TheCorporateCounsel.net

October 11, 2022

Form 10-Q Checklist: Disclosure Topics for Current Quarter

If you’re working on your Form 10-Q, be sure to check out this Goodwin blog with an updated 10-Q Form Check Table. In addition to providing a tabular check of required disclosures, the form check document also highlights some potential disclosure topics that companies should consider addressing in their next 10-Q filing. Here’s an excerpt:

In addition to topics that may be particularly relevant to a specific company, industry or market, the following topics (among others) may be generally relevant to many companies:

– Inflation and rising interest rates,
– Financial market volatility and declines in financial market prices of equity securities;
– Liquidity and/or capital resources changes and the impact of any changes or limitations, including, without limitation, ability to borrow funds and/or renew or roll over existing indebtedness;
– Ongoing or new supply chain and product distribution/logistics issues; and
– Ongoing impacts of the war in Ukraine and the Russian sanctions.

Less common topics may include:

– Expenses related to climate-related events and expenses related to preparation for expected climate risk disclosure;
– Material risks or uncertainties, or recent income statement impacts, related to health care developments; and
– European energy market issues that, in addition to inflation and rising interest rate impacts, may also affect some companies, especially those that have business operations or significant markets in Europe.

The blog notes that although the risk of a recession has received a lot of media attention, as of September 27, 2022, there aren’t a lot of SEC filings that contain risk factor disclosure that’s company specific. Instead, most risk factor disclosure on this topic is pretty generic. It cautions companies that changes in general domestic or international economic conditions or those that affect specific industries or companies could make more targeted disclosure appropriate.

John Jenkins