SEC Permits Tender Offer to Proceed Under Belgian Rules

The SEC granted a Belgian company relief from certain SEA requirements as to the conduct of tender offers in the Belgian company's planned acquisition of shares of another Belgian-incorporated company.

In its request for relief, the company asked for exemptions of Exchange Act Rules 14d-11(d) and 14d-11(e) ("Subsequent Offering Period") which require that:

  • "The bidder announces the results of the tender offer, including the approximate number and percentage of securities deposited to date, no later than 9:00 a.m. Eastern time on the next business day after the expiration date of the initial offering period and immediately begins the subsequent offering period" and
  • "The bidder immediately accepts and promptly pay for all securities as they are tendered during the subsequent offering period."

The Division of Corporation Finance granted relief, permitting the company to commence the offering period in accordance with Belgian law and practice, and allowed the company to pay for ordinary shares tendered during a subsequent offering period in accordance with Belgian law and practice.

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