The Securities and Exchange Commission has expanded the confidential filing options, including: 

• All Securities Act registration statements may now be submitted confidentially, regardless of how much time has passed since a company’s IPO. 
  • A confidential submission for a follow-on offering must be made publicly available on EDGAR at least two business days prior to effectiveness. 
• The names of underwriters may be omitted from initial submissions, when such information is otherwise required by Items 501 and 508 of Regulation S-K, provided that the company includes the name of the underwriter(s) in subsequent submissions and public filings. 
• Any financial information that will not be required at the time of the public flip may be omitted from draft registration statements.  
• Registration statements for de-SPAC transactions will be treated as initial registration statements and may be submitted confidentially where the co-registrant target is a private company.  
• Initial Section 12(g) registration statements and subsequent Section 12(b) and 12(g) registration statements may now be submitted confidentially. 
  • A confidential submission for an Exchange Act filing (e.g., Forms 10, 20-F or 40-F) must be made publicly available on EDGAR 30 or 60 days, as applicable, prior to effectiveness. 

You may submit questions about a company’s eligibility to use the expanded confidential filing process to CFDraftPolicy@sec.gov. 

This article is part of a Fenwick "Securities Law Update" authored by David A. Bell, Ran Ben-Tzur, Amanda Rose, Wendy Grasso, and Merritt Steele.