Extract to table

6 million — is itself a mitigating factor, as courts and the SEC have recognized that close-call materiality determinations must account for the inherently judgmental nature of accounting estimates

Third, SAB 99 (Materiality) and subsequent guidance from the SEC Staff make clear that both quantitative and qualitative factors must be considered in assessing materiality

Communications between BRB (and its counsel) and Whitfield Keane (and its counsel) must be carefully structured to preserve applicable privileges

FRE 502(d) Protections In the event that the SEC obtains a Formal Order of Investigation and issues subpoenas requiring the production of documents, C&H will seek to negotiate with the Staff a stipulation — or, if necessary, to obtain a court order — under Federal Rule of Evidence 502(d) providing that the inadvertent production of privileged or work-product-protected materials shall not constitute a waiver of privilege with respect to the produced materials or any related undisclosed materials