Investment Banking Documents that You Will Need - dummies

Investment Banking Documents that You Will Need

By Matt Krantz, Robert R. Johnson

EDGAR is an enormous database. There’s a massive number of possible forms that companies and investment bankers may have to submit. Some of the regulatory forms are pretty obscure, so they’re rarely filed.

If you’re glutton for punishment, or you’re having trouble falling asleep, you can read a list of every single document that can be filed into EDGAR. But to save you the trouble, here is information about the regulatory filings that matter most to investment bankers.

Annual report (10-K)

Companies’ annual reports used to be beautiful colorful documents that were magazine-like and mailed to investors’ homes. Those days are quickly fading away as the functional needs of real-time investors push aside the form of beautiful financial documents.

The term annual report is somewhat of a colloquialism. The actual document that matters, which companies release each year to describe how they’re doing, is known by its regulatory name, the 10-K. The 10-K is an often lengthy, comprehensive document that describes the company’s performance over the past fiscal year.

The 10-K is extremely detailed and must be looked over by an accounting firm before being submitted to EDGAR. The 10-K provides the numerical data showing the company’s profits and the value of what the company owes and owns, as well as descriptive language highlighting how the company did.

Quarterly report (10-Q)

Publicly traded companies have several large burdens, one of the largest being to keep investors up-to-date on progress on a quarterly basis. The quarterly report, or 10-Q, is the regulatory document in which companies give investors a rundown of their performance over a three-month period. The quarterly report isn’t nearly as detailed as the annual report, but it gives the key data points from the period, including the financial statements.

Proxy statement (DEF 14A)

The proxy statement is one of the juicier regulatory filings. We’re not talking The Hunger Games or anything here, but the proxy statement, known by its official name DEF 14A, is where companies put many of the more salacious details about their operations.

The purpose of the proxy statement is to present investors with a list of all the items that are up for shareholder approval, or a vote at the annual meeting. But included in this filing are endless goodies, including details on what the top management are paid.

Prospectus (S-1)

When a company sells shares to the public for the first time in an IPO, the document that matters most is the prospectus, or S-1. The prospectus contains all the information that investors should know before investing in a new issue.

Interim report of material events (8-K)

Companies are constantly changing and evolving organizations. New developments, such as getting approval to sell a new product or canceling a big project, are potentially important for investors to know about because they can significantly impact the value of the stock.

Whenever a company has non-public and material information — in other words information that no one knows about but that’s also important — it must be shared with the world. The way companies get the data out to everyone is the 8-K filing in the EDGAR database.