Legal & Regulatory
Issue Eligibility
Special Letters
Special Letters
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Mandatory Process Instruction Letter
A mandatory process instruction letter is used to request a mandatory exchange of securities eligible at DTC issued pursuant to Rule 144A now eligible for resale pursuant to Rule 144(b)(1) and/or securities eligible at DTC pursuant to Regulation S now eligible for unrestricted resale pursuant to Section 4(1) of the Securities Act of 1933, as amended or in the case of a dealer, Section 4(3) of the Securities Act.
(Acrobat .pdf, 97KB, Updated 04/2009)
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Optional Process Instruction Letter
An optional process instruction letter is used to notify DTC of the end of the restricted period of securities eligible at DTC issued pursuant to Rule 144A now eligible for resale pursuant to Rule 144(b)(1) and/or securities eligible at DTC pursuant to Regulation S now eligible for unrestricted resale pursuant to Section 4(1) of the Securities Act of 1933, as amended or in the case of a dealer, Section 4(3) of the Securities Act and to request to make the unrestricted security eligible at DTC in order to provide the option to retain the Rule 144A and/or Regulation S security or receive the unrestricted security.
(Acrobat .pdf, 107KB, Updated 09/2009)
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Gaming Letter
A Gaming Letter is required for issuers involved in activity subject to Gaming and/or other types of Regulatory Commissions.
(Acrobat .pdf, 136KB, Updated 08/2010)
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REIT Letter
A REIT Letter is required for equity issuances by a REIT issuer subject to ownership percentage thresholds.
(Acrobat .pdf, 136KB, Updated 08/2010)
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Seg-100 Letter
A Seg-100 Letter is required for equity issues subject to share ownership threshold restrictions by U.S. or non-U.S. citizens.
(Acrobat .pdf, 136KB, Updated 08/2010)
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SEC Registration Exchange Letter
Procedures for Submitting a Notice of Exchange of Securities Eligible at DTC Issued Pursuant to Rule 144A & Regulation S, if applicable, now Registered with the SEC under an Effective Registration Statement or Shelf Registration (“Exchange Letter”)
(Acrobat .pdf, 47KB, Updated 11/2009)