IBM visits the Friday night dump

On Friday afternoon at 4:38 pm, IBM filed this 8-K that was a classic example of a “Friday night dump”. Direct and simple, it stated that a decision had been rendered earlier that day by the High Court in London over a pension lawsuit that was filed two years ago and has a fairly …

Less independence at NYSE Euronext

This is a quick one, and one we almost missed: NYSE Euronext (NYX) just reduced the number of independent directors it has to have on its board — significantly. Now the threshold laid out in the company’s bylaws is a bare majority, down from 75% previously. In this case, “previously” refers to versions in effect […]

Second-quarter roundup

The filings have been flooding in since last week. As often happens during the rush, they’ve been so heavy that it’s a major task to simply keep up. That said, we’ve found a variety of disclosures that bear a closer look. Rather than dribbling them out, or waiting until 10-Q season is over, we’re sending […]

QuickTake: Alcoa’s mounting legal challenges

If you pay close attention to Alcoa (AA), chances are you may have caught the announcement back in April that it had hired Audrey Strauss as its new chief legal officer effective August 1. As the release announcing her appointment noted, Strauss was a senior litigation partner at Fried Frank and, earlier in …

The federal government and its impact on FedEx

FedEx (FDX) filed its 10-K this week, and several items jumped out at us. Both of these involve potentially significant unknowns stemming from actions by two agencies of the federal government: the Federal Aviation Administration and the U.S. Postal Service. First, the FAA, which of course regulates air traffic in the U.S. Late last year, […]

New legislation helps Sears, others with pension obligations

We’ve long paid attention to the Friday night dump — the filings that come in after 4 pm on Friday, because they’re often pretty juicy. But the Monday-morning dump is often just as interesting: filings that were technically filed on Friday, but because they came in after 5:30 p.m. EST, they don’t show up in […]

More export problems at 3M

We watch closely for signs that previously unknown criminal and regulatory inquiries are underway, or that existing inquiries have worsened. We’ve had some good success: In February 2012, we warned that investigations into United Technology’s (UTX) role in helping China build an attack helicopter had become a more serious issue for the company [PDF]. …

QuickTake: Lions Gate Entertainment’s botched financials

Movie distributor Lions Gate Entertainment (LGF) just filed an amendment to its 10-K disclosing, in a roundabout way, that it was restating elements of its cash-flow statement, as well as the material weakness in its controls that allowed the original error. From a quick read, it looks like the company miscategorized more than $50 million […]

QuickTake: Ralcorp’s tricky restatement

Late yesterday, Ralcorp (RAH) filed one of the most confusing 8-Ks that we’ve come across in a long time. Because we firmly believe that there are no accidents when it comes to SEC filings, we thought it was worth putting out a QuickTake, even though the headline — yet another accounting restatement for …

The SEC takes Amazon to task for cyber security

First, some quick background: Last October, the SEC issuednew guidance on how companies were supposed to disclose both risks and problems related to cyber-security. We started tracking those disclosures shortly after that guidance came out and it’s largely been a big snore-fest. At the overwhelming majority of companies, this has led to some additional …