Page 92 - Initial Public Offering - An Introduction to IPO on Wall Street

Large accelerated filer—A corporation whose value in the market of publicly traded shares as
of the last business day of the firm's most recently concluded second fiscal quarter is equal to
or greater than $700 million.

Accelerated filer—An organization whose value in the market of publicly traded shares, as of
the last business day of the firm's most recently concluded second fiscal quarter, is between
$75 million and $700 million.

In addition to the criteria for capitalization in the market, to be listed as a large accelerated filer
or an accelerated filer, as of the conclusion of its fiscal year, a corporation must fulfill the
following criteria:

 For a minimum duration of 12 months, the corporation was subject to SEC reporting
provisions (especially Section 13(a) or 15(d) of the 1934 Act);
 A minimum of one annual report has already been submitted by the organization as defined
in section 13(a) and 15(d); and
 The entity is not qualified to use the standards for SRCs

Businesses that do not fulfill such criteria are deemed non-accelerated filers. Notice that in the
first year, businesses would usually be treated as non-accelerated filers as a public corporation,
because the standards are determined at the end of the fiscal year and, as a general rule, a newly
public listed corporation will not have issued an annual report for the previous year.
To assess if the assigned filer category has changed, accelerated filer status must be evaluated
at the end of each year.

The Forms to Prepare

A summary of the specific SEC reporting forms and criteria for public companies based on
their assigned filer status is provided in the table below.

Form Description Due Date Based on
Designation
Form 10-K This is the annual  Large accelerated
shareholder report filer—60 days after
(compliant with the SEC financial year-end
requirements) which offers  Accelerated filer—75
comprehensive information days after financial
on the practices, risks, year-end
financial position, and  Non-accelerated
operating outcomes of the filer—90 days after
firm. It also includes the financial year-end
audited annual financial  Newly public
reports of the organization, company—90 days
which include the analysis of after the financial
the external auditor on the year-end
financial reports and Section
404 of Sarbanes-Oxley (only
needed after the publication
of the second Form 10-K
submitted).

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