Regulation S Selling & Transfer Restrictions: A Basic User's Guide

Please find attached an article providing an overview of Regulation S by Adam Fleisher, of Cleary Gottlieb, and Peter Castellon, of Citigroup.

The article draws largely on the firm’s U.S. Regulation of the International Securities and Derivatives Markets, Tenth Edition (Greene, Beller, Rosen, Silverman, Braverman, Sperber & Grabar, Wolters Kluwer Law & Business), but consolidates key practical considerations relating to the regulation’s application into a handy basic user’s guide. You might find it useful for those occasions when time does not permit a deeper dive into the treatise. In particular, the appendix contains quick reference charts that break down applicable Regulation S categories by type of instrument and issuer.

If you have any questions, please feel free to contact the authors, any of your regular contacts at the firm or any of our partners and counsel listed under Capital Markets.