Disclosure Requirements

Not deterred by the pandemic, the Securities and Exchange Commission seems to be continuing its work tackling the items on the regulatory agenda.  Today, the SEC announced that adopted amendments to its requirements related to disclosures for acquisitions and dispositions.  We had previously blogged and written about these proposals.

The amendments affect Regulation S-X, including

The Securities and Exchange Commission recently announced another meeting of its Investor Advisory Committee.  The virtual public meeting will be open to the public and webcast on May 21, 2020 starting at 10:00 am Eastern Time.  The Committee’s agenda includes a panel discussion regarding index funds, and a panel discussion regarding credit rating agencies.

The

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April 29, 2020
1:00 pm – 2:00 pm ET
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The use of non-GAAP financial measures by public companies continues to draw regulatory scrutiny and media attention. Companies often use these measures to supplement GAAP numbers and convey information they believe is relevant, meaningful and useful in understanding financial position, performance and

Friday, April 17, 2020
11:00am – 12:00pm EDT
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On April 8, 2020, SEC Chair Clayton and Division of Corporation Finance Director Bill Hinman issued a joint statement urging companies to focus their near-term quarterly earnings releases, analyst and investor calls and other communications with the market on their current, planned and expected

Thursday, April 23, 2020
2:00pm – 3:00pm EDT
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Practices for public companies relating to earnings calls, earnings guidance and investor updates vary. Especially in uncertain and volatile markets, preparing for these important communications requires careful consideration of a number of factors, including the recent statements and guidance from the Securities and Exchange

The SEC’s Division of Corporation Finance today published CF Disclosure Topic No. 9 providing the Staff’s current views regarding disclosure and securities law obligations that companies should consider in connection with the coronavirus and related market and business disruptions.  The guidance can be found here.

A Legal Update will follow shortly reviewing the guidance.

On March 2, 2020, the US Securities and Exchange Commission (SEC) adopted amendments to Rules 3-10 and 3-16 of Regulation S-X that simplify and streamline the financial disclosures required in registered debt offerings involving guaranteed or collateralized debt securities.

Read our Legal Update here.

The heads of the SEC Enforcement Division, in remarks today, reminded market participants of the need to keep a close eye on the persons that may have material nonpublic information.  In the remarks, they noted, “[f]or example, in these dynamic circumstances, corporate insiders are regularly learning new material nonpublic information that may hold an even

On March 2, 2020, the Securities and Exchange Commission (SEC) adopted amendments to the financial disclosure requirements in Rules 3-10 and 3-16 of Regulation S-X, applicable to registered debt offerings involving guaranteed or collateralized securities.  The amendments are intended to improve the quality of disclosure to investors, and encourage issuers to conduct debt offerings with

A U.S. reporting company that produces, distills and markets alcoholic beverages, such as vodkas, whiskeys, tequilas, gins and beer, and that has shares and American Depositary Shares listed on the London Stock Exchange and the New York Stock Exchange, respectively, is the subject of a Securities and Exchange Commission (“SEC”) order. Throughout its 2014 fiscal