Media Moves

Nice story from an S-4

November 10, 2005

For those of you who have heard me lecture about finding stories in SEC filings, you know that one of my biggest pet peeves in business journalism is the fact that reporters don’t look enough at Form S-4 filings and other SEC filings related to mergers and acquisitions to write the behind-the-scenes story related to the negotiations.

That’s why I was pleasantly surprised to pick up my copy of The (Raleigh) News & Observer this morning and see a story about a local company that is buying a competitor based on the SEC filings related to the deal. The company is Donnelley, which publishes Yellow Pages books, and it’s buying another Yellow Pages publisher.

If you want to read the story, it can be found here.

Then, after reading the story, check out the SEC filing from which the details in the story came from: SEC filing.

It’s these type of stories that The Wall Street Journal does effectively, but smaller papers don’t do enough of, and they strip away the facade of the corporate boardroom. Two thumbs up to this reporter.

If you’re unfamiliar with S-4s, they are filed with the SEC when a company wants to issue additional stock to sell to investors. And why do companies typically want to issue new stock? To make acquisitions. And these filings often include the detailed negotiations between the two companies involved in a deal, including haggling about the price and how the new company will be operated and managed.

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