an offer, or a request for admission to trading of transferable securities, in respect of which article 3 of the Prospectus Regulation applies (other than an exempt offer under section 86 of the Act or article 1 of the Prospectus Regulation)2;
an offer, or a request for admission to trading of transferable securities, where under article 4 of the Prospectus Regulation a person has elected to have a prospectus in relation to the transferable securities2; and
in relation to an offer:
the PR Regulation;
[Editor’s note: link to follow]3
[Note: the FCA has also issued other guidance relating to the prospectus regime, which can be accessed in the FCA’s Knowledge Base (https://www.fca.org.uk/markets/primary-markets/knowledge-base).3]2
1In determining whether the Prospectus Regulation, Part 6 of the Act, these rules, the PR Regulation and the Prospectus RTS Regulation have been complied with, the FCA will consider whether a person has acted in accordance with the technical note on PR disclosure and specialist issuers3, the ESMA PR Prospectus Questions and Answers, the ESMA guidelines on risk factors, the ESMA guidelines on alternative performance measures, and the ESMA guidelines on APMs Questions and Answers3.
[Note: the FCA has also issued other guidance relating to the prospectus regime, which can be accessed in the FCA’s Knowledge Base at https://www.fca.org.uk/markets/primary-markets/knowledge-base.]3