On August 4, 2020, the Division of Corporation Finance (the “Division") of the Securities and Exchange Commission (the “SEC") issued guidance relating to the submission of supplemental materials and information subject to Rule 83 confidential treatment requests in light of COVID-19 concerns (available here). The Division is providing a temporary secure file transfer process for the submission of supplemental materials pursuant to Securities Act Rule 418 and Exchange Act Rule 12b-4, including supplemental materials subject to a Rule 83 confidential treatment request. This secure file transfer process is a temporary accommodation to the SEC's rules and procedures for receiving confidential information (as discussed in a prior client alert, available here), due to ongoing health and safety concerns related to COVID-19.
In addition, the Division has designated alternative procedures for the submission of Rule 83 confidential treatment requests, by which persons submitting information may request confidential treatment for portions of that information where no other confidential treatment process applies. While such requests must ordinarily be submitted in paper format, the secure file transfer process allows for electronic submission to the Division of Rule 83 confidential treatment requests together with the confidential information during this temporary accommodation. A copy of the request for confidential treatment (but not the confidential information itself) must also be submitted to the Commission's Office of FOIA Services (“OFS"). In light of COVID-19 concerns, OFS is now accepting confidential treatment requests via email to [email protected] (as provided here).
Persons and entities wishing to submit supplemental information or information subject to a Rule 83 confidential treatment request should contact the staff member associated with the related matter to request the initiation of a secure file transfer. Contact information for the Division can be found here. Alternatively, submitters may continue to send supplemental materials and information subject to a Rule 83 confidential treatment request to the SEC mailroom. There will, however, be delays in the processing of such documents.
We would like to thank Rodrigo Surcan in our New York office and Chris Connelly in our Orange County office for their work on this article.