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PD III - the new Prospectus Regulation

The new Prospectus Regulation, known as PD III, is intended to improve the functioning of the internal capital markets and guarantee investor protection. It remains to be seen whether the intended enhancements will achieve these aims.

The new Prospectus Regulation (2017/1129, known as PD III), which will come into effect on 21 July 2019, is intended to minimise variation in the interpretation and application of legislation across the EU with a view to improving the functioning of the internal capital markets and guaranteeing investor protection. It remains to be seen whether the intended enhancements will achieve these aims, but what is clear is that the changes will have practical implications for issuers and other market participants.

PD III applies to prospectuses where securities are being offered to the public in the EU and/or traded on an EU regulated market. The new regime introduces significant changes to risk factors and summaries and a range of changes to disclosure requirements more generally. The “advertisements” requirements remain the subject of industry discussions. PD III will result in a number of practical changes to the process of conducting and documenting offerings and admissions to trading in both the debt and equity capital markets space.

Click on the tabs above to access a range of Allen & Overy materials on this topic.​​​​​​

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