John J. Satory

Fried, Frank, Harris, Shriver & Jacobson (London) LLP

John Satory is a counsel in the Corporate Department and is resident in the London office of Paul, Weiss. John focuses his practice on a variety of significant cross-border capital markets offerings, with a particular focus on financial institutions as well as the energy, communications, consumer retail and bio-tech sectors. His capital markets experience includes numerous billion-dollar-plus offerings of European, Asian and American issuers.

Practice Area

Corporate

Panel

Contributing Author

Qualified Year

2004

Qualification

Bar Admission - State of New York

Education

J.D., Georgetown University Law Center, 2003, magna cum laude, Order of the Coif
B.A., University of Colorado, 1998, magna cum laude, Phi Beta Kappa

1 Contributions by John J. Satory

PRACTICE NOTES

Extending UK/EU Public Offers to US Investors: Rule 144A/Regulation S, Disclosure (MD&A), 1940 Act, ERISA, PFIC, Exchange Act, ADRs, Publicity and Broker-Dealer Requirements (US law)

Practice Note This Practice Note outlines the principal legal issues to consider when a company extends a public offer of securities to investors in the United States of America (US), including: the available exemptions from SEC registration the elements that shape disclosure other regulatory considerations influencing who may or will buy the offered securities, eg: the US Investment Company Act of 1940 the Employee Retirement Income Security Act of 1974 US tax rules the US Securities Exchange Act of 1934 the financial intermediaries permitted to offer the securities in the United States whether US investors expect to hold the non-US issuer’s securities directly or through American Depositary Receipts the publicity restrictions that must be applied the role of any US advisers A company and its advisers may conduct a placement of securities in the US in several ways, eg: an offer into the US market, alongside a public offer in the UK and/or other European markets a rights issue in which there are substantial US shareholders, or...

Corporate

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