SEC Proposes Reduced Financial Disclosure Requirements for Credit-Enhanced Debt Offerings

The SEC proposed rule amendments to "simplify and streamline" the financial disclosure requirements for certain guarantors and issuers under Regulation S-X for certain registered debt offerings.

According to the proposal, the amendments would streamline the financial disclosure requirements for (i) guarantors and issuers of guaranteed securities and (ii) issuers' affiliates whose securities collateralize a registrant's securities. The SEC stated that the amendments are intended to (i) provide material information to investors "given the specific facts and circumstances," (ii) improve the clarity of disclosures and (iii) reduce the costs and burdens of compliance for registrants, thereby increasing the number of registered offerings that include these credit enhancements.

In a public statement, SEC Commissioner Kara M. Stein voiced concern that the Commission "is embarking on a slippery slope" by reducing these financial disclosure requirements. According to Ms. Stein, the amendments would remove certain material information from the audited financial statements, which may reduce the quality of financial reporting. Ms. Stein also stated that there was not adequate data to support the Commission's argument that the proposal would reduce costs.

Comments on the proposal must be submitted 60 days after its publication in the Federal Register.

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