In January 2024, the SEC adopted rules concerning IPOs by special purpose acquisition companies (SPACs) and subsequent business combination transactions between SPACs and private operating companies (de-SPAC transactions). Pursuant to the rules, the private operating company in a de-SPAC transaction would be, in certain cases, a co-registrant for the registration statement filed connected to the de-SPAC transaction.

The EDGAR updates will introduce the following changes:

• Allow co-registrants in a draft registration statement submission. (See the Special Purpose Acquisition Companies, Shell Companies, and Projections final rule.)
• Allow registered security-based swap execution facilities (SBSEFs) to file chief compliance officer (CCO) reports and financial resource reports using Inline XBRL, a structured, machine-readable data language. CCO reports and amendments will be filed as SBSEF-CCO-RPT and SBSEF-CCO-RPT/A submissions, respectively. Quarterly financial resource reports and amendments, as well as financial resource reports pursuant to SEC requests and amendments will be filed as SBSEF-FIN-QTR, SBSEF-FIN-QTR/A, SBSEF-FIN-REQ, and SBSEF-FIN-REQ/A submissions, respectively. (See the Security-Based Swap Execution and Registration of Security-Based Swap Execution Facilities final rule.)
• Allow filers to use the proper XBRL Taxonomy for cybersecurity disclosures required in Forms 6-K, 8-K, 10-K, and 20-F (and the variants 10-KT, 10-K/A, 10-KT/A), 20-F/A, 8 K/A, and 6-K/A). (See the Cybersecurity Risk Management, Strategy, Governance, and Incident Disclosure final rule.)

Finally, the Index from Volume II of the EDGAR Filer Manual Index will be removed. Filers may continue to use the Table of Contents (which directly connects the filer with specific chapters and topics) and apply the document search function to find information of interest within the manual.

Should the SEC approve the final version of the EDGAR Filer Manual, it will be made available on the SEC’s website by September 16, 2024. The posting of the draft EDGAR Filer Manual does not indicate SEC approval of any proposed changes relating to the EDGAR system as reflected in the draft. “Non-rule”-based updates to the draft Volume II of the EDGAR Filer Manual will go into effect on September 16, 2024. For rule-based changes, please refer to the effective dates of the related final rule on sec.gov.

The upcoming release of the GoFiler Suite will include support for the final changes. Check back with our blog or contact support for more information.

Source:

Draft EDGAR Filer Manual (Volume II) EDGAR Filing (Version 71) (sec.gov)

Current Draft for EDGAR Filer Manual (sec.gov)