SEC Updates Guidance For Companies With Expiring Confidential Treatment Orders

The SEC Division of Corporation Finance updated its disclosure guidance (Topic No. 7, the "CF Disclosure Guidance") with regard to a company's options when its confidential treatment orders are about to expire.

The CF Disclosure Guidance outlined three options:

1. refile the unredacted exhibit;
2. extend the confidential period under SA Rule 406 ("Confidential treatment of information filed with the Commission") or SEA Rule 24b-2 ("Nondisclosure of information filed with the Commission and with any exchange"); or
3. transition to requirements under Regulation S-K Item 601(b)(10) and parallel rules ("redacted exhibit rules"). The Division stated that it anticipates most companies will transition to these requirements because the redacted exhibit rules allow "for the filing of redacted exhibits without submitting an explanation or substantiation to the SEC, or providing an unredacted copy of the exhibit, except upon request of the staff."

Primary Sources

1. SEC Guidance: Confidential Treatment Applications Submitted Pursuant to Rules 406 and 24b-2

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