News & Analysis as of

Securities and Exchange Commission (SEC) Debt Securities

Goodwin

New Proxy Voting Reporting Requirements For Investment Managers For 2023-24 Annual Meeting Season

Goodwin on

On November 2, 2022, the U.S. Securities and Exchange Commission (SEC) announced the adoption of amendments to Form N-PX and related rules to extend public company stockholder vote disclosure filing requirements beyond...more

BCLP

Issuance of Reverse Yankee Bonds Remains Active

BCLP on

The sale of Reverse Yankee bonds by prominent US issuers – often with higher credit ratings – has recently continued at a rapid pace. Reverse Yankee bonds are debt securities issued by US issuers that are denominated in a...more

Eversheds Sutherland (US) LLP

SEC adopts rules requiring the reporting of securities loans and the disclosure of short sales

On October 13, 2023, the Securities and Exchange Commission (SEC) adopted new Rule 10c-1a under the Securities Exchange Act of 1934, as amended (1934 Act), requiring certain persons to report securities loan information to...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Grants Broker-Dealers Permanent Exemptive Relief From Rule 15c2-11 for Fixed-Income Securities Sold Under Rule 144A Safe...

On October 30, 2023, the Securities and Exchange Commission (SEC) issued an order granting broker-dealers exemptive relief from Rule 15c2-11 of the Securities Exchange Act of 1934 for fixed-income securities sold in...more

Seward & Kissel LLP

SEC Settles Charges Against Investment Adviser for Improper Fixed Income Securities Trading

Seward & Kissel LLP on

Quick Take: The SEC charged an investment adviser in connection with improper trading in certain fixed income securities. The SEC’s order alleges that the adviser improperly traded the securities between advised clients,...more

Kramer Levin Naftalis & Frankel LLP

SEC Staff Provides Relief From Rule 15c2-11 Public Financial Statement Disclosure Through Jan. 5, 2025

On Sept. 16, 2020, the Securities and Exchange Commission (SEC) adopted amended Rule 15c2-11 (the Amended Rule) under the Securities Exchange Act of 1934, as amended (the Exchange Act). The Amended Rule, most of which became...more

Goodwin

SEC Brings First Ever Regulation Best Interest Litigation Against Broker-Dealer and Its Personnel

Goodwin on

The U.S. Securities and Exchange Commission recently charged a broker-dealer and five of its registered representatives with violating Regulation Best Interest (“Reg. BI”) related to recommendations and sales of an unrated,...more

Morgan Lewis

FINRA Seeks to Expand Reporting Requirements for Transactions in TRACE-Eligible Securities

Morgan Lewis on

The Financial Industry Regulatory Authority recently filed two rule proposals—SR-FINRA-2022-011 and SR-FINRA-2022-013—with the US Securities and Exchange Commission and issued Regulatory Notice 22-12 in an effort to expand...more

Opportune LLP

Why Consider Early Adoption Of ASU 2020-06?

Opportune LLP on

In August 2020, the FASB issued ASU 2020-06, Accounting for Convertible Instruments and Contracts in an Entity’s Own Equity (“ASU 2020-06” or the “ASU”). ASU 2020-06 simplifies an issuer’s accounting for convertible...more

Mayer Brown Free Writings + Perspectives

Is today a Business Day?

Is today a Business Day? Good question, depends who you ask. The SEC’s EDGAR filing system is closed today for the Juneteenth Holiday.  Because today is a federal holiday, today will not count as a business day in the filing...more

Alston & Bird

SEC Replaces Industry Guide 3 and Modernizes Disclosures for Banking Registrants

Alston & Bird on

Our Securities Group summarizes the many ways the Securities and Exchange Commission has streamlined some statistical disclosure requirements by replacing the 30-year-old Industry Guide 3 with final rules that update and...more

Orrick, Herrington & Sutcliffe LLP

Recent Amendments to the Volcker Rule Will Benefit CLOs and the Banks That Invest in Them

There is some (at least regulatory) good news for CLOs this summer. In late June, the Federal Reserve Board, the Treasury Department, the Office of the Comptroller of the Currency, the Federal Deposit Insurance Corporation,...more

Morrison & Foerster LLP

U.S. SEC Adopts Rule Amendments To Simplify Guarantor And Pledgor Financial Disclosures

The U.S. Securities and Exchange Commission (the “SEC”) recently adopted amendments to the financial disclosure requirements applicable to registered debt offerings that include certain credit enhancements. The amendments...more

Morrison & Foerster LLP

Coronavirus (COVID-19): Liability Management Considerations

As the world continues to adapt to the COVID-19 pandemic, many companies are assessing their liquidity position, general balance sheets, near-term interest payments and debt maturities. One way companies with outstanding debt...more

Pillsbury Winthrop Shaw Pittman LLP

SEC Amends Disclosure Requirements for Guaranteed Securities

The amendments will become effective on January 4, 2021, with earlier compliance permitted. The amendments focus on providing material financial and non-financial information regarding guarantees and other credit...more

Morgan Lewis

COVID-19: SEC Staff Permits Affiliates to Purchase Debt Securities from a Mutual Fund

Morgan Lewis on

The staff of the US Securities and Exchange Commission (SEC) has given registered open-end management companies (mutual funds) an additional tool in the wake of the coronavirus (COVID-19) crisis to combat the potentially...more

Sullivan & Worcester

SEC Staff Issues Temporary No Action Letter Allowing Affiliated Purchases of Debt Securities Under Section 17(a) of the 1940 Act

Sullivan & Worcester on

Decision Reflects Significant Market Disruptions Being Caused by the COVID-19 Pandemic - On March 26, 2020, at the request of the Investment Company Institute (the "ICI"), the staff of the Securities and Exchange...more

A&O Shearman

SEC Eliminates Consolidating Financial Information for SEC-Registered Debt Securities with Subsidiary Issuers or Guarantors

A&O Shearman on

Amendments eliminate audited three-year guarantor financial statement footnote and separate financial statements of subsidiaries whose shares are pledged; replaced with unaudited combined summarized financial information for...more

Skadden, Arps, Slate, Meagher & Flom LLP

SEC Adopts Amendments to Rules 3-10 and 3-16 of Regulation S-X in Certain Registered Debt Offerings

On March 2, 2020, the Securities and Exchange Commission (SEC) adopted amendments that reduce and simplify the financial disclosure requirements applicable to registered debt offerings for guarantors and issuers of guaranteed...more

Vinson & Elkins LLP

UPREITs To Benefit From SEC Amendments To Financial Disclosure Requirements Applicable To Registered Offerings of Guaranteed Debt...

Vinson & Elkins LLP on

On March 2, 2020, the SEC adopted amendments to Rule 3-10 of Regulation S-X in order to simplify and streamline the financial disclosure requirements applicable to registered offerings of guaranteed debt securities. The SEC...more

Mayer Brown Free Writings + Perspectives

SEC Approves FINRA Rule 5110 Amendments

Recently, the Securities and Exchange Commission approved FINRA’s proposed amendments to its Corporate Financing Rule, which are intended to modernize, simplify, and streamline the rule....more

White & Case LLP

The SEC proposes to update Guide 3

White & Case LLP on

The SEC has published proposed changes to Guide 3 which are intended to update, clarify and codify the Guide with the aim of eliminating overlaps between U.S. GAAP, IFRS or other SEC rules, simplifying compliance efforts and...more

Mayer Brown Free Writings + Perspectives

SEC Proposes Rules to Update Statistical Disclosures for Banking Registrants, Replacing Industry Guide 3

On September 17, 2019, the Securities and Exchange Commission proposed rules to update the statistical disclosures that banks and loan registrants provide to investors, and eliminate disclosures that overlap with SEC rules,...more

Katten Muchin Rosenman LLP

Corporate & Financial Weekly Digest, Featuring Articles on the Latest Guidance From FINRA and the CFTC, and an FCA Paper...

BROKER-DEALER - Division of Trading and Markets and FINRA Staffs Issue Joint Statement on Broker-Dealer Custody of Digital Asset Securities - On July 8, in response to questions raised by market participants regarding...more

Mayer Brown Free Writings + Perspectives

Proposed FINRA Corporate Financing Rule Change

On October 30, 2018, the Financial Industry Regulatory Authority, Inc. (“FINRA”) filed a proposed rule change to amend FINRA Rule 5110 (Corporate Financing Rule – Underwriting Terms and Arrangements) (the “Rule”), which is...more

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