Handbooks | January 2024

Insight

Handbook: SEC reporting for business combinations

Our in-depth guide to the SEC’s filing and reporting requirements related to significant acquisitions and dispositions.

Timothy Brown

Timothy Brown

Partner, Dept. of Professional Practice, KPMG US

+1 212-954-8856

Erin McCloskey

Erin McCloskey

Partner, Dept. of Professional Practice, KPMG US

+1 212-872-5718


Using Q&As and examples, our updated guide identifies the transactions and filings that may require financial statements of an acquired business to be filed and discusses the application of the related rules and regulations, including the form and content of the required financial statements.

Applicability

  • All entities subject to SEC reporting requirements

Relevant dates

  • Effective immediately

Key impacts

The acquisition of a business can be a significant event for a company and understanding the impact of an acquisition can be material to an investor. To ensure transparency and protect the interest of investors, the SEC has established filing and reporting requirements for business acquisitions. However, the accounting and regulatory requirements associated with these transactions can be complex and challenging.

From the initial stages of the acquisition process to the final reporting, this Handbook provides detailed guidance on all aspects of SEC compliance. Using a Q&A format, it includes practical insights and examples to help you understand how the rules apply in real-world scenarios.

As the business landscape and regulatory environment continue to evolve, so too will the challenges associated with business acquisitions. We hope this Handbook will provide you with the knowledge and confidence to navigate these challenges successfully.

Report contents

  • Scope and applicability
  • Tests of significance
  • Required financial statements
  • Merger proxy statements, registration statements
  • Acquisitions of and by foreign entities
  • Initial registration statements
  • Real estate acquisitions
  • Registered investments companies, business development companies
  • Other financial reporting matters

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