Here at ISIN we have assisted tens of thousands of companies with international securities identification numbers (ISINs), CUSIPs, database assistance as well as Regulation S (Reg S) and 144A offerings. If your company is issuing 144A/Reg S debt or equity
securities and requires a CUSIP or an ISIN code or other identifiers you may contact us anytime for application assistance.
If you are ready to apply for a Reg S/144A ISIN or other code and need the application expedited just let us know. Our staff will work to ensure that your application is completed as fast as is permitted. Unrivaled speed and customer service is what our team prides itself. Contact us today to start your process.
Here at ISIN we assist with 144A or Reg S offering. From the initial drafting of the documents to securities identification codes to investor contacts, there is not an aspect of the process we are not familiar with.
Regulation S provides an exclusion from the Section 5 registration requirements of the Securities Act of 1933, as amended (the “Securities Act”), for offerings made outside the United States by both U.S. and foreign issuers. A securities offering, whether private or public, made by an issuer outside of the United States in reliance on Reg S need not be registered under the Securities Act. The Regulation S safe harbors are non‐exclusive, meaning that an issuer that attempts to comply with Regulation S also may claim the availability of another applicable exemption from registration.
Reg S is available for offerings of both equity and debt securities. Regulation S is available only for “offers and sales of securities outside the United States” made in good faith and not as a means of circumventing the registration provisions of the Securities Act. The availability of the issuer (Rule 903) and the resale (Rule 904) safe harbors is contingent on two general conditions:
• the offer or sale must be made in an offshore transaction; and
• no “directed selling efforts” may be made by the issuer, a distributor, any of their respective affiliates, or any person acting on their behalf.
Before seasoning, bonds sold under Regulation S (RegS), can only be offered in the U.S. to qualified institutional buyers (QIBs) in reliance on Rule 144A.
Rule 144A is an SEC rule issued in 1990 that modified a two-year holding period requirement on privately placed securities by permitting QIBs to trade these positions among themselves.
RegS and 144A Bonds are generally assigned two separate sets of securities identification codes. Typically, Reg S bonds get a common code and an International Securities Identification Number (“ISIN”) and are generally accepted for clearance through the Clearstream, Luxembourg and Euroclear systems. 144-A bonds get a CUSIP number and an “ISIN” and are generally accepted for clearance through the DTC system.
We can assist with your 144A or Regulation S Offering.