Exam Alert: SEC replaces credit rating with other criteria on Form S-3

Form S-3 is used for “short form” registration of securities and shelf registration. The SEC has adopted rules that change the standards Continue reading

Form S-3 is used for “short form” registration of securities and shelf registration.  The SEC has adopted rules that change the standards of eligibility for filing Form S-3.  These rules will be effective 30 days after publication in the Federal Register. The alert applies to the Series 79, Series 62 and Series 24 exams.

One old criterion for Form S-3 registration was if the securities were rated investment grade by a nationally recognized statistical ratings organization.  This criterion will be replaced with four new tests.  The issuer may use Form S-3 if they satisfy any one of these four conditions and meet certain additional standards.  The conditions may be found here.

Source: SEC Release 2011-155

Exam Alert: SEC proposes rule to eliminate credit rating as a condition for short-form securities registration

On February 9, 2011, the SEC voted unanimously to propose an amendment to its rules that would remove credit ratings as a condition Continue reading

On February 9, 2011, the SEC voted unanimously to propose an amendment to its rules that would remove credit ratings as a condition for registration of securities using short-form registration or shelf registration.  Instead of a credit rating qualification, the issuer must have issued $1 billion of non-convertible securities in the past three years.  This proposed change is part of the Dodd-Frank Act reforms, which among other things require that federal agencies remove references to credit ratings from their rules. Relevant to the Series 79, the Series 24 and the Series 62.

http://www.sec.gov/news/press/2011/2011-41.htm