Activist Investing
Information Sources
Activist Investing
Information Sources
In this resource guide, we explain the principal types of information about individual companies that activist investors use. We also identify how a range of current sources of data and documents deliver each type of information.
Activist Investing Information
Financials: You know, financial statements, including income statement, balance sheet, and cash flows. This could also include supplemental operational data specific to an industry segment.
Bylaws and Certificate of Incorporation: The foundational corporate governance documents for any public company in the US. These determine how the BoD functions, the process for BoD elections, and how special meetings and consent solicitations work. Some (but not enough) companies provide current bylaws and CoI on their corporate website. Investors can also find these in SEC filings, although figuring out which of many annual, quarterly, or current reports contain the most recent version can frustrate even the most diligent researcher.
Shareholder voting: Companies of course must disclose the result of shareholder votes. Certain investors also must disclose how they voted at shareholder meetings, on BoD elections and on other resolutions. They disclose this information in SEC filings, so a determined investor can find this with considerable effort.
Shareholder Listing and Voting: Who are the top shareholders in a company, how many shares do they own, and for how long? A shareholder could piece this together from proxy materials and 13D, 13G, and 13F forms. But, many information sources compile this into a convenient and comprehensive listing. A couple of information sources also analyze how other shareholders have voted at past meetings for their portfolio companies, useful to assess how a given shareholder might vote at your own portfolio company.
SEC filings: Investors can find most of what a company makes available in its SEC filings. These include annual (10-K) and quarterly (10-Q) reports, current reports on a wide range of news items, and proxy materials (Form 14-A). Investors file these, too, including Form 13G and 13D for passive and activist positions, respctively, and also Form 13F showing holdings of large investors (over $100 million in assets).
Corp gov evaluation: What sort of corp gov does the company have? How does the BoD, the bylaws, or the exec comp compare to that of similar companies? In some instances, it would be great to have a concise rating or other evaluation of the range of factors that make corp gov at a portfolio company better or worse. As it happens, investors have a few sources for just such a rating.
Activist Investing Information Sources
We know of a number of sources of information the activist investing information explained above. Here, we list them alphabetically, with notes about how they provide data and documents in each of the five areas, and they provide, and other helpful comments about each.
While we have experience with all of these, we refrain from expressing a specific opinion. Almost all of these will provide trial access or subscriptions, so investors can try them and reach his or her own conclusions. We’ve also grouped similar (or competing) services together.
Activist Investor Analysis
These four services specialize in informing activist situations. Each has people and capabilities that review information from activist investors and companies, primarily SEC filings, to identify various attributes of activist situations (type of activism, inception date, etc.), and assess the success of the investor in its activist strategy.
Activist Insight: A newer service based in the UK, independently-owned by their founders. They use SEC filings and news releases from investors and corporations to identify and profile activist investors, companies that activist investors have targeted, and activist campaigns. They also evaluates activist investor performance, based on performance of their disclosed activist portfolio companies, which means that the AI performance statistics will probably not match what a given investor discloses to its clients. They have an alert service for companies and investors.
Activist Stocks: This service, or really a collection of services and blogs, seeks to provide insights and analyses about individual activist situations, prospective activist situations, and activist investors. As of now (August 2015), they have two packages. Activist Strategy, which they call the “super premium” service ($2,200/month, less for smaller funds), consists of daily and weekly email alerts about current and prospective activist situations, access to a database of Form 13D filings, and a summary of top activist investor holdings. The Goodie Room ($1,350/month, less for smaller funds) consists of the daily email alerts and the summary of activist holdings. The website also hosts or links to several blogs about activist investing. It looks and acts rather like independent sell-side research on activist situations.
SharkRepellent: Another service that mines SEC filings, news releases, and company bylaws to profile activist investors, companies that activist investors have targeted, and activist campaigns. Users can search their database of both SEC filings and company bylaws to understand corp gov and takeover defenses at a portfolio company. They can also receive alerts on companies and investors. FactSet, another of the huge investor data services, owns them, so investors can obtain company financial information there.
13D Monitor: Yet a third service that harvests data from 13D, 13G, and 13F filings, also profiling activist investors, companies that activists have targeted, and activist campaigns. They, too, estimate returns and holding periods based on disclosed activist portfolio companies. They also have a database of activist “letters and agreements”, and send alerts and reports on companies and investors. 13D Monitor also runs a mutual fund whose strategy uses their analysis of announced activist situations.
Comprehensive Financial Data Services
Bloomberg: One of the huge data services, which of course provides comprehensive company financials and shareholder information. It also has a keyword-searchable database of SEC filings for companies and investors.
Capital IQ: Another huge data service, which also provides comprehensive company financials and shareholder information. It’s part of Standard & Poors, which in turn belongs to McGraw-Hill. It, too, has a keyword-searchable database of SEC filings. It also has a corp gov and exec comp summaries, and a proprietary corp gov and takeover defense rating.
FactSet: Yet a third huge data service, see SharkRepellent above. Interestingly the FactSet website does not mention or link to the SharkRepellent website.
Specialty Services
Cook ESG: A specialist in researching and reporting on investment manager proxy votes. Institutional investors (many pension funds) use its work to review how their portfolio managers vote, mostly on environmental, social, and governance (ESG) matters. Activist investors can use its work to predict how other shareholders might vote in a contested proxy situation.
Footnoted.com: An useful service that surveys SEC filings and delivers reports on interesting and unusual items that it finds. Its database consists of its reports and alerts, rather than the SEC filings which it uses for its reports and alerts, so it provides more of an interpretive and analytical service rather than a channel to original documents and data.
MSCI: This significant index publisher bought GMI Ratings in 2014. It combined it with existing corp gov resources to form the current ESG Research arm. It remains a comprehensive governance rating service, which compiles information from company financials and SEC filings to assess corp gov, environmental, and social performance. They also assess fraud risk. They publish frequent reports and alerts about specific companies.
Proxy Insight: Another new service, which reports on corporate votes at shareholder meetings. A cousin of Activist Insight, it shares some of the same leadership team. In addition to providing specific voting information about an investor, it also profiles investors based on their voting patterns, and even has a predictive algorithm that allows one to forecast how a given investor will vote on a future matter.
Proxy Mosaic: A special-situation proxy advisor. They analyze only executive compensation, contested elections, and M&A votes. They also audit investment managers for compliance with SEC requirements to supervise proxy advisors.
secinfo.com: A pure keyword-searchable SEC filing database, much easier to use than the SEC’s own search engine. It also delivers email alerts on companies, investors, and filing types.
While it doesn’t cover specific companies, we should also mention TheCorporateCounsel.net. It’s a resource principally for attorneys, although some PMs with an interest in the legal end of corp gov will find it useful. Among other things on the huge website, it has links to SEC regulations and compiles law firm memos on developing law, regulation, and cases. It also has a large number of handbooks and checklists, useful mostly to in-house lawyers (hence the name).
Copyright 2008-2014 Michael R. Levin - all rights reserved.