As many companies consider the need to raise capital, the SEC
has provided FAQs that address how taking advantage of the relief
provided under the COVID-19
Order may impact offerings of securities using Form
S‑3. As described in our prior
posts, the SEC has granted conditional relief to allow
reporting companies to delay filings required by the Securities
Exchange Act of 1934 due on or before July 1, 2020.
Q: If a company
delays a required filing under the COVID-19 Order, can it use an
existing, effective Form S-3 for an offering of
securities?
A: Yes, but with some
caveats:
- Section 10(a)(3) of the Securities
Act of 1933 still requires that information in the registration
statement not be more than 16 months old, if such information is
known to the company and can be furnished without unreasonable
effort or expense; and
