Pro forma financial information: A Snapshot

September 2020

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This guide provides a high-level summary of the SEC’s pro forma financial information requirements for significant business acquisitions and is based on the SEC’s latest rule amendments that become effective on January 1, 2021, but may be voluntarily applied earlier.  
 

Introduction:

Regulation S-X Rule 11-01(a)

When a public company (acquiror) completes the acquisition of a significant business or real estate operation, it must provide historical financial statements of the acquired business (target) and the related pro forma financial information.   Additional information on the SEC’s historical financial statement requirements for significant business acquisitions, including information on the significance tests as well as when and what to file, can be found in our companion publication - Financial Statements of Acquired Businesses: A Snapshot and Financial Statements of Acquired Real Estate Operations: A Snapshot.

 

Form and Content of Pro Forma Financial Information:

Regulation S-X Rule 11-02

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Form and Content of Pro forma Adjustments:

Regulation S-X Rule 11-02(a)

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[1] Any forward-looking information provided is expressly covered by the safe harbor provisions under the related Securities Act and Exchange Act rules.