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Corporate and Securities Research. William A. Schwesig [email protected] Margaret A. Schilt [email protected] What if you don’t have anything in mind and need a topic?. Try the News databases in LexisNexis and Westlaw

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corporate and securities research

Corporate and Securities Research

William A. Schwesig [email protected]

Margaret A. Schilt [email protected]

D\'Angelo Law Library

what if you don t have anything in mind and need a topic
What if you don’t have anything in mind and need a topic?
  • Try the News databases in LexisNexis and Westlaw
  • Try the BNA topical newsletters: see the Law Library webpage under Law Databases
  • Read the D’Angelo Law Library Corporate and Securities Research page, on the Law Library website under Research Guides

D\'Angelo Law Library

example finding a topic
Example: Finding a topic
  • BNA databases

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starting points
Starting Points
  • As with all legal research, where you start depends on what information you have and what you are trying to find out. Possibilities:

A person

A company

A transaction

An industry

Issuance of a security

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starting with a company
Starting with a Company

History

Stock ownership

Recent stock

issuances

Corporate

Structure

Litigation

Products and services

Recent mergers or acquisitions

Stock performance

Earnings

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find out more about i2 technologies inc
Find out more abouti2 Technologies, Inc.
  • LexisNexis News and Business >Company & Financial > Company Profiles & Directories > U.S. Company Reports

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starting with a person
Starting with a Person

Experience

Expertise

Education

Positions-

current and past

Directorships?

Officer positions?

Associations?

Compensation

Investments

Stock holdings

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find out more about sanjiv sidhu
Find out more about Sanjiv Sidhu
  • LexisNexis News and Business > Company & Financial > Company Directors & Executives

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find out more about john p mcpadden sr
Find out more about John P. McPadden, Sr.
  • Sometimes Google is helpful.
  • If not, try Martindale Hubbell (possible that nominal plaintiff is a lawyer…)
  • Try searching the business press using Ebsco Business Source Complete and Factiva.

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starting with a transaction
Starting with a Transaction

Merger?

Acquisition?

Sale of assets?

Loan?

Issuance of stock?

Who?

When?

Where?

Why?

How?

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slide11
I2 Technologies approved a management buyout of its wholly-owned subsidiary, Trade Services Corporation (TSC)
  • LexisNexis News and Business > Company & Financial > Mergers & Acquisitions > Mergerstat M&A Database

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financial filings lexisnexis and westlaw
Financial Filings:LexisNexis and Westlaw
  • LexisNexis > News & Business > Company & Financial > Financial Filings > U.S. Financial Filings
    • Note the database structure: can search individual filings across companies
  • Westlaw > All Databases > Business & News > Company & Industry Reports, Analysis > Edgar-SEC Filings
    • Template permits searching by company name and form number (try i2 Technologies and 8-K and then search in results for TSC)

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finding industry information
Finding industry information
  • Use SIC/NAICS codes to find companies with similar businesses

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finding information about the issuance of a particular security using cusip numbers
Finding information about the issuance of a particular security: using CUSIP numbers

Type of security – debt or equity

Purchasers

Who was hurt

Who benefited

Players: management, Board, accountants, lawyers

Condition of company

before and after

Terms

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resources to use
Resources to Use
  • LexisNexis business resources
  • SEC filings (See Terms Sheet for definitions and Bill Schwesig’s demo for examples)
  • Company websites (esp. for transaction docs)
  • Corporate governance websites; current awareness databases
  • Print treatises
  • Commercial business research resources, e.g. Thomson Research, Factiva(see Bill Schwesig’s demo below)

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human resources at the reference desk
Human Resources At the Reference Desk:
  • Sheri Lewis
  • Bill Schwesig
  • Lyonette Louis-Jacques
  • Margaret Schilt
  • Todd Ito

D\'Angelo Law Library

corporation and securities research

Corporation and Securities Research

Bill Schwesig

Spring 2009

D\'Angelo Law Library

research guides
Research Guides
  • Corporate and Securities Researchon DLL web page, under Research Guides www.lib.uchicago.edu/e/law/corpsec.html
  • Business and Economics

www.lib.uchicago.edu/e/busecon/

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business news
Business News
  • EBSCO Business Source Complete– full text with images, charts, PDF
  • ABI Inform – business journals and trades
  • LexisNexis
  • Westlaw
  • Factiva – full text searching, news pages
  • Wall Street Journal on ProQuest
  • Bloomberg terminal

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corporate governance plans
Corporate Governance Plans
  • Investor Relations section ofCompany web site
  • Specific issues, in EDGAR filings
  • Bylaws (Form S-1, Exhibit 3)
  • Proxy materials (Schedule 14A)
  • Management discussion (Form 10-K)

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edgar filings
10-K Annual Report

10-Q Quarterly Report

8-K Current Report(Bad News)

Proxy materials

Bylaws and articles

Registration Statements

Insider Trading

Sale of Restricted Shares

Williams Act (Tender Offers)

Material Contracts

EDGAR Filings

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annual reports 10 k
Annual Reports (10-K)
  • Description of the Company’s Business
  • Management Discussion
  • Financials – Income, Revenues, Debt, Cash Flow
  • Outstanding Shares, Institutional Ownership
  • Officers and Directors, Compensation
  • Material Contracts, Stock Option Plans

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executive compensation
Executive Compensation
  • Salaries: Form 10-K
  • Executive employment contracts:Exhibit 10, Material Contracts
  • Total cash value of nonsalary compensation: Proxy materials (Schedule 14A)

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sources of edgar filings
Sources of EDGAR Filings
  • Securities and Exchange Commission
  • Mergent Online
  • Thomson One Banker
  • LexisNexis
  • Westlaw

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slide25
SEC
  • Free at www.sec.gov
  • 1993 to present
  • Look up companies by name, ticker, SIC code or by Central Index Key (CIK)
  • Documents and exhibits are separate hyperlinked documents

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lexisnexis
LexisNexis
  • Search all filings and exhibits, or select the forms you are interested in
  • Filings and exhibits are separate documents
  • Edgar Online searches all filings and exhibits
  • Disclosure – financial reports compiled from data in EDGAR filings

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westlaw
Westlaw
  • EDGAR – good for full-text searching

Many Westlaw business databases not available on our Law School subscription plan are available on Westlaw Business, LexisNexis, or Thomson One Banker

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peer group analysis
Peer Group Analysis
  • Mergent Online (link to guide)
  • Thomson One Banker
  • Factiva

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peer comparison reports thomson one banker
Peer Comparison Reports: Thomson One Banker
  • Select “Comparables”
  • Options include:
  • Overviews
  • Performance
  • Financials
  • Earnings

No custom reports

D\'Angelo Law Library

comparison reports factiva
Comparison Reports: Factiva
  • Companies/Markets tab
  • Select: Company
  • Search by name or ticker in Get Company Snapshot
  • Select Reports (lower left)
  • Select Ratio Comparison Report

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