The Securities & Exchange Commission’s new Executive Compensation Regulations ushered in sweeping changes to required disclosure in both periodic reports and registration statements. As a service to our customers, we have leveraged LIVEDGAR to provide you with the first in-practice precedent language regarding Compensation Discussion & Analysis reporting. To view the most recent CD&A disclosures, simply click on any link of interest below. To start an alert for that topic, select the Add as Alert link at the top of your search results page.

In addition, GSI is pleased to provide you with in-depth coverage of the new CD&A disclosure requirements through its thought leading publication SEC Currents. This month’s issue features a comprehensive look at several issuers’ early compliance initiatives. If you are interested in learning more about subscribing to SEC Currents, simply click here.

SEC Currents - Advanced Adoption: SEC Welcomes First Round CD&A Filings
Investors received an early glimpse of what they should expect to see disclosed in issuers' new Compensation Discussion & Analysis (CD&A) disclosure sections, as early adopters have recently reported on Forms 10-K, proxies, and Forms 8-K. Results of the long awaited disclosure statement suggest that while the early adopters were somewhat unwilling to report complete CD&A's in accordance with the new Securities and Exchange Commission executive compensation rules, the disclosures appear to achieve government regulators' stated goals: increased transparency and heightened investor confidence.
Read More….

CD&A DISCLOSURE

  • CD&A - Disclosure in Proxy Filings
  • CD&A - Disclosure on Registration Statement
  • CD&A - Disclosure in 8-K
  • CD&A - Compensation Committee Report
  • CD&A - Sole Executive Officer
  • CD&A - No Compensation Committee
  • CD&A - 10-K Item 11 Executive Compensation
  • CD&A - 8-K Item 5.02 - Changes to Plans
  • Grants of Plan Based Awards

SEC CD&A RELATED PRONOUNCEMENTS

  • SEC Comment Letters – CDA
  • SEC Final Rule Release – CDA
  • SEC News Digest – CDA
  • SEC Press Releases – CDA
  • SEC Pronouncement – CDA
  • SEC Proposed Rule – CDA
  • SEC Testimony - CDA

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

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Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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GSI’s monthly thought leadership publication, SEC Currents: The Source for Staff Review Trends provides transactional attorneys and researchers an unparalleled tool for drafting filings that live up to the SEC's current interpretation of compliance and disclosure regulations.

By reviewing original and amended ’33 and ’34 Act filings, our experienced editorial staff is able to offer direction on how to anticipate and respond to the SEC’s latest interpretation of rules and regulations. SEC Currents offers subscribers a competitive-edge by providing quick access to expert guidance and key precedent language in advance of drafting their own periodic and transactional filings.

GSI is pleased to provide you with a sampling of content showcasing SEC Current’s features that highlight pivotal securities compliance trends. If you are interested in learning more about subscribing to SEC Currents, simply click here or call GSI Customer Support at 800.669.1154.

Headlines include:

Amplified Equity Grant Practices Dominate Year-End Proxies
The Securities and Exchange Commission’s new executive compensation rule package (SEC Release No. 34-54302) is resonating in issuer’s recently filed proxy statements – particularly with regard to equity grant practices. Even though the rules are not effective until December 15, 2006, SEC Currents has identified that several early proxy filers are fashioning their disclosures to mirror the executive compensation rule enactment.
Read Complete Article

Compliance Quandary: Subsidiaries Spark FCPA Scrutiny
Violations of the Foreign Corrupt Practices Act of 1977 (FCPA) appear to be growing as issuers continue to expand their business operations towards international markets. Despite the FCPA having been in effect for almost thirty years, many U.S. issuers continue to slack in their FCPA compliance programs.
Read Complete Article

Relationships with Private Equity Firms Increasingly Exposed at Cash-Out
Registrants recent disclosures provide the investing public with an insightful look inside private equity firms transactional moves, as many like Kohlberg Kravis Roberts & Co. (KKR), Texas Pacific Group, and Bain Capital are retreating from highly leveraged corporate investments emphasizing the Securities and Exchange Commissions call for heightened transparency. An analysis of recent registration statements and their subsequent amendments reveals a number of securities disclosure trends indicative of an increasing need for investor-relevant detail regarding how issuers plan to use offering proceeds. A special SEC Currents study reveals that, in the context of private equity firm cash-outs, the SEC appears to require increased transparency surrounding payments to affiliated shareholders and creditors.
Read Complete Article

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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With the recent spotlight on Executive Compensation practices, Compensation Recovery Policies commonly referred to as “Clawbacks,” have become a key component in Corporate Governance disclosure. LIVEDGAR allows users to quickly locate material precedent examples ranging from proxy filings to model contracts and specific issuer filings centering on this hot button issue. To begin your search, simply click on a link below. To start an alert for that topic, select the Add as Alert link at the top of your search results page.

In addition, our Professional Services Department can assist you by locating more in-depth precedent examples by creating tailored search strategies that incorporate information important to you. To take advantage of our team of seasoned research professionals, simply call 800.669.1154 or e-mail gsi.info@thomson.com.

COMPENSATION RECOVERY DISCUSSION

  • Compensation Comm Report - Clawback Discussion
  • Shareholder Proposal - Clawback Policy
  • Non-Competition Payment - Clawback Language
  • Employment Contracts - Clawback Clause
  • Golden Parachute Clawback Discussion
  • Section 280G- Clawback Discussion

COMPANIES IN THE NEWS

  • American Express Co. - Clawback Disclosure
  • Microsoft Corp - Clawback Policy
  • Pfizer Inc. - Clawback Provision
  • General Motors - Shareholder Proposal – Clawback
  • Hewlett Packard - Shareholder Proposal – Clawback

SEC REGULATORY RELEASES

  • Section 304 - Forfeiture Of Bonuses & Profits
  • SSR - Officer Forfeiture of Bonuses or Profits
  • No-Action - Exclude Clawback Provision
  • SEC Pronouncements - Clawback Policies

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Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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Over the past year, the SEC has released numerous announcements and guidance regarding their rules and regulations that will affect how you approach disclosures in your securities compliance work. As a service to our customers, GSI has leveraged its domain expertise and LIVEDGAR to provide you with some of the most important SEC pronouncements and germane interpretive guidance.

To help you stay current, GSI has prepared the following search strings for your use. Simply click on any item of interest to get started. To start an alert for that topic, select the Add as Alert link at the top of your search results page.

SEC STAFF CORRESPONDENCES

   MD&A
  • SSR - MD&A - "Year To Year" Revision
  • SSR - MD&A - Liquidity/Clash Flow Revisions
  • SSR - MD&A - Restructuring Charges
  • SSR - MD&A Liquidity Discussion
   Accounting
  • SSR - Revenue Recognition - Computers/Software
  • SSR - Segment Reporting
  • SSR - Critical Accounting Policy Discussion
  • SSR - Impairment of Assets
  • SSR - EBITDA Revision

LITIGATION & DISCIPLINARY PRONOUNCEMENTS

  • Wells Notice - Disclosure
  • Litigation Releases By The SEC
  • PCAOB - Investigation Disclosure
  • SEC Litigation Releases - Accounting Enforcement
  • SEC Litigation Releases - Back-Dating
  • NASD - Arbitration Awards
  • NYSE Disciplinary Decisions

NO-ACTION LETTER CORRESPONDENCE

  • No-Act - Section 404 - Sarbanes-Oxley Act
  • No-Action - Equity Compensation Plan Disclosure
  • No Action - IRC Section 162(m) - Option Grants
  • No Action - Original Issue Discount

INTERPRETIVE GUIDANCE

  • SAB 107 - Interpretive Guidance - Form 10-Q
  • SEC Comment Letters – CDA
  • SEC Staff Accounting Bulletins
  • SEC Telephone Interpretations Manual - Form 8-K
  • Securities Offering Reform - Q&A

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Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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Let LIVEDGAR help you stay abreast of the latest Executive Compensation reporting trends and filing requirements in today’s heightened regulatory environment. View the most current model employment contracts, ’34 Act precedent language, option granting transactions and the latest statutory requirements that impact issuer reporting on compensation.

To view corporate disclosures pertaining to executive compensation and benefits click on any of the topics listed below. All searches can be set up as Alerts by selecting the Add As Alert link at the top of your search results page.

REQUIRED DISCLOSURE

  • 10-K - Expensing Of Options - SFAS 123
  • 123 R Disclosure In Proxy Statement
  • Director Compensation - Tabular Disclosure
  • Incentive Cash Award – “Failure To Meet Goals”
  • Market Cap $50-$100 Billion - Expensing of Options
  • Market Cap Over $50 Billion - Exec Comp Table
  • Negative Net Income - Option Grants
  • 409a - Deferred Compensation Contracts
  • 10-K - Part III, Item 11 - Executive Compensation
  • 10-KSB - Part III, Item 10 - Exec Compensation
  • Proxy - Personal Use Of Aircraft – Disclosure
  • Year End Dividend (Per Share)
  • Year End Dividend - Non-U.S. Issuers (Per Share)
  • Merger- Acquirer Takes over Target's Option Plans

ESOP’s

  • 11-K Annual report/empl stock purchase/saving plan
  • Employee Benefit Plan- S-8 Registering
  • Simplified Employee Pension Plan (SEP)

MATERIAL CONTRACTS

  • 409a - Amended Deferred Compensation Plan
  • Capital Accumulation Plan
  • Cash Balance Pension Plan
  • Dividend Reinvestment Plan (DRIP)
  • Non- Employee Director Deferred Compensation Plan
  • Cash Bonus Plan
  • Phantom Stock Plan
  • Relocation Loan Agreement
  • Severance Agreement (Compensation)
  • Incentive Compensation Plan
  • Supplemental Executive Retirement Plan (SERPs)
  • Income Deferral Plan
  • Benefits Protection Trust
  • Executive Separation/Severance/Release Agmnts
  • Rider - Attached As An Exhibit
  • Rule 10b5-1 Trading Plan

DIRECTOR & OFFICER INSURANCE

  • D&O Insurance - "Wrongful Acts"
  • D &O Insurance – “Co Does Not Maintain Insurance”
  • D & O Insurance - Asset Purchase Agreement
  • D&O Insurance - Bankruptcy Clause
  • D&O Insurance - Compensation Committee Disclosure
  • D&O Insurance - Exclusion - Fraudulent Actions

SEC PRONOUNCEMENTS/GUIDANCE

  • No-Action - Equity Compensation Plan Disclosure
  • SEC Regulatory Comment Letters - Back-Dating
  • SEC News & Public Releases - Back-Dating

OPTION GRANTING

  • Option Repricing- Ten Year Report
  • Option Repricing- Report on
  • Option Repricing- Policy Prohibiting
  • Option Grants - Proxy

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

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Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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GSI is pleased to announce its latest innovation for transactional professionals, SEC Currents: The Source for Staff Review Trends. SEC Currents is a monthly online publication that provides transactional attorneys and researchers an unparalleled tool for drafting filings that live up to the SEC's current interpretation of compliance and disclosure regulations.

By reviewing original and amended ’33 and ’34 Act filings, our experienced editorial staff is able to offer direction on how to anticipate and respond to the SEC’s latest interpretation of rules and regulations. SEC Currents offers subscribers a competitive-edge by providing quick access to expert guidance and key precedent language in advance of drafting their own periodic and transactional filings.

GSI is happy to provide you with a sample of this month’s issue, so you can discover for yourself how this pioneering publication will streamline your disclosure preparation, improve accuracy and reduce filing costs. If you are interested in learning more about subscribing to SEC Currents, simply click here or call GSI Customer Support at 800.669.1154.

This Month's Headlines include:

Option Grant Practices Increasingly Disclosed In Legal Proceedings
Read Complete Article

Issuers Scramble to Avoid "Stealth" Label for Restatement Efforts
Read Complete Article

Between the Hedges: The Fair Value Conundrum Strikes Again
Read Complete Article

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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Due to high customer response and demand, below is an updated list of option backdating disclosures in SEC filings. To view the most recent corporate disclosures relating to option backdating, click on a topic below. To start an alert for that topic, select the Add as Alert link at the top of your search results page.

In addition, in the course of your internal reviews relating to option backdating, our Professional Services Department can assist you by providing the historical ownership reports that were filed prior to the EDGAR requirement, which was enacted in June 2003. Most requests can be handled within 24 hours. To take advantage of our team of seasoned research professionals, simply call 800.669.1154 or e-mail gsi.info@thomson.com.

Model Agreements/Contracts

  • Employment Agreement - Option Timing Clause
  • Option Agreement - Exercise Timing Clause
  • Reps & Warranties - Back-Dating Clause

Reporting

  • Prospectus - Exec Compensation - Back-Dating
  • 10-Q - Comfort Statement Regarding Back-Dating

Disclosure Regarding Investigations

  • Settlement of Back-Dating Allegations
  • Findings/Conclusion of Back-Dating Investigation
  • UnitedHealth Group - Report On Back-Dating

Financial Disclosure

  • Accounting Principles Board Opinion No. 25
  • Adoption of ABP No. 25
  • Back-Dating - IRS Implications - Section 162(m)

SEC Pronouncements & Guidance

  • SEC Comment Letters - IRS Section 162(m)
  • No Action - IRC Section 162(m) - Option Grants

Please note, this database is part of LIVEDGAR's Value-Added Content and there may be additional charges to use this feature. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

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Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Accountant Rankings for Third Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on October 24, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Legal Counsel Rankings for Third Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on October 24, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

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League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Underwriter-Advisor Rankings for Third Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on October 24, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

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Before you begin drafting your 10-Q, look to GSI for the research tools and information that will help you conduct targeted research and prepare filings that will meet SEC disclosure requirements the first time around.

To help during this hectic time, GSI has compiled the following search strings that will assist you in easily locating important precedent language in advance of preparing your own filing. Simply click on any subject of interest to immediately begin your research.

In addition, our Professional Services Department can also assist you by locating content that may not be available within the collection. To take advantage of our team of seasoned professionals, simply call 800.669.1154 or e-mail gsi.info@thomson.com.

Back-Dating

  • 10-Q - Comfort Statement Regarding Back-Dating
  • 10-Q - MD&A – Back-Dating
  • Apple Computer - Non-Timely 10-Q – Back-Dating
  • Non-Timely Filing of Form 10-Q - Back-Dating

Companies in the News

  • Ford Motor Co. - 10-Q Filings
  • Risks Associated With E-Coli Concerns
  • Unitedhealth Informal SEC Investigation

Controls & Procedures

  • 10-Q - Controls Weakness - Financial Process
  • 10-Q - Controls Weakness - GAAP Issues
  • 10-Q - Controls Weakness - Lease Accounting
  • 10-Q - Controls Weakness - Segregation of Duties
  • Improvements To Internal Controls - 10-Q
  • Ineffective Disclosure Controls - 10Q

Corporate Structure

  • 10-Q - Accelerated Filer
  • 10-Q - MD&A Discussion - "WKSI"
  • 10-Q - Non-Accelerated Filer
  • 10-Q - Quarterly Filing By Shell Company

Financial Disclosure

  • 10-Q - Balance Sheet
  • 10-Q - Income Statement
  • 10-Q - Notes to Financials
  • Earnings Per Share - Contingently Convert - 10-Q
  • FASB 141 Disclosure – Form 10-Q
  • Off-Balance Sheet Transaction Disc – Form 10-Q

Form 10-Q - Structure

  • 10-Q - Item 1A Risk Factors
  • 10-Q - Prt I - Item 1 Financial Statements
  • 10-Q - Prt I - Item 2 Management's Discussion
  • 10-Q - Prt I - Item 3 Quantitative & Qualitative
  • 10-Q - Prt I - Item 4 Controls & Procedures
  • 10-Q - Prt II - Item 1 Legal Proceedings
  • 10-Q - Prt II - Item 2 Changes in Securities
  • 10-Q - Prt II - Item 3 Default on Senior Sec
  • 10-Q - Prt II - Item 4 - Submission of Matters
  • 10-Q - Prt II - Item 5 Other Information
  • 10-Q - Prt II - Item 6 Exhibits & Reports on 8K

Litigation

  • 10-Q - Litigation - Derivative Suit
  • 10-Q - Litigation - Patent/Intellectual Property
  • 10-Q - Litigation - SEC Investigation
  • 10-Q - Litigation - Shareholder Suit

SEC Staff Review Correspondences

  • SSR - 10-Q Prt I - Item 1 - Financial Statements
  • SSR - 10-Q Prt I - Item 2 - Managements Discussion
  • SSR - 10-Q Prt I - Item 4 - Controls & Procedures
  • SSR - 10-Q Prt I Item 3 - Quantitative & Qualitat
  • SSR - 10-Q Prt II - Item 3 - Defaults Upon Sr Sec
  • SSR - 10-Q Prt II - Item 5 - Other Information
  • SSR – 10-Q Prt II Item 4 – Matters To Vote

Please note, this database is part of LIVEDGAR's Value-Added Content and there may be additional charges to use this feature. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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GSI is pleased to announce its continued expansion of our fully text searchable global prospectus database. The addition of FSA and Japanese Stock Exchange prospectuses to our collection represents a 70% increase to the database. To experience the unique search capabilities of this comprehensive database, simply click a link below. To start an alert for that topic, select the Add as Alert link at the top of your search results page.

In addition, our Professional Services Department can also assist you by locating content that may not be available within the collection. To take advantage of our team of seasoned professionals, simply call 800.669.1154 or e-mail gsi.info@thomson.com.

  • 144A Initial Purchase Agreement
  • Catastrophe Bonds - Private Placement/144A
  • Disney - Private Placements
  • Ford Motor - Private Placements
  • Frankfurt Exchange Offerings
  • KKR Private Equity Investors - Offering Memorandum
  • London Exchange Offerings
  • Non-GAAP Disclosures in 144A Offerings
  • Private Placement - Cravath, Swaine & Moore
  • Private Placement - Hedge Fund
  • Private Placement - Indenture 
  • Private Placement - Latham & Watkins
  • Private Placement By Government Entity
  • Private Placement/144A - Chinese Domicile
  • Private Placements - Pharmaceutical/Bio-Tech
  • Regulation D- Rule 504 Offering
  • Regulation D- Rule 506 Offering
  • United Mexican States - Private Placements

Please note, this database is part of LIVEDGAR's Value-Added Content and there may be additional charges to use this feature. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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The Prospectus Section Search database pinpoints the exact precedent language you need saving you valuable time when drafting your own documents. With section search capabilities that are unavailable anywhere else in the industry, this powerful feature delivers focused results - fast.

We have identified the following searches, which will help you quickly find the exact information you need and see how other companies are disclosing information in their Prospectuses. Simply click on any subject of interest to immediately begin your search.

  • Appendices and Annexes
  • Business Description
  • Capitalization  
  • Certain Relationship
  • Cover page 
  • Description of Securities 
  • Dilution 
  • Dividend Policy 
  • ERISA 
  • Executive Compensation 
  • Experts
  • Financial Statements 
  • Legal Matters 
  • Management Item 
  • MD&A 
  • Plan of Distribution 
  • Principal Security Holders 
  • Risk Factors 
  • Risk Factors - Oil & Gas 
  • Selected Financial Data 
  • Selling Stockholders 
  • Shares Available for Future Sale 
  • Tax Consequences 
  • Underwriting 
  • Use of Proceeds 
  • Use of Proceeds - Repayment of Debt 

For additional research assistance, contact GSI Research Professionals at 800.669.1154.

Prospectus Section Searching is part of LIVEDGAR's Value-Added Content and there may be additional charges to use this feature. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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Due to high customer response and demand, below is an updated list of option backdating disclosures in SEC filings. To view the most recent corporate disclosures relating to option backdating, click on a topic below. To start an alert for that topic, select the Add as Alert link at the top of your search results page.

In addition, in the course of your internal reviews relating to option backdating, our Professional Services Department can assist you by providing the historical ownership reports that were filed prior to the EDGAR requirement, which was enacted in June 2003. Most requests can be handled within 24 hours. To take advantage of our team of seasoned research professionals, simply call 800.669.1154 or e-mail gsi.info@thomson.com.

Disclosure of Backdating Issue

  • Investigation Relating To Recent Acquisition
  • Non-Timely 10Q - Apple Computer
  • Repudiation of Analyst Claims of Back-Dating of Options

Internal Investigation Outcomes

  • “Discomfort Statement” - Restatement of Financials - General
  • “Discomfort Statement” - Restatement of Financials - Altera Corp
  • Discrepancies Found Non-Intentional Claim
  • No Intentional Misconduct - Equinix
  • Non-Reliance on Financial Statements Due To Stock Option Grant Practices
  • Repayment of Gains Realized Through Back-Dated Options
  • Termination For Cause - Mercury International
  • Termination of General Counsel - McAfee Inc.

Litigation

  • Investigation Discontinued Subpoena Withdrawn - Applied Micro Circuits Corp
  • SEC Request for Retention of Data - Michael's Stores
  • SEC Litigation Release Involving Kobi Alexander - Allegations of Backdating
  • SEC Litigation Release Involving Gregory Reyes - Stock Option Timing Practices
  • Shareholder Lawsuit - Barnes & Noble

Notification of Late Filing

  • De-Listing From NASDAQ Due To Late Filing of Report
  • Notification of Late Filing of Form 10-Q
  • Notification of Late Filing of Form 10-K
  • Risk of NASDAQ Delisting - Applied Micro

For additional research assistance, contact GSI Research Professionals at 800.669.1154.

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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Corporate disclosures relating to option backdating are just beginning to appear in SEC filings and they are not easy to find. As a service to our customers, we have leveraged our domain expertise and LIVEDGAR to assist you in quickly identifying the “first” in-practice precedent disclosures regarding option backdating. You also have the ability to set alerts to notify you of future similar disclosure events. To view corporate disclosures relating to option backdating, click on a topic below. To start an alert for that topic, select the Add as Alert link at the top of your search results page.

In addition, in the course of your internal reviews relating to option backdating, our Professional Services Department can assist you by providing the historical ownership reports that were filed prior to the EDGAR requirement, which was enacted in June 2003. Most requests can be handled within 24 hours. To take advantage of our team of seasoned research professionals, simply call 800.669.1154 or e-mail gsi.info@thomson.com.

Option Backdating Disclosures

Comfort Statements
  • “Comfort” Statements - No Option Backdating Issues

Employment Agreements
  • Option Grant Timing Language

Forward Looking Statements
  • “Forward Looking Financial Statements” Language

Government Investigations
  • Wells Notice Receipts

Management’s Discussion & Analysis
  • Annual
  • Quarterly

Merger Agreements
  • Representations and Warranties

Mutual Fund Filer Disclosures
  • Risks Relating to Investment in Issuers with Disclosed Option Backdating Issues

Press Releases
  • Press Releases

Proxy Statements
  • Shareholder Lawsuits

SEDAR
  • SEDAR Filer Disclosures

SEC Pronouncements
  • Litigation Releases
  • News Digest
  • Speeches

For additional research assistance, contact GSI Research Professionals at 800.669.1154.

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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Before you draft your next document, look to LIVEDGAR's newly enhanced Precedent Authority to help you focus your research on what you need – when you need it.

Precedent Authority allows you to conduct extremely focused research on the documents associated with Bankruptcy, Business Organization, Employment, Intellectual Property, M&A and Real Property. With convenient check boxes and search fields, Precedent Authority enables you to drill down into the specifics of any document by its title, clause title, defined terms and more. This powerful research tool will give you a competitive edge and save you time when drafting your own agreements, contracts and other documents.

Please note that Precedent Authority is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

To see how Precedent Authority can help your workflow, GSI has identified the following relevant examples. Simply click on a link listed below to view results on the topic of interest.

Hot Topics

  • Credit Agreements
  • Deferred Comp 409a
  • Deferred Comp Cash Reduce
  • Ebita Definition
  • Gross
  • Lease Improvements by Tenant Landlord
  • Licensing Roylaty
  • Mergers Compensation Servicing Fee
  • Poison Pill Termination of Covenants
  • Pooling Agreements Servicing Fee
  • Retirement

For additional research assistance, contact GSI Research Professionals at 800.669.1154.

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click  UNSUBSCRIBE  to be removed from future E-News.

Global Securities Information is located at 1100 Thirteenth St. NW, Suite 200, Washington, DC 20005, and has been in the business of providing information services to legal and financial professionals since 1988.

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League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Accountant Rankings for Second Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on July 18, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click UNSUBSCRIBE to be removed from future E-News.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

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League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Legal Counsel Rankings for Second Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on July 18, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click UNSUBSCRIBE to be removed from future E-News.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

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League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Underwriter-Advisor Rankings for Second Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on July 18, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, click UNSUBSCRIBE to be removed from future E-News.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

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League tables continue to be an important way to measure the volume of industry activity and how the key players in the accounting community stack up.

You can easily create league tables like the one below using LIVEDGAR’s Deal Maker Roundups feature. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. Plus you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Accountant Rankings For Second Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the time frame requested. To see how it works, click on any firm listed below and LIVEDGAR will automatically create a Roundup on that firm.

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It’s an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.  

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on June 27, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Legal Counsel Rankings for Second Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on June 27, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Underwriter-Advisor Rankings for Second Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on June 27, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

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LIVEDGAR Alerts are the ideal tool to keep you up-to-date on the latest securities issues whether you want to track the filings of a particular company, stay current on proposed and final rules issued by the SEC, or find out the latest on industry hot topics.

To help you get started, we've identified several key candidates for LIVEDGAR Alerts below. Click on the search of your choice and then click on the Add to Alert link to immediately start receiving notification on these important issues:

Disclosure Items

  • 8-K Item 5.06 - Change in Shell Company Status
  • 10-K - Item 1A Risk Factors
  • 10-K - Item 1B - Unresolved Staff Comments
  • 10-K - Expensing Of Options - SFAS 123
  • 10-K - SEC Investigation Disclosure
  • 10-Q - Controls Weakness - Financial Process
  • 10-Q - Item 1A Risk Factors
  • 10-Q - Prt II - Item 1 Legal Proceedings
  • 10-Q - Prt II - Item 2 Changes in Securities
  • 10-Q - Prt II - Item 3 Default on Senior Sec
  • 123R Disclosure In Proxy Statement
  • 409a - Payments After Severance/Termination
  • Automatic Shelf Registration - Opinion Letters
  • Automatic Shelf Registration - S&P 500 Issuers
  • Automatic Shelf Registration - Tax Opinion
  • Controls Weakness - Compliance Software Error
  • Controls Weakness - Insufficient Staff
  • Controls Weakness - Unauthorized Access
  • Disclaimed Opinion
  • Employment Agreement - Felony Clause
  • Equity Compensation Plan Information – Table
  • Expensing Of Options – SFAS
  • Market Cap $50-$100 Billion - Expensing of Options
  • Option Grants Disclosure – Proxy
  • Option Repricing- Ten Year Report
  • Perks Related Disclosure – Proxy
  • SAB 107 - Interpretive Guidance - Form 10-Q
  • SEC Staff Comments - Internal Controls Weaknesses
  • Wells Notice Submission By Issuer - 10-K Disc

Regulatory Releases

  • NYSE - Rule Filings
  • SEC Administrative Proceedings
  • SEC Final Rule Releases
  • SEC Interpretive Releases
  • SEC Open Meetings
  • SEC Press Release
  • SEC Proposed Rule Releases
  • SEC Staff Legal Bulletins

“In the News”

  • AIG - PNC Financial / Brightpoint – Litigation
  • AIG - Stipulation & Order
  • Bausch & Lomb - Removal of MoistureLoc Lens
  • Blackberry - Patent Infringement Disclosure
  • Boston Scientific - Executive Bonuses - Guidant
  • Boston Scientific - Guidant - M&A Transaction
  • Boston Scientific - TAXUS Stent Discussion
  • GMAC - $20 Bill Sale of Retail Automotive Assets
  • Internal Investigation – Granting Options
  • KKR Private Equity Investors - Offering Memorandum
  • SEC Investigation Relating To Granting of Options
  • SEC Litigation Release - Insider Trading Ring
  • SEC Litigation Release - Morgan Stanley
  • Unitedhealth CEO (McGuire) Employment Agreements
  • Unitedhealth Informal SEC
  • United Health Group – Restatement of Financials

You can set up Alerts on any issue of importance to you from the LIVEDGAR database of your choice. Simply set up a search that you want to track and click on the Add to Alert links located throughout LIVEDGAR. You'll automatically begin receiving e-mail notifications when new filings, documents or other relevant information on your topic of interest is added to LIVEDGAR.

All Alert e-mail notifications include a snapshot of the document, a brief description of the document and links to view it in LIVEDGAR. Again, there is no charge for the Alert notification itself, and standard LIVEDGAR charges are only incurred for accessing the document referenced in the notification e-mail.

For Company Alerts that track the filings of a specific company, you also have the option to receive your e-mail notification with the source document attached. Company Alerts with Attached Filings is a premium LIVEDGAR service and the cost is $1 per Alert notification, with a maximum cost of $20 per Company Alert per month regardless of the number of filings delivered. You can easily set up your Company Alerts from LIVEDGAR's Free Resources area.

For additional research assistance, contact GSI Research Professionals at 800.669.1154.         

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

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With the recent wave of corporate malfeasance and the resulting strict compliance environment created, staying current on high-profile litigation and how any new rules and regulations may affect your clients is more important than ever.

LIVEDGAR's Securities Regulatory Library includes virtually all historical and current regulatory material from the SEC, NASD and NYSE. Users can research the collections individually or all at once. In addition, the material is logically organized under 12 headings, including Litigation, Regulations, and Disciplinary & Arbitration Decisions.

Items in the SEC Library are updated every two hours from the SEC. Material from the NASD and NYSE is updated on a daily basis, unless otherwise indicated, so users can be confident they are seeing the most up-to-date information.

To save you time, GSI has added the following search statements to the Topical Research Library. These searches will help you quickly find the latest on new and proposed rules, as well as current information on litigation proceedings. Simply click on any subject of interest to immediately begin your research.

SEC Regulatory Releases/Hot Topics

  • Tyco International Ltd - SEC Litigation Releases
  • Fin Rule - Written Policy & Procedure – Investment
  • Final Rule - Additional 8-K Disclosure Requirement
  • Final Rule- Breakpoint Discounts by Mutual Funds
  • Final Rule- Technical Correction To 33-8400 - 8-K
  • Final Rule IAA 1940 Related
  • Final Rule-Disclosure Regarding Portfolio Managers
  • Partner Rotation - SEC Final Rule
  • Release Adopting Section 302a
  • SEC - Final Rule Releases
  • SEC Proposed Rule Releases
  • SEC - Final Rule- Principal Accnt Fees & Services
  • SEC Final Rule- Asset Backed Securities (ABS)
  • SEC Final Rule- EDGAR Filing By Foreign Issuers
  • SEC Final Rule- Mngts Report - Internal Controls
  • SEC Final Rule- Nominating Committee Functions
  • SEC Final Rule Release - 33-8177 - Code of Ethics
  • SEC Final Rule Release - 8-K Safe Harbor Prov
  • SEC Final Rule Release - Asset Backed Securities
  • SEC Final Rule Release - Defining Shell Companies
  • SEC Final Rule Release - Hedge Fund Advisers
  • SEC Final Rule Release - Market Timing Disclosure
  • SEC Final Rule Release - Regulation FD
  • SEC Final Rule Release - Proxy Voting Record Report
  • SEC Rel: 34-47986 - Internal Controls & Reports
  • Sarbanes-Oxley – SEC Proposed Rules
  • AIG Inc. - SEC Litigation
  • Adelphia Comm - SEC Litigation
  • Anchor Glass Container – SEC Litigation
  • Enron Corp - SEC Litigation
  • Healthsouth – SEC Litigation
  • Imclone - SEC Litigation
  • False Sarbanes-Oxley Certifications – SEC Release
  • SEC Release – NYSE Retirement Benefits For Grasso
  • SEC Release - Effectiveness Orders – EDGAR

NYSE Regulatory Releases

  • Archipelago - NYSE Merger Agreement
  • NYSE - Rule Filings
  • NYSE - Rule Filings
  • NYSE Regulatory Rel - Securities Offering Reform
  • NYSE/NASDAQ Corp Gov Listing Standards Approv
  • NYSE Disciplinary Decisions
  • E*Trade Clearing LLC - NYSE Disciplinary Decisions
  • NYSE Arbitration Decisions
  • NYSE - Disciplinary Release - Squawk-Box

NASD Regulatory Releases

  • NASD - Monthly Enforcement Actions
  • NASD - Hearing Officer (OHO) Decisions
  • NASD - Statutory Disqualification Decisions
  • NASD - Arbitration Awards
  • NASD - National Adjudicatory Council Decisions

Hot Topics

  • Breeden Report - Hollinger International
  • Code Of Ethics & Business Conduct
  • Chiquita Brands - Paid Protection Money/Terrorists
  • Coca Cola – SEC Investigation Of Fraud Allegations
  • Disclosure of an SEC Investigation
  • Dollar General - SEC Investigation / Wells Notice
  • IBM Receives Wells Notice Regarding Dollar General
  • FCPA/Foreign Corrupt Practices Act - Violation Of
  • Former Citigroup Exec Menezes - SEC Settlement
  • Late Filing Of 10-K Due To An Investigation
  • PCAOB - Investigation Disclosure
  • Royal Dutch/Shell - Recategorisation of Reserves

LIVEDGAR can help you conduct comprehensive issues-based research on any securities-related disclosure topic. Begin with the Topical Research Library's collection of over 2,000 pre-defined search statements or go directly to the LIVEDGAR Securities Regulatory Library database to find exactly what you need.

For additional research assistance, contact GSI Research Professionals at 800.669.1154.         

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Accountant Rankings for First Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on April 18, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Legal Counsel Rankings for First Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on April 18, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Underwriter-Advisor Rankings for First Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on April 18, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

As part of the Securities Exchange Commission's Securities Offering Reform initiative in late 2005, the disclosure requirements for Form 10-Q included a new "Part II Item 1A. Risk Factors" section. This requires the disclosure of any material changes from risk factors as disclosed in a filer's Form 10-K.

The Risk Factors sections are intended as a discussion of the most significant factors that might make the offering of securities speculative or risky for that particular filer. These changes mean you need to stay on top of even more regulations, reporting requirements and precedents when addressing the needs of your clients.

LIVEDGAR's 10-Q Section Search can help you put the finishing touches on your Form 10-Q filing. With its convenient check box list that identifies each unique part and item of Form 10-Q, the 10-Q Section Search database pinpoints information on any specific Form 10-Q topic. Additionally, the ability to define search criteria such as key words, ticker, exchange, location, SIC and date enables you to conduct granular research on any timely and important disclosure matter.

To save you time, GSI has added the following search statements to the Topical Research Library. These searches will help you quickly find precedent language and see how companies are disclosing new SEC reporting requirements. Simply click on any subject of interest to immediately begin your research.

INTERNAL CONTROLS & PROCEDURES

  • 10-Q - Controls Weakness - Financial Process
  • 10-Q - Controls Weakness - GAAP Issues
  • 10-Q - Controls Weakness - Lease Accounting
  • 10-Q - Controls Weakness - Segregation of Duties
  • Improvements To Internal Controls - 10-Q
  • Ineffective Disclosure Controls - 10Q
  • Internal Controls & Acquisition - 10-Q Item 4 Disc

10-Q HOT TOPICS

  • Transitional Report On Form 10-Q
  • 10-Q - Income Statement
  • 10-Q - Notes to Financials
  • Off-Balance Sheet Transaction Disc - Form 10-Q
  • Repatriation of Earnings - Form 10-Q
  • 10-Q - MD&A Discussion - "WKSI"
  • 10-Q - Quarterly Filing By Shell Company
  • Earnings Per Share - Contingently Convert - 10-Q
  • Late Filings of Form 10-Q - 12b-25
  • Submission of Contract On 10-Q in Lieu of 8-K

10-Q ITEMS

  • 10-Q - Prt I - Item 1 Financial Statements
  • 10-Q - Prt I - Item 2 Management's Discussion
  • 10-Q - Prt I - Item 4 Controls & Procedures
  • 10-Q - Prt II - Item 1 Legal Proceedings
  • 10-Q - Prt II - Item 2 Changes in Securities
  • 10-Q - Prt II - Item 3 Default on Senior Sec
  • 10-Q - Prt II - Item 4 - Submission of Matters
  • 10-Q - Prt II - Item 5 Other Information
  • 10-Q - Prt II - Item 6 Exhibits & Reports on 8K

REGULATORY RELEASES

  • FASB 141 Disclosure - Form 10-Q
  • NASD Manual - Quarterly Report on Form 10-Q
  • NASD Regulatory Releases - Rule 13a-13
  • No Action - Rule 15d-13 - Quarterly Reports on 10Q
  • Rule 13a-13 - Quarterly Reports On Form 10-Q
  • Rule 15d-13 - Quarterly Reports on Form 10-Q
  • SAB 107 - Interpretive Guidance - Form 10-Q

SEC STAFF COMMENTS

  • SSR - 10-Q Prt I - Item 1 - Financial Statements
  • SSR - 10-Q Prt I - Item 2 - Managements Discussion
  • SSR - 10-Q Prt I - Item 4 - Controls & Procedures
  • SSR - 10-Q Prt I Item 3 - Quantitative & Qualitat
  • SSR - 10-Q Prt II - Item 3 - Defaults Upon Sr Sec
  • SSR - 10-Q Prt II - Item 5 - Other Information
  • SSR - 10-Q Prt II Item 4 - Matters To Vote

GSI offers many resources that can assist you with your research. Begin with LIVEDGAR's Topical Research Library of over 2,000 pre-defined search statements or go directly to its 10-Q Section Search database to find exactly what you need.

For additional research assistance, contact GSI Research Professionals at 800.669.1154.         

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups feature. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Accountant Rankings for First Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on March 29, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Legal Counsel Rankings for First Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on March 29, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

League tables continue to be an important way to measure the volume of industry activity and how the key players in the legal community stack up.

You can easily create league tables like the one below using LIVEDGAR's Deal Maker Roundups. Leveraging easy-to-use check box options to define the league table parameters, this powerful feature allows you to instantly rank the activities of any law, accounting or investment banking firm involved in mergers and acquisitions or registrations. In addition, you can select whether you want to see the rankings for the first 25, 50, or 100 firms in the industry.

Underwriter-Advisor Rankings for First Quarter 2006^*
Completed Mergers Ranked By Total Transaction Value^

To take it a step further, you can also generate a professionally formatted PDF report on the activities of any firm listed in the table by clicking on the firm name. The report will include a cover page, table of contents and an abstract of all the deals and transactions that occurred during the period requested. To see how it works, click on any firm listed above and LIVEDGAR will automatically create a Roundup on that firm.  

Alternatively, under the Counsel, Accountant and Underwriter-Advisor headings in the Deal Maker Roundups database, you can generate a Roundup for any firm of interest that is listed in the extensive drop-down menu of firm names. Additional search fields enable you to specify the type and stage of deal or offering, whether the party is part of the acquirer or target, and the industry. It's an ideal way to quickly and easily gather corporate intelligence on any firm involved in mergers and acquisitions or registrations.

To create a Roundup or to find out if the industry rankings change between now and the end of the quarter, login to Deal Maker Roundups today.

Please note that Deal Maker Roundups is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

*This league table was generated from LIVEDGAR's Deal Maker Roundups on March 29, 2006.

^The set of transactions consists of all deals registered with the Securities and Exchange Commission that have completion dates that fall within the specified time period for this report and result in a change in control. The dollar amounts consist of estimated transaction values as disclosed by the filing party. All deals that have been registered with the SEC have been included, including international transactions. While Global Securities Information has obtained the information from sources it believes to be reliable, we do not guarantee its accuracy, and such information may be incomplete or condensed. 

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

The SEC has added Item 1A, Risk Factors, and Item 1B, Unresolved Staff Comments, to Form 10-K, which means you need to stay on top of even more regulations, reporting requirements and precedents when addressing the disclosure needs of your clients.

LIVEDGAR's 10-K Section Search can help you put the finishing touches on your Form 10-K filing. With its convenient check box list that identifies each unique part and item of Form 10-K, the 10-K Section Search database pinpoints information on any specific Form 10-K topic. Additionally, the ability to define search criteria such as key words, ticker, exchange, location, SIC and date enables you to conduct granular research on any timely and important disclosure matter.

To save you time, GSI has added the following search statements to the Topical Research Library. These searches will help you quickly find precedent language and see how companies are disclosing new SEC reporting requirements. Simply click on any subject of interest to immediately begin your research.

  • 10-K - Item 1B Unresolved Staff Comments - 3D Systems Corp
  • 10-K - Item 1B Unresolved Staff Comments - Amedisys Inc.
  • 10-K - Item 1B Unresolved Staff Comments - Cavalier Homes
  • 10-K - Item 1B Unresolved Staff Comments - Eastman Kodak
  • 10-K - Item 1B Unresolved Staff Comments - Getty Realty Corp
  • 10-K - Item 1B Unresolved Staff Comments - Imergent Inc.
  • 10-K - Item 1B Unresolved Staff Comments - St. Paul Travelers Companies
  • 10-K - Item 1B Unresolved Staff Comments - Standard Motor Products
  • 10-K - Item 1B Unresolved Staff Comments - Viewpoint Corp
  • 10-K - Item 1B Unresolved Staff Comments - Visage Technology

  • 10-K - Item 1A Risk Factors
  • 10-K - Item 1A Risk Factors - Defaults
  • 10-K - Item 1A Risk Factors - Environmental
  • 10-K - Item 1A Risk Factors - Labor/Union
  • 10-K - Item 1A Risk Factors - Manufacturing Reduc
  • 10-K - Item 1A Risk Factors - Section 404 Costs
  • 10-K - Item 1A Risk Factors - Seasonality
  • 10-K - Item 1A Risk Factors - SOR
  • 10-K - Item 1A Risk Factors - Telecommunications

GSI offers many resources that can assist you with your research. Begin with LIVEDGAR's Topical Research Library of over 2,000 pre-defined search statements or go directly to its 10-K Section Search database to find exactly what you need.

For additional research assistance, contact GSI Research Professionals at 800.669.1154.         

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to GSI-ENewsMktg@thomson.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

[Go to Top]

Before you draft your next agreement or contract, look to GSI's LIVEDGAR for the powerful research tools and information that will help you conduct targeted research and prepare the agreements, contracts and documents associated with your important M&A transactions.

LIVEDGAR's Precedent Authority allows you to conduct extremely granular research, drilling down to the specifics of any key M&A agreement including document title, clause name, definition and jurisdiction, providing you with the information needed to help you prepare your own materials.

Please note that Precedent Authority is part of LIVEDGAR's Value-Added Content and there may be additional charges for using this database. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

To see how the Precedent Authority Report feature works, GSI has identified the following relevant examples. Simply click on link listed below to view results on the topic of interest.

Hot Topics

  • Asset Purchase Agreement - New York Jurisdiction
  • Bankruptcy Related Precedent Examples
  • Employment Agreements - Termination Clause
  • Employee Related Transactions
  • Escrow Agreement - Governing Law New York
  • Fiduciary Duties - Clause Language
  • Forms of Joint Venture Agreements
  • Forms of Outsourcing Agreement
  • Forms of Press Releases - S&P 500 Issuers
  • Indemnification Agreements - Claims Clause
  • Intellectual Property - Clause Language
  • License Agreements - Copyright Language
  • Loan Agreements - Embargo Clause Language
  • Majority Shareholder - Clause Language
  • Medicinal Pharmaceutical & Biological Agreements
  • Merger Agreements - DE Jurisdiction - Fried Frank
  • Merger Agreement - S&P 500 - Latham - Tax Clause
  • Plans of Reorganization - Nevada Law
  • Plan of Reorganization - Weil, Gotshal & Manges
  • Poison Pill - Latham & Watkins As Legal Counsel
  • Tender Offer - Certain Legal Matters Clause
  • Rights Agreements - Severability Clause - Delaware

LVEDGAR can help you conduct comprehensive issues-based research on any securities-related disclosure topic. Begin with the Topical Research Library's collection of over 2,000 pre-defined search statements or go directly to LIVEDGAR's Precedent Authority database to find exactly what you need.

For additional research assistance, contact GSI Research Professionals at 800.669.1154.         

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

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The Form 10-K filing deadline is quickly approaching for companies whose fiscal year ended on December 31, 2005. LIVEDGAR can help you put the finishing touches on your Form 10-K filing, whether you need to research the reporting of material deficiencies or locate specific language for late filings related to financial discrepancies.

For example, LIVEDGAR's 10-K Section Search, with its 26 check boxes for each unique part and item of Form 10-K, pinpoints information on any specific Form 10-K topic. Additionally, the ability to define search criteria such as key words, ticker, exchange, location, SIC and date enables you to conduct granular research on any timely and important disclosure matter.

To save you time in the coming weeks, GSI has added the following search statements to the Topical Research Library. Simply click on any subject of interest to immediately begin your research.

Hot Topics

  • 409a - Executive Compensation - 10-K Item 11
  • Allowance For Doubtful Accounts - Disclosure
  • Amended '34 Act Filing - Adding Ex Certifications
  • Audit Committee Independence - Disclosure
  • Balance Sheets - 10-K
  • Critical Accounting Policies
  • Disclosure of an SEC Investigation
  • Discovery Of Weakness In Controls & Procedures
  • Environmental Related Remediation Disclosure - 10-K
  • Extend Process - Change In Fiscal Year End
  • FASB - Adoption Of SFAS 141
  • FASB 141 Disclosure - Form 10-K
  • Financial Discrepancies Disclosed On 10-K
  • Hurricane Katrina - 10-K Disclosure On Impact
  • Insurance Disclosure Regarding Operating Hazards
  • Income Statements - 10-K
  • Late Filing Of 10-K Due To Accounting Changes
  • Late Filing Of 10-K - Negotiations With Lenders
  • Late Filing Of 10-K Due To Financial Discrepancies
  • Negative Net Income - 10-K/Financials
  • Notes To Financial Statements
  • Original Issue Discount - Balance Sheet Disclosure
  • Summary Financial Data - Restated (10-K Item 6)
  • Summary Financial Statement - Losses (10-K Item 6)
  • Weak Internal Cntrls & Effective Disclosure Cntrls
  • Weakness In Internal Controls - Litigation
  • Wells Notice Submission By Issuer - 10-K Disc
  • Website Access To Company Reports
  • SFAS 19 - Fin Reporting by Oil and Gas Companies
  • REIT/Real Estate Investment Trust - 10-K

Items & Issues

  • 10-K - Part I, Item 1 - Business Description
  • 10-K - Item 1A Risk Factors
  • 10-K - Item 1B - Unresolved Staff Comments
  • 10-K - Part I, Item 2 - Properties
  • 10-K - Part I, Item 3 - Legal Proceedings
  • 10-K - Part I, Item 4 - Submission Of Matters/Vote
  • 10-K - Part II, Item 5 - Market For Common Stock
  • 10-K - Part II, Item 6 - Selected Financial Data
  • 10-K - Part II, Item 7 - Managements Discussion
  • 10-K - Part II, Item 7a - Quantitative
  • 10-K - Part II, Item 8 - Financial Statements
  • 10-K - Part II, Item 9 - Changes With Accountants
  • 10-K, Item 9A - Controls & Procedures
  • 10-K Item 9b - Other Information
  • 10-K - Part III, Item 10 - Directors & Executives
  • 10-K - Part III, Item 11 - Executive Compensation
  • 10-K - Part III, Item 12 - Security Ownership
  • 10-K - Part III, Item 13 - Certain Relationships
  • 10-K, Item 14 - Principal Acct Fees (As of 8/03)
  • 10-K - Item 15 - Exhibits, Financial Statements
  • 10-K - Accounting Weakness- Manual Accnt System
  • 10-K - Annual Report By Shell Company
  • 10-K - Expensing Of Options - SFAS 123
  • 10-K - MD&A Discussion - "WKSI"
  • 10-K - SEC Investigation Disclosure
  • 10-K - Well-Known Seasoned Issuer - Cover
  • 10-K Being Amended To Restate Financial Info

Rules & Regulations

  • SEC Final Rule Release - 33-8177 - Code of Ethics
  • SEC - Final Rule - Principal Accnt Fees & Services
  • Rule 12b-25 - Non-Timely Filing of Reports

SEC Staff Reviews

  • SSR - 10-K Item 1 - Business
  • SSR - 10-K Item 2 - Properties
  • SSR - MD&A Discussion Regarding 10-K Submissions

Blank Forms

  • Form 10-K
  • Form 10-KSB
  • Form NT 10-K (Form 12b-25)

Companies in the News

  • AIG Inc. - 10-K - Beneficial Ownership Disclosure
  • Pfizer Inc - Litigation
  • ImClone - Late Filing Of 10-K Due To Tax Dispute
  • HealthSouth Corp - M&A Activity

In the height of 10-K season, GSI offers many resources that can assist you with your research. Begin with LIVEDGAR's Topical Research Library of over 2,000 pre-defined search statements or go directly to its 10-K Section Search database to find exactly what you need.         

To log in to LIVEDGAR, go to http://login.gsionline.com/. 

LIVEDGAR E-News is sent to LIVEDGAR users to inform them of news and developments and to help them further benefit from LIVEDGAR.

If you prefer not to receive LIVEDGAR E-News, respond to E-News@gsionline.com and type UNSUBSCRIBE in the subject line.

Global Securities Information is located at 419 7th St NW, Washington, DC 20004, and has been in the business of providing information services to legal and financial professionals since 1988.

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Whether you are gathering competitive intelligence, investigating business development opportunities or conducting due diligence, LIVEDGAR is a valuable resource for tracking the details behind public companies.

With LIVEDGAR's Legal Due Diligence Report you can instantly create professionally formatted PDF reports with comprehensive coverage on any public company's key business areas. This groundbreaking workflow management tool offers users a single source to gather corporate, financial and management overview of a company and an extensive compilation of its commercial transactions and litigation history.

Please note that Legal Due Diligence Report is part of LIVEDGAR's Value-Added Content and there may be additional charges for creating a report using this feature. You can read more about LIVEDGAR's Value-Added Content and rate schedule at LIVEDGAR Rate Schedule.

To see how the Legal Due Diligence Report feature works, GSI has identified the following hot companies in the news. Simply click on any firm listed below to produce a Legal Due Diligence Report on that firm with content that is unavailable anywhere else.

Altria Group Inc. (formerly Philip Morris)
  • Philip Morris Legal Due Diligence Report
  • Philip Morris Trial Schedule for Certain Cases

AIG (formerly American International Group)
  • AIG Legal Due Diligence Report
  • AIG - Stipulation & Order

Archipelago Holdings
  • Archipelago Holdings Legal Due Diligence Report
  • Archipelago Holdings - Approval for NYSE Merger

AstraZeneca
  • AstraZeneca Legal Due Diligence Report
  • AstraZeneca - EU Competition Abuses

Bristol Myers Squibb
  • Bristol Myers Squibb Legal Due Diligence Report
  • Bristol Myers Squibb - Litigation Settlement

Citigroup
  •