An introductory guide: Dual Listings of Swedish Listed Companies on Nasdaq in the United States

This introductory guide, prepared by Baker McKenzie and Nasdaq, addresses the current topic of dual-listing Swedish companies on The Nasdaq Stock Market in the United States. As a comprehensive guide based on experience, the document offers practical guidance to Swedish listed companies and summarizes the key considerations involved, including:

  • the consequences of registering securities, shares and American Depositary Receipts, ADRs, in the United States;
  • the process of registering securities with the US Securities and Exchange Commission, the SEC;
  • material reporting obligations and disclosure requirements under the US Securities Act of 1933, the US Securities Exchange Act of 1934, and the related rules and regulations promulgated by the SEC;
  • aspects of being a dual listed company from a Swedish point of view; and
  • liabilities associated with the process of registering securities with the SEC and being an SEC-registered company.

The guide highlights examples in relation to the Swedish market and issues arising specifically in the Swedish context.

Baker McKenzie were involved in Calliditas Therapeutics’ US listing in June 2020 and many other Swedish companies may follow suit in the coming years. Baker McKenzie is a global law firm and ideally placed to assist companies in cross-border transactions. In case of an interest in a US listing, our Swedish capital markets team with partners Joakim Falkner (who is also heading up the capital markets group in Europe, Middle East & Africa) and Henric Roth are available to discuss a potential transaction also involving our global capital markets team.

Dual Listings of Swedish Listed Companies on Nasdaq in the United States

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