Form F-4, Registration statement for securities of foreign private issuers issued in business combination transactions

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Form F-4, Registration statement for securities of foreign private issuers issued in business combination transactions

Form F-4 is the SEC registration statement for securities of foreign private issuers issued in business combination transactions. Fill out the PDF online on FillingPDF and download or print it; the SEC publishes the form at sec.gov.
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Form F-4 is the registration statement that the U.S. Securities and Exchange Commission (SEC) lists for securities of foreign private issuers issued in business combination transactions. It is the form a foreign private issuer turns to when the securities it issues are part of a business combination. On FillingPDF you can fill out Form F-4 online and download or print the completed PDF. The SEC publishes the original form at sec.gov and lists it in its forms index, which is where the agency's current version and filing requirements are found.

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What is Form F-4?

Form F-4, Registration statement for securities of foreign private issuers issued in business combination transactions, is the U.S. Securities and Exchange Commission (SEC) form used to register securities that a foreign private issuer issues in a business combination transaction.

The title defines the form's scope. It concerns three things together: a registration statement, securities issued by a foreign private issuer, and a business combination transaction as the setting in which those securities are issued. The SEC is the federal agency that publishes the form and lists it in its forms index, where each form appears with its number, its title, an SEC publication number and the category it belongs to.

Other SEC forms in that index deal with different steps in the life of a foreign private issuer. Form 15F, for example, is the certification of a foreign private issuer's termination of registration of a class of securities or of its duty to file reports. That is a termination form and is not a substitute for Form F-4. Form 18 (application for registration under Section 12(b) and (c)) and Form 10 (general form for registration under Section 12(b) or (g)) are separate registration forms with their own titles.

The full contents, items and instructions of Form F-4 are in the SEC's PDF at the official link on this page.

Who needs to file Form F-4?

The main group is the foreign private issuer whose securities are issued in a business combination transaction and need to be registered on this form, as its title states.

Points that follow from the title and from the SEC's forms index:

  • The form is for securities issued in a business combination. It is not a general-purpose registration form for every offering by a foreign private issuer.
  • A foreign private issuer that wants to end its registration of a class of securities, or its duty to file reports, uses Form 15F instead, which the SEC lists as the certification for that purpose.
  • Registration of a class of securities under Section 12(b) or (g) has its own forms in the SEC index (Form 10 and Form 18), distinct from this one.

The detailed eligibility conditions, definitions and item-by-item requirements are set out in the form itself, published by the SEC at the official link. Check them there before you complete the document, and consult a securities professional about whether your transaction qualifies.

How to fill out Form F-4

  1. Confirm that Form F-4 fits

    Check that the securities are issued by a foreign private issuer in a business combination transaction, the scope stated in the form's title. If your situation is a termination of registration, the SEC lists Form 15F instead.

  2. Open the SEC version of the form

    Use the PDF at https://www.sec.gov/files/formf-4.pdf as your reference for the items and instructions the SEC prints.

  3. Enter the issuer's identifying details

    Complete the identification entries at the start of the form exactly as the SEC's PDF requests them, using the issuer's legal name.

  4. Complete each item the form requires

    Work through the form in the order it is printed and answer every item that applies to your transaction, following the SEC's instructions inside the PDF.

  5. Check the entries for consistency

    Compare names, dates and descriptions of the transaction across the form so they agree with each other and with the supporting material you keep.

  6. Review and download the completed PDF

    Read the completed form once more, then download or print the PDF from FillingPDF and file it through the SEC's channels.

How to submit Form F-4

Form F-4 is an SEC document, so it is filed with the U.S. Securities and Exchange Commission through the channels the agency sets. The SEC publishes the form at https://www.sec.gov/files/formf-4.pdf and lists it, with every other SEC form, in its forms index at https://www.sec.gov/submit-filings/forms-index. That index is the place to confirm the current version and to reach the SEC's filing guidance.

The page you are reading gives no mailing address, portal or fee for this form, so confirm the filing method, any fee and the required copies with the SEC before you file. FillingPDF lets you fill out and download the PDF; submission follows the SEC's channels.

Common mistakes to avoid

  • Using Form 15F, the SEC's certification of a foreign private issuer's termination of registration, when the goal is to register securities issued in a business combination.
  • Using Form 10 or Form 18 for this purpose; the SEC lists them as separate registration forms with their own titles and Section 12 scope.
  • Choosing Form F-4 for an issuance that is not part of a business combination transaction, which is the setting named in the form's title.
  • Relying on a copy of the form from a third-party site instead of checking the SEC's PDF and forms index for the current version.
  • Assuming that completing the PDF is the same as filing it; the form must still reach the SEC through the agency's channels.

Frequently asked questions

What is Form F-4?

Form F-4 is the SEC registration statement for securities of foreign private issuers issued in business combination transactions. It is published by the U.S. Securities and Exchange Commission, which lists it in its forms index with its other registration and reporting forms.

Who files Form F-4?

A foreign private issuer whose securities are issued in a business combination transaction, as the form's title states. The detailed eligibility conditions are printed in the SEC's PDF, so read them there or ask a securities professional before you file.

Can I fill out Form F-4 online?

Yes. You can fill out the PDF online on FillingPDF and download or print it. FillingPDF is an independent service and does not file the form with the SEC; you file it through the SEC's own channels.

Is Form F-4 the same as Form 15F?

No. Form 15F is the SEC certification of a foreign private issuer's termination of registration of a class of securities, or of its duty to file reports. Form F-4 registers securities issued in a business combination transaction.

Where can I get the official Form F-4 PDF?

The SEC publishes it at https://www.sec.gov/files/formf-4.pdf and lists it in the forms index at https://www.sec.gov/submit-filings/forms-index. Check there for the current version before you complete or file the form.

Where do I submit Form F-4?

Form F-4 goes to the SEC. This page does not give a mailing address, portal or fee for it, so confirm the current filing method and any fee with the SEC through its forms index before you file.

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