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CDIs Non-GAAP Financial Measures Securities and Exchange Commission (SEC)

Cooley LLP

What happened at the Corp Fin Workshop of PLI’s SEC Speaks 2024?

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At the Corp Fin Workshop last week, a segment of PLI’s SEC Speaks 2024, the panel focused on disclosure review, a task that occupies 70% of Corp Fin attorneys and accountants. The panel discussed several key topics, looking...more

BCLP

Time to Get Ready for the 2024 Reporting Season

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As companies look ahead to the upcoming proxy and annual report season, the SEC has generated a number of new items to add to your compliance checklist – in addition to those covered in last year's list. Those items, along...more

Cooley LLP

Corp Fin posts new CDIs regarding pay versus performance

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Corp Fin has posted some new CDIs on pay versus performance. In August last year, the SEC finally adopted a new rule requiring disclosure of information reflecting the relationship between executive compensation actually paid...more

Keating Muething & Klekamp PLL

Securities Snapshot: 4th Quarter 2022 - Flurry of Rulemaking from SEC this Winter

During the fourth quarter of 2022, the Securities and Exchange Commission continued its brisk pace of rulemaking across several disclosure initiatives. The Commission reopened the comment period for its share repurchase...more

Cooley LLP

Blog: Corp Fin Suggests It Will Take A Look At Non-GAAP Disclosure Practices In The Pharmaceutical Industry

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Even important industry players can sometimes run up against brick walls at Corp Fin. In a recent give-and-take with the SEC, Allergan was scolded for its use of certain non-GAAP financial measures in its press releases. ...more

Cooley LLP

Blog: SEC Charges Company With Violations Of The Rules Related To Non-GAAP Financial Measures

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The Corp Fin staff have been dropping hints for quite a while about potential enforcement actions in connection with abuses of non-GAAP financial measures, and now one has finally materialized. In an Order released today,...more

Skadden, Arps, Slate, Meagher & Flom LLP

Corporate Finance Alert: SEC Staff Continues to Focus on Non-GAAP Financial Disclosures

In recent months, companies have experienced greater scrutiny of their use of non-GAAP financial measures by the staff of the U.S. Securities and Exchange Commission (SEC). This greater scrutiny follows the release earlier...more

Cooley LLP

Blog: Establishing Disclosure Controls For Non-GAAP Financial Measures

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With the spotlight now on non-GAAP financial measures, companies might find this article in CFO.com to be particularly useful. The article provides practical guidance to help companies establish effective disclosure controls...more

Cooley LLP

Blog: Study Shows More Restatements And Internal Control Weaknesses Among “Heavy Users” Of Non-GAAP Measures

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The non-GAAP financial measures pile-on continues. Certainly, the SEC has recently been making the public-speaking rounds and issuing CDIs warning companies of its concern about abuses of non-GAAP metrics, such as...more

Skadden, Arps, Slate, Meagher & Flom LLP

"How Companies Should Respond to New Non-GAAP Financial Disclosure Guidance"

On May 17, 2016, the staff of the Division of Corporation Finance (Staff) of the U.S. Securities and Exchange Commission (SEC) released new and revised Compliance and Disclosure Interpretations (CDIs) regarding the use of...more

Cooley LLP

Blog: Corp Fin Chief Accountant sheds more light on non-GAAP CDIs

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In a webcast yesterday, “Non-GAAP Disclosures: The SEC Speaks,” sponsored by thecorporatecounsel.net, Corp Fin Chief Accountant Mark Kronforst, speaking for himself and not the SEC, shed more light on the recent guidance from...more

Skadden, Arps, Slate, Meagher & Flom LLP

"SEC Staff Issues Updated Non-GAAP Financial Measures Guidance"

On May 17, 2016, the staff of the U.S. Securities and Exchange Commission’s (SEC) Division of Corporation Finance issued new and revised compliance and disclosure interpretations (CDIs) regarding the SEC’s rules and...more

Arnall Golden Gregory LLP

New SEC Staff CDIs Attempt To Reign in Problematic Non-GAAP Disclosure Practices

On May 17, 2016, the SEC Staff updated its non-GAAP Compliance and Disclosure Interpretations, as foreshadowed by recent statements by SEC Chair Mary Jo White and chief accountant James Schnurr, among others. Four new CDIs...more

Cooley LLP

Blog: SEC Posts New And Revised CDIs On Non-GAAP Financial Measures

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The SEC’s verbal blitzkrieg on abuses of non-GAAP financial measures has finally made its way into some new and revised CDIs. As discussed in this PubCo post, in early May, SEC Deputy Chief Accountant Wesley Bricker, speaking...more

Stinson - Corporate & Securities Law Blog

SEC Issues Guidance on What Makes Non-GAAP Measures Misleading

The SEC issued four new Compliance and Disclosure Interpretations on non-GAAP financial measures. According to the CDIs: - Certain adjustments, although not explicitly prohibited, may result in a non-GAAP measure that...more

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