On dead frogs in SEC filings…

June 24, 2009

In nearly six years of digging through SEC filings, we’ve seen a lot. All sorts of things, really. But every now and then, we come across a filing that still surprises us. Like the 8-K that Expeditors International (EXPD) filed yesterday. The filing is in response to a question on legal expenses related to a Department of Justice investigation first disclosed nearly two years ago. Here’s the good part:

When you come from a frame of reference, as we do, where $0 spent on legal expense would be the most preferred alternative, having to predict anything beyond that, by its nature, would become inherently and incredibly biased towards our own wants, desires and expectations. To us, this is somewhat akin to being asked to predict how many minutes after being force fed a dead frog we would throw-up—and the operative word is —force, as we—d never elect to do either on our own. In both cases (the legal fees or swallowing the dead frog) we’re certain we would eventually throw up. In neither case do we know exactly how much money or how much time would pass before we did. In both cases, however, our gut check, no pun intended, is not very much and not very long! It should go without saying that given our druthers, we—d rather not spend the legal fees or eat the dead frog in the first place. Sometimes you don—t get the luxury of deciding what you have to eat. When you do, and it’s unpalatable, it should be obvious that you would eat as little as possible. What we are certain of is that if we were talking about being force fed dead frogs and not incurring excessive legal fees, people would be content accepting at face value that it would be as little as possible.

We’re not sure who Expeditors outside counsel is, but it’s probably a pretty safe bet that they don’t like their billable hours being compared to the force-feeding of dead frogs. And while we’re pretty sure that the dead frog reference is figurative, instead of literal, hopefully PETA won’t find out about it or Expeditors could have another mess on their hands.

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