Form F-1 must be filed with the US Securities and Exchange Commission (SEC) by certain foreign private issuers before they can make an IPO (initial public offering) or other first-time security offering in the United States. The form also serves as a catchall, used to register foreign-issued securities for which no other form is already authorized or prescribed. It doesn’t need to register an entire worldwide equity or debt offering, but it must register those securities to be sold in the United States as well as any possible flow-back of securities into the US.
Required under the Securities Exchange Act of 1933, Form F-1 is intended to protect investors by providing critical information including a prospectus overview, risk factors, planned use of proceeds, corporate structure, financial and debt data, taxation and more.
The form must be submitted to the SEC via the online EDGAR (Electronic Data Gathering, Analysis and Retrieval) system, where it goes on public display. Form F-1 takes an average of nearly 2,000 hours to complete, according to the SEC.
With nearly 50 years of SEC compliance experience, and as one of the first companies to actively engage with EDGAR and the XBRL mandate, Merrill is uniquely qualified to help filers worldwide successfully navigate ever-changing SEC requirements. With Merrill, you can manage regulated disclosure with absolute security, precision and accuracy.