exchange offer for its own securities (subject securities).
- Less than 40% of the subject securities outstanding is held by US holders.
- It extends the tender or exchange offer to US holders upon terms and conditions not less favorable than those offered to any other holder of the subject securities.
- The tender or exchange offer complies with (and is not exempt from) the requirements of any Canadian federal, provincial and/or territorial law, regulation or policy relating to the terms and conditions of the offer.
- It is not an "investment company" within the meaning of the Investment Company Act of 1940 (ICA) registered or required to be registered under the ICA.