SEC Adopts Amendments to Improve Financial Disclosures about Acquisitions and Dispositions of Businesses

Washington D.C., May 21, 2020 — The Securities and Exchange Commission today announced that it has voted to adopt amendments to its rules and forms to improve for investors the financial information about acquired or disposed businesses, facilitate more timely access to capital, and reduce the complexity and costs to prepare the disclosure. The amendments will update our rules which have not been comprehensively addressed since their adoption, some over 30 years ago.

“This action, which is designed to enhance the quality of information that investors receive while eliminating unnecessary costs and burdens, will benefit investors, registrants and the market more generally,” said Chairman Jay Clayton. “I want to thank the staff for their outstanding efforts to bring their years of experience to modernizing these rules.”

The amendments to the rules and forms are intended to assist registrants in making more meaningful determinations of whether a subsidiary or an acquired or disposed business is significant, and improve the financial disclosure requirements applicable to acquisitions and dispositions of businesses, including real estate operations and investment companies.

The amendments will be effective on Jan. 1, 2021, but voluntary compliance will be permitted in advance of the effective date