SEC amends disclosure rules for acquired and disposed businesses
- updating the tests used to determine significance and expanding the use of pro forma financial information when measuring significance;
- conforming the significance threshold and tests for a disposed business to those used for an acquired business;
- permitting abbreviated financial statements for certain acquisitions of a component of an entity;
- revising the pro forma financial information requirements;
- reducing the maximum number of years for which financial statements under Regulation S-X Rule 3-05 are required to two years;
- modifying the disclosure requirements relating to the aggregate effect of acquisitions for which financial statements are not (or not yet) required;
- aligning many of the provisions of Rule 3-14 relating to acquisitions of real estate operations with those under Rule 3-05 relating to acquisitions of other businesses; and
- providing tailored financial reporting requirements for fund acquisitions by registered investment companies and business development companies.
1Amended Rules 8-04, 8-05, and 8-06 provide corresponding guidance for Smaller Reporting Companies.
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