Financial Statements of Acquired Businesses in Securities Offerings

Summary

This practice note discusses the financial statement requirements for recent and probable acquisitions for a registered securities offering. An issuer (i.e., the registrant in a registered securities offering) may decide to conduct a registered securities offering when it has recently completed or is conducting an acquisition or other business combination transaction. In these cases, the issuer must determine if it is required to include historical financial statements of the business to be acquired, as well as pro forma financial information reflecting the acquisition, in the registration statement filed with the Securities and Exchange Commission (SEC).