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Non-US issuers: US public offerings filing requirements

Handbooks | January 2024

KPMG and Latham & Watkins help navigate financial statement requirements under federal securities laws: non-US issuers.

This 2024 edition of the financial statement requirements in US securities offerings focuses on the requirements for new registration statements in public offerings by foreign private issuers.


  • Foreign private issuers that will be filing registration statements in public offerings 

Relevant dates

  • Effective immediately

Key impacts

Provides guidance on:

  • Financial statement requirements in public offerings, including what to file and when financial statements are considered ‘stale’.
  • Additional financial information required for certain specific situations, such as recent and probable acquisitions.
  • Additional information on other related issues, such as non-GAAP financial measures and internal control over financial reporting.
  • Practices in the Rule 144A market.

Report contents

  • The basics of financial statement requirements
  • Additional financial information for certain specific situations
  • Some related issues
  • Special considerations in Rule 144A transactions

Download the document:

Financial Statement Requirements in US Securities Offerings

Download PDF

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Timothy Brown
Partner, Dept. of Professional Practice, KPMG US
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Erin McCloskey
Partner, Dept. of Professional Practice, KPMG US

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