General Rules and Regulations
promulgated
under the
Securities Exchange Act of 1934
Rule 16a-7 -- Transactions Effected in Connection with a Distribution
Any purchase and sale, or sale and purchase, of a security
that is made in connection with the distribution of a substantial block of securities
shall be exempt from the provisions of section 16(a)
of the Act, to the extent specified in this rule, subject to the following conditions:
The person effecting the transaction is engaged in
the business of distributing securities and is participating in good faith, in the
ordinary course of such business, in the distribution of such block of securities;
and
The security involved in the transaction is:
Part of such block of securities and is acquired by
the person effecting the transaction, with a view to distribution thereof, from the
issuer or other person on whose behalf such securities are being distributed or from
a person who is participating in good faith in the distribution of such block of
securities; or
A security purchased in good faith by or for the account
of the person effecting the transaction for the purpose of stabilizing the market
price of securities of the class being distributed or to cover an over-allotment
or other short position created in connection with such distribution.
Each person participating in the transaction must qualify
on an individual basis for an exemption pursuant to this section.
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