Series 79 practice questionmediumGoing-Private Transactions
Which disclosure is required under Rule 13e-3 for a going-private transaction involving affiliates?
- AOnly the target’s historical audited financials
- BA list of all non-affiliate shareholders
- CBoard meeting minutes for the prior 12 months
- DA statement regarding the fairness of the transaction to unaffiliated holders✓ Correct answer
Explanation
Why D — A statement regarding the fairness of the transaction to unaffiliated holders
Rule 13e-3 requires disclosure of the transaction’s fairness to unaffiliated shareholders because of the heightened risk of conflicts in affiliate transactions. Other disclosures are not specifically required by this rule.
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