Form S-4 - Registration Statement

Forms and Documents

Document Name	Status
Form SEC 2077 Form S-4 - Registration Statement Form and Instruction	Modified
Supporting Statement Rel. 33-10825.Final.Final.pdf Supporting Statement A	2022-05-19
February 5, 2020 EDGAR PIA.pdf Supplementary Document	2022-05-18

IC Document Collections

IC ID	Document Title	Status
34843	Form S-4 - Registration Statement Form and Instruction	Modified

ICR Details

OMB Control No: 3235-0324	ICR Reference No: 202205-3235-019
Status: Received in OIRA	Previous ICR Reference No: 202105-3235-004
Agency/Subagency: SEC	Agency Tracking No: CF 270-287
Title: Form S-4 - Registration Statement
Type of Information Collection: Revision of a currently approved collection	Common Form ICR:  No
Type of Review Request: Regular	Date Submitted to OIRA: 05/20/2022

	Requested	Previously Approved
Expiration Date	36 Months From Approved	10/31/2022
Responses	588	588
Time Burden (Hours)	561,627	562,362
Cost Burden (Dollars)	676,373,579	677,255,579

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Abstract: Form S-4 is the form used for registration under the Securities Act of 1933 of securities issued in business combination transactions.

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Authorizing Statute(s): US Code: 15 USC 77g, 77j, 77s(a) Name of Law: Securities Act of 1933
   US Code: 15 USC 78c, 78l, 78m, 78o, 78w(a) Name of Law: Securities Exchange Act of 1934
  

Citations for New Statutory Requirements: None

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Associated Rulemaking Information
RIN:	Stage of Rulemaking:	Federal Register Citation:	Date:
3235-AL78	Final or interim final rulemaking	85 FR 63726	10/08/2020

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Federal Register Notices & Comments

Did the Agency receive public comments on this ICR? No

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Number of Information Collection (IC) in this ICR: 1

IC Title	Form No.	Form Name
Form S-4 - Registration Statement	SEC 2077	Form S-4 - Registration Statement

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ICR Summary of Burden

	Total Request	Previously Approved	Change Due to New Statute	Change Due to Agency Discretion	Change Due to Adjustment in Estimate	Change Due to Potential Violation of the PRA
Annual Number of Responses	588	588	0	0	0	0
Annual Time Burden (Hours)	561,627	562,362	0	-735	0	0
Annual Cost Burden (Dollars)	676,373,579	677,255,579	0	-882,000	0	0

Burden increases because of Program Change due to Agency Discretion: No

Burden Increase Due to:

Burden decreases because of Program Change due to Agency Discretion: Yes

Burden Reduction Due to: Changing Regulations

Short Statement: The amendments modernize and simplify disclosure requirements under Items 101(a), 101(c), 103, and 105 of Regulation S-K. The modernization of Items 101, 103, and 105 are intended to elicit improved disclosures, tailored to reflect registrants’ particular circumstances, which should improve disclosures for investors and simplify compliance for registrants. Particularly, the amendments increase the flexibility of registrants to tailor their disclosures; eliminates or reduces disclosure about matters that are not material to an understanding of the business or to a registrant’s legal proceedings; and encourages risk factor disclosure that is shorter and concerns only material risks. The Commission expects the final amendments will reduce the paperwork burden for all registrants. For purposes of the Paperwork Reduction Act, the Commission estimates that the final amendments will result in a net decrease of 735 burden hours and a net decrease of $882,000 in the cost burden for Form S-4.

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Annual Cost to Federal Government: $119,447,840

Does this IC contain surveys, censuses, or employ statistical methods? No

Does this ICR request any personally identifiable information (see OMB Circular No. A-130 for an explanation of this term)? Please consult with your agency's privacy program when making this determination.     Yes

Does this ICR include a form that requires a Privacy Act Statement (see 5 U.S.C. §552a(e)(3))? Please consult with your agency's privacy program when making this determination.     No

Is this ICR related to the Affordable Care Act [Pub. L. 111-148 & 111-152]? No

Is this ICR related to the Dodd-Frank Wall Street Reform and Consumer Protection Act, [Pub. L. 111-203]? No

Is this ICR related to the American Recovery and Reinvestment Act of 2009 (ARRA)? No

Is this ICR related to the Pandemic Response? No

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Common Form ICR:  No

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On behalf of this Federal agency, I certify that the collection of information encompassed by this request complies with 5 CFR 1320.9 and the related provisions of 5 CFR 1320.8(b)(3).

The following is a summary of the topics, regarding the proposed collection of information, that the certification covers:

(a) It is necessary for the proper performance of agency functions;

(b) It avoids unnecessary duplication;

(c) It reduces burden on small entities;

(d) It uses plain, coherent, and unambiguous language that is understandable to respondents;

(e) Its implementation will be consistent and compatible with current reporting and recordkeeping practices;

(f) It indicates the retention periods for recordkeeping requirements;

(g) It informs respondents of the information called for under 5 CFR 1320.8 (b)(3) about:

(i) Why the information is being collected;

(ii) Use of information;

(iii) Burden estimate;

(iv) Nature of response (voluntary, required for a benefit, or mandatory);

(v) Nature and extent of confidentiality; and

(vi) Need to display currently valid OMB control number;

(h) It was developed by an office that has planned and allocated resources for the efficient and effective management and use of the information to be collected.

(i) It uses effective and efficient statistical survey methodology (if applicable); and

(j) It makes appropriate use of information technology.

If you are unable to certify compliance with any of these provisions, identify the item by leaving the box unchecked and explain the reason in the Supporting Statement.

Certification Date: 05/20/2022

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