FAST Follow-Up – SEC Issues Guidance for EGCs under New Legislation

FAST Follow-Up – SEC Issues Guidance for EGCs under New Legislation


By: Stuart H. Gelfond, Joshua Wechsler, Jared Heady

On December 10, 2015, the Staff of the SEC's Division of Corporation Finance issued an announcement along with new Compliance and Disclosure Interpretations (C&DIs) relating to the recently enacted Fixing America's Surface Transportation (FAST) Act.  The FAST Act provides, among other things, additional flexibility for emerging growth companies (EGCs), a category of issuers created under the Jumpstart Our Business Startups (JOBS) Act of 2012, to submit or file registration statements that omit financial information that relates to a historical period that an EGC reasonably believes will not be required in its registration statement at the time of its contemplated offering.  The SEC Staff's announcement and C&DIs provide interpretive guidance with respect to these new simplified disclosure requirements for EGCs under the FAST Act.

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