SEC Form F-9

SEC form F-9 is a filing with the Securities and Exchange Commission (SEC) that publicly-traded Canadian foreign private issuers are required to use to register investment grade preferred securities. These issuers must have been subject to continuous disclosure by a Canadian authority over the 12 months preceding the filing in order to register nonconvertible investment-grade debt or securities. These securities must be offered for cash or as part of an exchange offer and must be non-convertible for at least one year, unless the registrant is a majority-owned subsidiary.

SEC Form F-9 acts as a wraparound for the relevant Canadian offering documentation required by Canadian securities regulation. Companies filing an SEC Form F-9 must have an aggregate market value of public float or outstanding equity of at least $75 million.

Form F-9 is also known as the Registration Statement for Certain Investment Grade Preferred Securities of Certain Canadian Issuers under the Securities Exchange Act of 1933. This act, often referred to as the "truth in securities" law, requires that these registration forms, which provide essential facts, be filed in order to disclose important information upon registration of a company's securities. This helps the SEC achieve the act's objectives: that investors are able to receive significant information regarding securities offered, and to prevent fraud in the sale of the offered securities.