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Financial Statements Securities & Exchange Commission

The Latham FPI Guide: Accessing the US Capital Markets From Outside the United States - 2017 Edition

by Latham & Watkins LLP on

Fabry-Pérot Interferometer, SA is a highly successful non-US company known to the world as FPI. FPI is considering doing a debt or equity offering in the United States. What are the key legal issues it, and its underwriters...more

SEC Chief Accountant Speaks to Financial Statement Requirements for Initial Coin Offerings

SEC Chief Accountant Wesley R. Bricker recently gave remarks at the AICPA National Conference on Banks & Savings Institutions. Mr. Bricker spoke to the adoption of FASB’s new credit loss standard and related implementation...more

SEC issues new guidance on omission of interim financial information from draft registration statements

by Hogan Lovells on

On August 17, the SEC’s Division of Corporation Finance issued new guidance indicating that emerging growth companies (EGCs) and non-EGCs may omit from their nonpublic draft registration statements interim financial...more

SEC Extends IPO Accommodations by Permitting Exclusion of Interim Financial Information in Confidential Draft Registration...

by Shearman & Sterling LLP on

On August 17, 2017, the SEC’s Division of Corporation Finance issued guidance further extending an important accommodation provided to companies contemplating going public. Under the updated guidance, all issuers, including...more

SEC Reduces Financial Information Requirements for Draft Registration Statements

On August 17, 2017, the Securities and Exchange Commission (SEC) updated its June 29, 2017 guidance on the confidential review process for draft registration statements and financial information that may be omitted from draft...more

SEC Staff Issues New C&DIs Clarifying Financial Information Required for Draft Registration Statements

On August 17, 2017, the Securities and Exchange Commission (SEC) Staff issued new Compliance and Disclosure Interpretations (C&DIs) that clarify the financial information that Emerging Growth Companies (EGCs) and non-EGCs may...more

Corporate Finance Alert: SEC Issues New Guidance on Draft Registration Statements, Including Omission of Interim Financial...

On August 17, 2017, the staff (Staff) of the Securities and Exchange Commission (SEC) issued new guidance that will streamline significantly the confidential submission process for emerging growth companies (EGCs) and...more

SEC Updates IPO Guidance: Issuers can Omit Interim Financial Information that will be Superseded

by Locke Lord LLP on

On August 17, 2017, the Securities and Exchange Commission (“SEC”) updated its guidance with respect to interim financial information that issuers may omit from draft registration statements. Under the updated guidance, both...more

Audit Firm And Engagement Partner Settle SEC Allegations Stemming From 2011 Audit Of A New Client

by Shearman & Sterling LLP on

On August 15, 2017, KPMG LLP (“KPMG”) and one of its engagement partners settled claims brought by the U.S. Securities and Exchange Commission (“SEC”) that they violated Section 4C of the Securities Exchange Act of 1934...more

The SEC (Sort of) Extends EGC Benefits to All Issuers

by White & Case LLP on

On June 29, 2017, the Securities and Exchange Commission ("SEC") extended to all issuers some of the benefits that Congress granted to emerging growth companies ("EGCs") in 2012 under the Jumpstart Our Business Startups Act...more

Mid-Year IPO Trends - July 2017

Practical Law Company recently reviewed trends in the U.S. IPO market for the first half of 2017. In the first five months of 2017, 46 IPO issuers identified themselves as emerging growth companies (EGCs). Under the JOBS...more

PCAOB Adopts New Auditor Reporting Standard

by Ropes & Gray LLP on

After more than six years of outreach and public comment, on June 1, 2017, the Public Company Accounting Oversight Board (“PCAOB”) adopted a new auditor reporting standard1 that, if approved by the SEC, would significantly...more

The Case Of The Wholly Owned, But Not Totally Held, Subsidiary That May Or May Not Be 100% Owned

by Allen Matkins on

When someone says that a subsidiary is “wholly owned”, I believe that the common understanding is that the parent company owns all of the issued and outstanding equity of the subsidiary. What if the statement is that the...more

Confidential IPO Filing System to be Expanded

by Sullivan & Worcester on

As of July 10th, the SEC’s Division of Corporation Finance will permit all companies to submit draft registration statements relating to initial public offerings for review on a non-public basis...more

SEC Chief Accountant Gives Speech on Credible Financial Reporting in the Capital Markets

On June 8, 2017, SEC Chief Accountant Wesley Bricker gave a speech titled “Advancing the Role of Credible Financial Reporting in the Capital Markets” at the 36th Annual SEC and Financial Reporting Institute Conference. Mr....more

PCAOB Adoption of Enhanced Auditor’s Reporting Model

by Morrison & Foerster LLP on

On June 1, 2017, the Public Accounting Oversight Board (PCAOB) adopted Auditing Standard No. 3101, The Auditor’s Report on an Audit of Financial Statements When the Auditor Expresses an Unqualified Opinion, which the PCAOB...more

Spinning Debt Into Profits Yields SEC Fraud Charges

by Dorsey & Whitney LLP on

A miller claimed his daughter could spin straw into gold, according to the fable by the Brothers Grimm. And so she did – with a little help from a secret deal with Rumpelstiltskin. ...more

PCAOB's New Auditor Report Standard for US Public Companies: Increasing Transparency or Chilling Productive Discussion?

by Dechert LLP on

The Public Company Accounting Oversight Board (PCAOB) adopted a new auditor reporting standard on June 1, 2017. If approved by the U.S. Securities and Exchange Commission (SEC), the new standard would impose additional...more

Accounting Oversight Board Adopts New Model for Auditor Reports

On June 1, 2017, the Public Company Accounting Oversight Board (PCAOB) adopted changes to its rules governing the content and organization of auditor reports required to accompany audited financial statements in filings made...more

Blog: The Cams Are Coming: PCAOB Adopts New Standard To Enhance Audit Reports

by Cooley LLP on

On June 1, 2017, as anticipated, the PCAOB adopted, subject to SEC approval, a new auditing standard for the auditor’s report that, while retaining the usual pass/fail opinion, will require auditors to include a discussion of...more

The First MD&A Following Adoption of the New Revenue Recognition Standard

The SEC has made clear its expectations regarding MD&A disclosure for periods prior to the adoption of the new revenue recognition standard. What has received less attention is the content of MD&A after the new revenue...more

Blog: New Revenue Recognition Standard—Are Companies Overlooking The Disclosures?

by Cooley LLP on

The warnings are everywhere—it’s time to get serious about revenue recognition. The new standard is expected to result in significant changes to measuring, recognizing and reporting of revenue—regarded as the key line item in...more

SEC Accountant Speaks to Revenue Recognition

Sylvia E. Alicea, Professional Accounting Fellow, Office of the Chief Accountant, gave her views on implementation of the new revenue recognition standard at a conference dedicated to the topic....more

Proskauer’s 2017 IPO Study

by Proskauer Rose LLP on

Proskauer’s Global Capital Markets Group has released its fourth annual IPO Study, a comprehensive analysis of U.S.-listed initial public offerings that priced in 2016, including an identification of IPO trends over a...more

SEC Staff Guidance on Regulation A Offerings

On March 31, 2017, the SEC Staff published five Compliance and Disclosure Interpretations (C&DIs) relating to Regulation A. ...more

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