23 March 2018
On August 17, 2017, the SEC released a clarification of its June 29, 2017 announcement that it will permit issuers to submit draft registration statements for non-public review, even if those issuers are not emerging growth companies or foreign private issuers. The release, together with updated Compliance and Disclosure Interpretations and FAQs in connection with the Fixing America's Surface Transportation (FAST) Act, clarifies that issuers may omit certain annual and interim financial statements if those statements would not otherwise be required to be presented separately at the initial public filing or offering. The clarification is expected to reduce costs for issuers who have previously been required to prepare financial statements for draft registration statements early in the offering process, only to have those statements replaced by more current financial statements when the offering is launched. For more information, see https://www.sec.gov/corpfin/announcement/draft-registration-statement-processing-procedures-expanded.