SEC Staff Facilitates Capital Formation for Companies Planning Public Offerings

Washington, D.C.--(Newsfile Corp. - March 4, 2025) - The Securities and Exchange Commission today announced that its Division of Corporation Finance is further facilitating capital formation by enhancing the accommodations available to companies for nonpublic review of draft registration statements.

In 2012, the JOBS Act permitted certain companies to confidentially submit for staff review a draft registration statement for an initial public offering. In 2017, the staff expanded these accommodations to all companies conducting certain securities offerings, including initial public offerings and follow-on offerings within one year of their initial public offering. With todays announcement, the accommodations for companies submitting draft registration statements for nonpublic review will be further enhanced.

Over the years, staff have observed companies seeking to raise capital are taking advantage of the nonpublic review process when available. Expanding these popular accommodations will provide new and existing companies greater flexibility to explore and plan public offerings, said Cicely LaMothe, Acting Director of the SECs Division of Corporation Finance. These enhanced accommodations will further support capital formation while retaining investor protections available to purchasers in public offerings.

The enhanced accommodations will expand the types of forms eligible to be submitted as draft registration statements for nonpublic review and permit reporting companies to submit draft registration statements for nonpublic review regardless of how much time has passed since their initial public offering. In addition, companies will have added flexibility to start the review process earlier by omitting certain underwriter disclosures from their initial submissions.

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