17 CFR 240.14e-8
§ 240.14e-8 Prohibited conduct in connection with pre-commencement communications.
United States · 17 CFR — Commodity and Securities Exchanges · Status: effective
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- Citation
- 17 CFR 240.14e-8, § 240.14e-8 Prohibited conduct in connection with pre-commencement communications, United States, version 1 as recorded 2026-07-09, yourstate.us, https://yourstate.us/provision/69166
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Full text
It is a fraudulent, deceptive or manipulative act or practice within the meaning of section 14(e) of the Act (15 U.S.C. 78n) for any person to publicly announce that the person (or a party on whose behalf the person is acting) plans to make a tender offer that has not yet been commenced, if the person:
(a) Is making the announcement of a potential tender offer without the intention to commence the offer within a reasonable time and complete the offer;
(b) Intends, directly or indirectly, for the announcement to manipulate the market price of the stock of the bidder or subject company; or
(c) Does not have the reasonable belief that the person will have the means to purchase securities to complete the offer.
Legislative history
This is a federal regulation, adopted through agency rulemaking under the Administrative Procedure Act — not enacted by a recorded vote of Congress.