OFS-2.2 OFS-2.2 Methods of Offering
OFS-2.2.1
The following are non-exclusive examples of the types of offering that may take place in the Kingdom of Bahrain with specific eligibility and other approval requirements for each type to be found later in this Chapter:
(a)Initial Public Offering : An offer for subscription to the public by or on behalf of a newly-established company, or an unlistedissuer of its ownsecurities ;(b)Initial Offer for Sale : An offer for sale to the public by or on behalf of existing companies or unlistedissuers or itssecurities holders or part of itssecurities holders, whosesecurities are already in issue or subscribed;(c)Subsequent Public Offer : An offer for subscription to the public by or on behalf of a listedissuer of its ownsecurities other than by arights issue , after obtaining the approval on waiving of the pre-emptive rights of the existingsecurities holders;(d)Rights Issue : Arights issue offer by way of exercising the pre-emptive rights by existing holders ofsecurities which enables those holders to subscribe to thosesecurities in proportion to their existing holding, or otherwise on the basis ofallotment approved by those holders;(e)Private Placement : Private placement is an offer toaccredited investors , as defined in this Module, selected or accepted by theissuer or the appointed lead manager for obtaining subscriptions forsecurities of an issue, or for obtaining subscription for sale ofsecurities by anunderwriter or lead manager;(f)Employee Share Benefit Plan : Offering ofsecurities which is made by theissuer on the exercise ofoptions granted to or for the benefit of management and/or employees, after obtaining the approval ofsecurities holders and the CBB;(g)Capitalisation Issue : A capitalisation issue is anallotment of furthersecurities to existingsecurities holders, credited as fully paid-up out of theissuer's reserves or profits, in proportion to their existing holdings, or otherwise not involving any monetary payments;(h)Consideration Issue : A consideration issue is an issue ofsecurities as consideration, other than cash, in a transaction or in connection with a takeover or merger or the division of anissuer ;(i) Swapping, Exchange or Substitution of Securities:Securities issued through an exchange or a substitution, swapping or conversion ofsecurities into otherclasses ofsecurities ;(j)Initial Listings for Publicly Traded Companies : For non-Bahrainiissuers whosesecurities are issued in other markets, or listed on another regulated exchange and who wish to list on alicensed exchange in Bahrain; or(k)Listing of Closed or Private Companies (including Small and Medium Enterprises SME's); and(l) Closed, private, family companies, or such other non-public companies that offer theirsecurities to the public and list.January 2014