Top 10 Practice Tips: Debt Tender Offers

Debt tender offers are highly regulated and complex. Companies intending to engage in one should identify key considerations and regulatory requirements for issuers undertaking a debt tender offer for cash, including evaluating liquidity, applicability of SEC tender offer rules, and the classification of debt securities (convertible vs. nonconvertible). They will need to take into account, among other things, timing rules under SEC regulations, eligibility for an abbreviated tender process, pricing methodologies, the role of dealer-managers, and related legal documentation. Read this practice note for helpful tips when considering a debt tender offer.

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Related Content

• Debt Tender Offer Structuring Considerations
  Consider Regulation 14E requirements, pricing structures, Rule 10b-5, and more.

• Debt Tender Offers​: Offer to Purchase
  Go page-by-page through an offer to purchase.

• Debt Tender Offers: Letter of Transmittal
  Look at each section of this key component of a debt tender offer.

• Debt Tender Offers: Legal Opinions and Agent Agreements
  Do a deep dive into the legal opinion and the depositary and information agent agreement.

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