Deals › About this data
Deals
A company that agrees to be bought, or to go private, leaves a trail of SEC filings: press releases and other deal communications (Form 425), a tender offer for its shares (Schedule TO) with its answer (Schedule 14D-9), a registration of the shares offered in a merger (Form S-4, or F-4 for a foreign company), a going-private statement (Schedule 13E-3), and the proxy statement shareholders vote on (a preliminary and then a definitive one). We gather these filings and group those of one transaction, so each row is one deal and shows the furthest step its paperwork has reached.
- Where it comes from
Tender offer statements (Schedules TO, 14D-9 and 13E-3), merger registrations (Forms S-4 and F-4), merger proxy statements and deal communications (Form 425) that companies send to the SEC and the SEC publishes on EDGAR. We tie the filings of one deal together by their SEC file numbers and the companies they name.
Who reports it: The companies in the deal, usually through their law firms. The SEC gives a tender offer or a registration its own file number, and we use those numbers, and the names of the companies, to tie filings together.
Official source
- How often we update it
- Through the day on SEC business days
- Last updated
- (15 hours ago)
- Coverage
- Filings since January 2015.
- Worth knowing
- We group filings by rule; we do not read the deal. Filings with the same SEC file number go together. Failing that, filings that name the same two companies within about nine months go together, and failing that, a company's filings join its only open deal. A filing that could belong to two deals is left on its own, so one deal can show as two rows, and two separate deals between the same companies close together can show as one. The filings do not state what an offer is worth, and we do not read prices or terms from the documents. They also do not say whether a deal closed or was called off: Stage is only the furthest form we have seen, and Latest filing is not a closing date. Target is the company the filer named as the subject, usually the company being bought, but a Form 425 can come from either side. Forms S-4 and F-4 name only the registrant, and they also cover debt exchanges and employee plans, so a row with nothing but registrations may not be a merger. A company's own tender offer for its shares (mostly funds repurchasing shares every quarter) is not a company being bought, so those are hidden unless you ask for them.
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