Reading Between the Lines: Competitive Intelligence Through EDGAR Filings
Russell L. Boltwood, EVP/General Counsel, Transpacific IP Management Group Pte., Ltd., Singapore
The majority of corporate legal professionals practicing in the United States on behalf of publicly-traded companies (or “issuers,” pursuant to U.S. securities law parlance) are familiar with EDGAR – more formally known as the Electronic Data Gathering and Retrieval System. Maintained by the U.S. Securities and Exchange Commission (SEC), EDGAR is the main route for the filing of the forms and periodic reports required of issuers of public securities under U.S. securities laws. Due to both the amount and extensiveness of information filings requirements encountered by issuers in the United States, EDGAR comprises a rich, extremely informative source of data regarding an issuer’s business operations, finances, risks and prospects. Indeed, the information contained within EDGAR, when properly analyzed and utilized by in-house counsel, presents such practitioners with a unique opportunity to provide extremely useful competitive intelligence to their financial and operational executive peers.
The purpose of this article is to provide the reader with a brief overview of EDGAR, as well as some of the key forms and reports filed by issuers under the U.S. securities laws. Additionally, attention will be paid to particular portions of forms and reports filed on EDGAR that are specifically required by SEC rules to be filed by issuers, and how these specific portions may be analyzed by in-house counsel to provide useful information to decision-makers within her own enterprise.
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