On December 11, 2020, the Securities and Exchange Commission (the “SEC") adopted a new Rule 15 under Regulation S-T regarding the administration of the Electronic Data Gathering, Analysis, and Retrieval (“EDGAR") system. Rule 15 was designed to promote the reliability and integrity of EDGAR submissions.
The SEC has not yet provided full disclosure about the specific processes required to achieve these actions, but the new rule includes actions for the following items:
Despite the pandemic, 2020 was the biggest year for IPOs since 2014, and I am confident that the positive trend will continue in 2021.
In conversation with DealStreetAsia (DSA), Craig Clay, President of Global Capital Markets, DFIN discussed how the US election will impact dealmaking, the rise of SPACs, virtual due diligence and how having a risk and compliance solutions partner can smoothen the path to an IPO and beyond. Here are some excerpts from the interview:
Deal-making has traditionally been and is likely to remain dependent on interpersonal relationships. But technology is playing an increasingly critical role in helping private equity and venture capital firms to not only take quicker, more informed decisions on deals, but also obtain a more thorough understanding of the target company’s business, assets, financial performance and risks in acquisitions. COVID-19 has shown few signs of abating but new waves are still impacting many parts of the Asia-Pacific region.
Creating a data-centric future driven by the latest advances in RegTech and artificial intelligence may sound like a lofty goal. Yet that is precisely what the Data Foundation is attempting to facilitate when it recently issued a set of eight recommendations to help create a platform for reporting government data in standardized and structured formats.
SEC goes public with first significant changes to business-description disclosures in 30 years
On Monday, November 9, 2020, the SEC’s rule for modernizing Regulation S-K Items 101, 103, and 105 goes into effect. This rule is designed to modernize the description of business, legal proceedings, and risk factors in 10-Ks, 10-Qs, and registration statements.
Watch the full discussion here.
Ron Schneider, DFIN’s Director of Corporate Governance Services, discussed how early disclosures about the coronavirus pandemic fit with other proxy trends with talk show host TK Kerstetter on an episode of Inside America’s Boardrooms slated to air this week.
The numbers alone speak volumes. As of mid-September 2020, 95 SPACs (special purpose acquisition companies) with a valuation of approximately $35 billion had priced year to date, shattering “all previous records,” said Craig Clay, President of Global Capital Markets for Donnelley Financial Solutions. In contrast, he said, for the full year of 2019, 59 SPACs had priced, and even this represented a sizeable increase over 46 in 2018 and 34 in 2017.
On the heels of Climate Week NYC, the largest climate summit of 2020, CFOs, controllers, and internal audit specialists are realizing just how critical the participation of the finance team can be in supporting sustainability and ESG reporting workflow. The topic has taken on greater urgency as more companies plan for the disclosure of climate-related financial risk in their SEC and stakeholders; communications using guidelines established by the Task Force on Climate-related Financial Disclosures (TCFD).
The market for SPACs, or special purpose acquisition companies, is “shattering all previous records,” according to Craig Clay, President of Global Capital Markets for Donnelley Financial Solutions. In a September 16th webinar hosted by J. P. Morgan, Clay noted that as of mid-September, 95 SPACs with a valuation of approximately $35 billion had priced year to date. What’s more, 43 other SPACs are currently on file with the SEC, pending pricing. This stands in dramatic contrast to 2019, when just 59 SPACs were priced during the full 12-month period.