SEC Updates Q & A on Smaller Reporting Companies Issues – Part II
Question 102.02 asks the following:
Will a company that does not qualify as a smaller reporting company for filings due in a particular year be able to qualify as a smaller reporting company if its public float falls below $75 million at the end of its second fiscal quarter in a future fiscal year?
Answer: The key here again is the public float at the end of the company's second fiscal quarter. A company that could not previously qualify as a smaller reporting company will qualify if their public float is below $50 million on that particular day. See Item 10(f)(2)(iii) of Regulation S-K.
Note that if a company cannot calculate their public float, they would need their annual revenues to fall
$40 million to qualify as a smaller reporting company in the future.
Joel M. Ungar, CPA is a lifelong resident of the Detroit area and a graduate of The University of Michigan. He is a principal with Silberstein Ungar, PLLC, a Top 15 auditor of SEC public reporting companies. Joel writes observations on different matters and especially on working with and using LinkedIn. He thinks he has a sense of humor.