corporate research project of good jobs first corporate research basics philip mattera corporate...

Corporate Research Project of Good Jobs First

Corporate Research BasicsCorporate Research BasicsPhilip Mattera Corporate Research Project

Corporate Research Project of Good Jobs First

General principles General principles

There’s a lot more available than you thinkMost of what is available is intended for

other kinds of users (mainly investors).A lot of info can be found online, but you

need to know where to look. Avoid Google-type needle-in-haystack searches.

Not everything is online. Sometimes you need to go to the library or a government office.

Corporate Research Project of Good Jobs First

Types of online info sourcesTypes of online info sources

Searchable free websites on the open webFree websites on the “invisible” web; e.g.

government sites such as EDGAR/SEDARIndividual subscription sites on the webLarge commercial aggregators (e.g. Nexis

and Factiva)Database services available through

university or public library systems

Corporate Research Project of Good Jobs First

Major categories of informationMajor categories of information

Basic operating and financial informationEssential relationshipsSocial (ir)responsibility record

Corporate Research Project of Good Jobs First

Types of Basic InformationTypes of Basic Information

Company profilesCompany historiesCompany operating informationCompany financialsCompany websitesPress releases and media coverage

Corporate Research Project of Good Jobs First

Basic information: Basic information: Company Profiles and HistoriesCompany Profiles and HistoriesHoovers’s onlineStock market websites such as

Yahoo FinanceAdvice for Investors (Canada)Mergent ManualsBusiness and Company Resource CenterD&B reports for private companies

Corporate Research Project of Good Jobs First

Hoover’s (Hoover’s (www.hoovers.comwww.hoovers.com) ) longer profiles by subscriptionlonger profiles by subscription

Corporate Research Project of Good Jobs First

Yahoo Finance Yahoo Finance (biz.yahoo.com)(biz.yahoo.com)

Corporate Research Project of Good Jobs First

Canadian equivalent to Yahoo Canadian equivalent to Yahoo Finance (Advice for Investors)Finance (Advice for Investors)

Corporate Research Project of Good Jobs First

Mergent ManualsMergent Manuals(academic library systems)(academic library systems)

Corporate Research Project of Good Jobs First

Business and Company Resource Business and Company Resource Center (public library databases)Center (public library databases)

Corporate Research Project of Good Jobs First

D&B Business Information ReportsD&B Business Information Reports(by subscription or pay per view on web)(by subscription or pay per view on web)

Corporate Research Project of Good Jobs First

Specialized mining industry Specialized mining industry information sourcesinformation sources

InfoMine website

MiningUSA website

Mining Journal Online

Mining Magazine online

National Mining Association website

Corporate Research Project of Good Jobs First

Operating information on public Operating information on public companies in 10-K filingscompanies in 10-K filings

Corporate Research Project of Good Jobs First

10-K Item 1- Business10-K Item 1- Business

Corporate Research Project of Good Jobs First

Main types of operating Main types of operating information in 10-Ksinformation in 10-KsDescription of businessCompetitive environmentRegulatory environmentMajor suppliers (if highly dependent)Major customers (if over 10%)Properties/facilitiesLabor information

Corporate Research Project of Good Jobs First

Main types of financial data found Main types of financial data found in 10-K filings and annual reportsin 10-K filings and annual reportsRecent performanceIncome statementsBalance SheetsHistorical performance (past 5-10 years)Segment breakdownExhibits (including loan agreements)Look for updates in 10-Q quarterly filings

Corporate Research Project of Good Jobs First

Canadian equivalents to 10-KCanadian equivalents to 10-K

Annual Information Form Description of business Risk Factors Legal Proceedings etc.

MD&A (Management Discussion & Analysis) Review of results in past couple of years

Available via SEDAR (www.sedar.com)

Corporate Research Project of Good Jobs First

Outside analysis of financial dataOutside analysis of financial data

Wall Street analyst reports

Sources: Investext (via Nexis or some academic library database services)

Look especially for reports in which an analyst initiates coverage of a company, since these have much more detail and background.

Corporate Research Project of Good Jobs First

Key resources in company Key resources in company websiteswebsites

Glossy annual reportsArchive of company press releasesFull Disclosure documents (e.g.,

transcripts of analyst conference callsBiographies of executivesLocation of plants and research centersStore directory (for retailers)

Corporate Research Project of Good Jobs First

PART II. KEY RELATIONSHIPSPART II. KEY RELATIONSHIPS

Focus on these to understand how the company works and what may be important areas of vulnerability.

For example:Parent companies and subsidiariesInstitutional shareholders & creditorsOutside directorsMajor customers and suppliers

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS:KEY RELATIONSHIPS:Parent companies & subsidiariesParent companies & subsidiaries

Directory of Corporate Affiliations (on Lexis-Nexis, some academic database systems and via direct subscription)

America’s Corporate Families or Who Owns Whom (on Dialog database service)

Corporate Research Project of Good Jobs First

Sample page from Sample page from Directory of Directory of Corporate Affiliations Corporate Affiliations on Nexison Nexis

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS: KEY RELATIONSHIPS: Outside DirectorsOutside Directors

Are supposed to be watchdogs but often act as lapdogs of top management

Since the scandals involving Enron etc., there is more emphasis on director independence

Frequently targeted in corporate campaigns, since they are ultimately responsible for company policy

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS: KEY RELATIONSHIPS: Outside DirectorsOutside Directors Key info source: Proxy Statements (also known

as Form DEF 14A) Key pieces of information:

- director biography and affiliations- transactions with company- director pay and shareholdings- board committee memberships

Also has info on annual meeting, executive compensation and shareholder resolutions

Corporate Research Project of Good Jobs First

Sample of proxy cover pageSample of proxy cover page

Corporate Research Project of Good Jobs First

Canadian equivalent to DEF14ACanadian equivalent to DEF14A

Management Information CircularPrincipal shareholdersDirector biographiesDirect shareholdingsExecutive compensation

Available via SEDAR (www.sedar.com)

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS: KEY RELATIONSHIPS: Institutional ShareholdersInstitutional ShareholdersInstitutions include: pension funds (private

and public), mutual funds and other investment firms, insurance companies, university endowments, etc.

Majority of stock in most large corporations held through institutions.

Institutions can have great power over corporate practices, though they don’t always exercise that power.

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS:KEY RELATIONSHIPS:Institutional ShareholdersInstitutional ShareholdersObtaining lists of largest holders.Holders with 5% or more will be disclosed

in the proxy statement.List of ten largest holders available from

free websites such as Yahoo Finance.Detailed (but not totally complete) lists

available from subscription services such as Vickers and Thomson.

Corporate Research Project of Good Jobs First

Sample list from Yahoo FinanceSample list from Yahoo Finance

Corporate Research Project of Good Jobs First

Sample list from Vickers Sample list from Vickers (screen showing voting authority)(screen showing voting authority)

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS:KEY RELATIONSHIPS:Wall Street AnalystsWall Street Analysts

Can have a lot of influence over stock prices and thus are key parties to try to influence in a corporate campaign

Get their reports from services such as Investext

Use Nelson’s Directory of Investment Research to find out which ones cover a company (print version or on Lexis-Nexis)

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS: CreditorsKEY RELATIONSHIPS: Creditors

Types of lenders:Single banksCredit syndicates (groups of banks)BondholdersGet most involved when a company is in

financial distress or bankruptcy, but concern about major environmental liabilities, e.g., can lead to higher interest rates for the company.

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS: CreditorsKEY RELATIONSHIPS: Creditors

Sources of information on lenders:Debt section of Notes to Financial

Statements in 10-KCredit agreements in 10-K ExhibitsD&B services will list firm’s main bankSpecialized newsletters such as

Bank Loan Report (available via Nexis)Uniform Commercial Code filings

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS: KEY RELATIONSHIPS: CustomersCustomersCompanies are secretive about their

customers.10-Ks will disclose only if company is

very dependent on a few major customers.Do a full-text search of EDGAR to find

firms that list your target company as a major supplier.

Trade publications and customer websites.

Corporate Research Project of Good Jobs First

KEY RELATIONSHIPS: SuppliersKEY RELATIONSHIPS: Suppliers

As with customers, companies tend not to disclose much about suppliers.

10-K will include a disclosure only if the firm is highly dependent on a supplier.

To determine which firms supply a particular product, see Thomas Register in libraries or ThomasNet on web.

For info on supply chains (especially for timber), see Endgame.org

Corporate Research Project of Good Jobs First

Part III. SOCIAL Part III. SOCIAL RESPONSIBILITY RECORDRESPONSIBILITY RECORDSocial responsibility profilesCourt proceedingsFederal regulatory mattersLabor relations & employment practicesWorkplace safety and healthEnvironmental complianceCampaign contributions and lobbying

Corporate Research Project of Good Jobs First

Other social responsibility issuesOther social responsibility issues

Public relationsAdvertising practicesCorporate philanthropySponsored researchExecutive compensationCorporate subsidiesTax compliance

Corporate Research Project of Good Jobs First

SOCIAL RESPONSIBILITY: SOCIAL RESPONSIBILITY: Company ProfilesCompany ProfilesKLD’s Socrates database (expensive)

SocialFunds.com’s Corporate Social Research Center

10-K sections on Legal Proceedings

Company sustainability reports/web pages

Corporate Research Project of Good Jobs First

Newmont sustainability reportNewmont sustainability report

Corporate Research Project of Good Jobs First

Types of court informationTypes of court information

Dockets (basic info and chronologies; federal: PACER; state: web, Courtlink)

Case documents (complaints, motions etc. increasingly online, especially PACER)

Written federal and state court opinions (Lexis-Nexis and Westlaw)

Selected verdicts and settlements (Lexis-Nexis and Westlaw)

Corporate Research Project of Good Jobs First

SOCIAL RESPONSIBILITY: SOCIAL RESPONSIBILITY: Federal regulatory agenciesFederal regulatory agenciesSecurities and Exchange CommissionFederal Trade CommissionConsumer Product Safety CommissionFood and Drug AdministrationGeneral Services Administration

(oversight of federal contractors)

Corporate Research Project of Good Jobs First

SOCIAL RESPONSIBILITY: Labor SOCIAL RESPONSIBILITY: Labor and employment issuesand employment issuesNational Labor Relations Board

(labor-management issues)U.S. Dept. of Labor (wage & hour,

employee benefits, etc.)Equal Employment Opportunity

CommissionPension Benefit Guaranty CorporationFAST CD-ROM

Corporate Research Project of Good Jobs First

SOCIAL RESPONSIBILITY: SOCIAL RESPONSIBILITY: Workplace safety & EnvironmentWorkplace safety & EnvironmentOccupational Safety and Health

Administration inspection databaseMine Safety & Health Administration

Environmental Protection Agency databases:Environmental Compliance History OnlineToxics Release InventoryEnvirofacts

Corporate Research Project of Good Jobs First

Mine Safety & Health Admin.Mine Safety & Health Admin.Data Retrieval SystemData Retrieval System

Corporate Research Project of Good Jobs First

Environmental Compliance History Environmental Compliance History Online (ECHO)Online (ECHO)

Corporate Research Project of Good Jobs First

SOCIAL RESPONSIBILITY: SOCIAL RESPONSIBILITY: Campaign contributionsCampaign contributionsFederal campaign contributions:Federal Election Commission websiteCenter for Responsive Politics-

Open Secrets website

State campaign contributions:Institute on Money in State Politics –

Follow the Money website

Corporate Research Project of Good Jobs First

SOCIAL RESPONSIBILITY: SOCIAL RESPONSIBILITY: LobbyingLobbyingSecretary of the Senate websiteOpen Secrets Lobbying DatabaseWashington Representatives

State-level lobbying: websites of individual state legislatures or state ethics commissions

Corporate Research Project of Good Jobs First

Staying up to date on new sourcesStaying up to date on new sources