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LIVEDGAR E-News Back Issues - 2006  

Let GSI Help You Draft Your New CD&A Disclosures

December 20, 2006

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/

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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Be the First to Know with SEC Currents

December 14, 2006

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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Leverage GSI to research Clawback Provisions

December 6, 2006

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

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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Rely on LIVEDGAR to Stay Apprised of the Latest SEC Pronouncements

November 29, 2006

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

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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Stay on Top of the Latest Executive Compensation & Benefits Disclosures

November 20, 2006

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.

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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New Disclosure Requirements Confusing? GSI Can Help!

November 15, 2006

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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Stock Option Backdating – Update

November 1, 2006

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.

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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Final Third Quarter 2006 Accountant Rankings

October 25, 2006

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^

  Rank   Accountant Count   Total Value  
1   Ernst & Young    26   87,763,179,233  
2   PricewaterhouseCoopers    28   86,450,101,408  
3   Deloitte Touche Tohmatsu    15   76,542,498,037  
4   KPMG    22   29,733,612,434  
5   BDO Seidman    4   987,764,844  
6   KBA Group LLP    1   708,078,000  
7   Friedman LLP    2   707,500,000  
8   McGladrey & Pullen    5   653,553,091  
9   Grant Thornton    3   427,961,462  
10   McGovern Hurley Cunningham    1   362,421,188  
11   Crowe Chizek    3   245,208,198  
12   Mayer Hoffman McCann LC   1   210,000,000  
13   Piercy Bowler Taylor & Kern    1   200,000,000  
14   Snellgrove & Sams    1   175,600,000  
15   Davis & Co    1   170,870,800  
16   Yount Hyde & Barbour    2   164,901,618  
17   UHY LLP    1   125,000,000  
18   Ehrhardt Keefe Steiner & Hottman PC    1   111,583,031  
19   Perry-Smith LLP    1   95,305,995  
20   Peterson & Co    1   85,000,000  
21   Dixon Hughes PLLC    2   74,390,550  
22   Larrowe Cardwell & Co    2   73,726,228  
23   Carr Riggs & Ingram LLP    1   73,611,292  
24   Harper & Pearson Co    1   73,611,292  
25   Malone & Bailey PLLC    1   65,000,000  

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.

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Final Third Quarter 2006 Counsel Rankings

October 25, 2006

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^

  Rank   Counsel Count   Total Value  
1   Davies Ward Phillips & Vineberg LLP    8   50,265,229,078  
2   Debevoise & Plimpton LLP    8   42,024,427,444  
3   Linklaters & Alliance    4   42,009,553,190  
4   Skadden Arps Slate Meagher & Flom    26   42,006,716,518  
5   Fried Frank Harris Shriver & Jacobson    4   35,626,013,683  
6   Cleary Gottlieb Steen & Hamilton    3   34,252,698,070  
7   LeBoeuf Lamb Greene & MacRae    5   33,722,667,322  
8   Sullivan & Cromwell    9   33,307,495,480  
9   NautaDutilh    1   32,312,698,070  
10   Paul Weiss Rifkind Wharton & Garrison    4   28,730,124,205  
11   Akin Gump et al    12   28,657,951,518  
12   Simpson Thacher & Bartlett    10   27,071,639,432  
13   Wachtell Lipton Rosen & Katz    10   24,163,002,336  
14   Willkie Farr & Gallagher    7   24,148,947,452  
15   Shearman & Sterling LLP    15   23,326,673,306  
16   Davis Polk & Wardwell    7   19,617,274,320  
17   Covington & Burling    3   18,599,466,690  
18   Ballard Spahr Andrews & Ingersoll   1   17,360,000,000  
19   McCarthy Tetrault    4   16,776,159,632  
20   Kirkland & Ellis    12   13,190,911,240  
21   Clifford Chance LLP    6   11,799,108,320  
22   Hogan & Hartson    11   11,402,975,967  
23   Cravath Swaine & Moore    4   11,124,779,213  
24   Preston Gates & Ellis    4   8,852,315,089  
25   Herbert Smith LLP    2   8,442,733,213  

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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Final Third Quarter 2006 Underwriter-Advisor Rankings

October 25, 2006

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^

  Rank   Advisor Count   Total Value  
1   Credit Suisse    26   107,609,853,168  
2   Goldman Sachs    23   93,579,006,691  
3   J P Morgan    26   83,397,992,537  
4   Citigroup    23   79,552,847,346  
5   Lehman Brothers    15   57,721,269,331  
6   Morgan Stanley    15   56,536,450,347  
7   UBS    19   55,714,549,172  
8   Deutsche Bank    11   43,388,987,480  
9   Societe Generale    2   32,905,193,070  
10   HSBC    1   32,312,698,070  
11   Merrill Lynch    17   30,547,788,835  
12   Bear Stearns    6   29,786,313,554  
13   Banc of America Securities    13   24,037,622,790  
14   CIBC    9   19,938,404,887  
15   Blackstone Group    4   18,652,803,308  
16   TD Securities    5   18,399,234,588  
17   Allen & Co Inc    3   17,532,999,495  
18   Stephens Inc    4   9,514,300,000  
19   Houlihan Lokey Howard & Zukin   16   9,495,369,426  
20   Wachovia    3   9,490,459,550  
21   ABN AMRO    2   9,074,486,400  
22   Duff & Phelps    3   9,057,063,199  
23   Petrie Parkman & Co    3   6,970,461,663  
24   Evercore Partners    3   4,520,891,198  
25   Jefferies    7   4,123,863,582  

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. 

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Leverage GSI to Help You Prepare your 10-Q Quickly and Easily

October 11, 2006

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 Correspo