http://secnet.cch.com March, 2010
Table of Contents Introduction...2 Objectives...2 Accessing...3 Home Page...4 Filings...5 Viewing Search Results...7 Viewing Documents...8 Record Keeping...9 Today s Filings...10 Filing Party Search...10 Full-Text...11 Registrations...13 Topical...15 No-Action Letters...17 Watch...19 Keep List...22 My Searches...23 My Account...24 Help...25 Wolters Kluwer Law & Business March, 2010 1
Introduction Welcome to SECnet, an online tool for securities filing research and document retrieval. The SECnet application maintains a database of all public companies S.E.C corporate disclosure filings (both EDGAR and non-edgar) since 1966. Non-EDGAR documents dating back to 1979 can be ordered from Washington Service Bureau. This is intended for use during a training session conducted by a Wolters Kluwer professional trainer. It will also serve as a helpful reference tool once the training has been completed. Objectives Upon completion of this course, you will be able to: Access SECnet Retrieve filings from specialized databases: Filings Full-Text Registrations Topical Retrieve No-Action Letters Use record keeping options Set up a Watch to monitor incoming filings Wolters Kluwer Law & Business March, 2010 2
Accessing SECnet To access SECnet: 1. Go to: http://secnet.cch.com There is no Log-In requirement until you choose to look up information. 2. When prompted, enter your Username and Password (case sensitive). IP authenticated users will not have to log in. Checking Remember me will automatically log you in the next time. 3. Enter a Billing Reference (required by default). You can change the prompt status for billing reference using Preferences under My Account. Billing reference will appear in the top right corner of each database search page and can be edited prior to any search. Note: Access to SECnet is also available via IntelliConnect from the Securities (Federal) Practice Tools. Wolters Kluwer Law & Business March, 2010 3
Home Page The SECnet homepage provides links to SECnet News, Recent Filings and No- Action Letters along with additional helpful links and tools. The homepage also allows users to conduct a quick Filings Basic Search using Company Name. Toolbar of databases and tools. Menu Bar Quick Company Name search. Create a widget for quick retrieval from your portal or intranet. Updated every 5 minutes. Link to descriptions of Form Types and Document Segments. Databases: Filings: contains public companies S.E.C. filings (EDGAR and non- EDGAR) back to 1966. Full-Text: contains filings dating back to 1993 that you can search using keyword(s). Registrations: contains initial filings for both 1933 Act and Form 10 registrations filed with the S.E.C. from 1994 to the present. Topical: selected significant filings organized by topic No-Action: contains full text of No-Action Letters filed with the S.E.C. from 1971 to the present. (1978 to present includes abstracts). Tools: Watch: monitor new filings by creating a watch with specific criteria. Keep List: manage saved links to specific filings for later retrieval. My Searches: saved searches for later retrieval. Wolters Kluwer Law & Business March, 2010 4
Filings Filings is a database of all public companies S.E.C. filings -- EDGAR back to 1995 and non-edgar back to 1966. Use Filings to generate a list of filings for a company or to generate a specific list of filings by form type, SIC Code, state of incorporation and more. There are four types of searches that can be run in the Filings index: 1. BASIC allows you to enter a company name or a ticker symbol, retrieve a listing of S.E.C. filings for that company and download filings. 2. ADVANCED (default) allows you to enter a company to retrieve a filing list and/or search by ticker symbol, SIC Code, Exchange, State of Incorporation, date range, file/registration number, or form type. 3. TODAY S FILINGS -- lists the most recent sixty (60) filings and allows you to view your Watch list or the previous day s paper filings. 4. FILING PARTY allows you to search for Williams Act Filings or Forms 3 and 4 by Filing Party. Searches can be narrowed by a number of restrictions including form type and date. Wolters Kluwer Law & Business March, 2010 5
Basic Search To perform a Basic Search: Enter the company name or use the ticker symbol. Click Begin Search. Select options for Search Type and Forms 3, 4, and 5 if needed. Advanced Search To perform an Advanced Search, enter desired criteria: You can enter company name or ticker symbol and select other options as needed. Add additional criteria. Select Include or Exclude Form Type(s). Click Begin Search. Select Group or Individual form(s). Note: Use Ctrl/click to select multiple Group or Individual forms. Wolters Kluwer Law & Business March, 2010 6
Viewing Search Results If your search contained a company name, you will see a listing of companies that fit your search criteria. Modify the existing search or start a New search. Click header links to change sorting order. Select company using Company Name or Filings List link. Full Ticker List lists company s commonly used ticker symbols. Filing Agent Data lists all parties that have filed documents with the S.E.C. with respect to a company. Add the company to your Watch list -- See Watch section of this Guide. Once you select a company, or if your search did not include a company name, you will see a listing of all records that fit your search criteria. Add this company to a Watch. Start a New search, Modify existing search or Save this search criteria. List of filings meeting search criteria. Other list options, e.g., Filing Party filings.. Searches are saved until you delete them. New documents will be included when you re-run the search. Wolters Kluwer Law & Business March, 2010 7
Viewing Documents Options to view individual documents. Documents can be viewed by using the following viewing methods: 1. Check the box next to the document(s) you wish to view and click the View icon. Depending on the document, you will have the option of viewing in a Browser, Doc, or PDF format. Selecting multiple filings will result in the creation of a single document containing all components. 2. Click the Form Type link to open a chart with any exhibits listed separately where you will have the View icon plus other record keeping options. 3. Click the HTML, WORD, or PDF icons in the More Info column to immediately launch the complete document. Non-EDGAR documents cannot be viewed electronically because the filing was made on paper. Paper filings can be ordered by calling 1-800-955-5219. Wolters Kluwer Law & Business March, 2010 8
Record Keeping SECnet provides a number of record keeping features: Save, Print, Email, and Add to Keep List. Save document(s) in Browser, Document, or PDF format. Print selected document(s) in Browser, Document, or PDF format. E-mail document(s) in DOC or PDF format (depends on the document). With Email Options, you can enter a new email address, use one from an Existing List, and add a Message. Edit List allows you to add or change addresses on your email list. Manage your list from My Account see that section in this Guide. Add to Keep List lets you save document(s) to a Keep List and name the list. See Keep List section of this Guide for managing Keep Lists. Wolters Kluwer Law & Business March, 2010 9
Today s Filings Today s Filings contains the most recent EDGAR filings disseminated by the S.E.C. The list automatically refreshes every five minutes. You can limit the type of filings by selecting from the drop down Options menu and clicking on Go. Drop down Options menu. Filing Party Search Filing Party Search allows you to view all documents filed by a specific party. Searches can be narrowed by form type and date range. Enter Filing Party name. Select additional search criteria. Click Begin Search. Wolters Kluwer Law & Business March, 2010 10
Full-Text SECnet provides Full-Text searching on filings dating back to 1993. There are two selections on the Full-Text tool bar: SEARCH (default) provides a template where you enter a keyword search using Boolean (AND, OR, AND NOT) logic and select other criteria. PREDEFINED lets you select a topic/subtopic so a predefined search phrase auto-fills the Search Terms field on the Search template. To perform a Full-Text Search: Click Search Help for Boolean and Wildcard information. Enter keywords. Select additional search criteria Click Begin Search If you choose to use Predefined, click Predefined and locate a topic. Click the + to drop down the sub-topics. Click on a sub-topic to populate the Search template with a predefined search phrase and possibly other criteria. Wolters Kluwer Law & Business March, 2010 11
Viewing Full Text Results You can refine your search by adding new criteria and/or new date parameters by using the Refine Search button. Refine this search. Key Word In Context. KWIC (Key Word in Context) will retrieve expanded excerpts with keywords bolded. Retrieve the full document. Navigate between KWIC results. Bolded key words. To see the full document, click on Retrieve Document. You will retrieve the complete document and any exhibits where you can then View, Print, Save, Email or save to your Keep List. Wolters Kluwer Law & Business March, 2010 12
Registrations Registrations database contains full-text of initial registrations (including Initial Public Offerings) filed with the S.E.C. Every registration statement is reviewed and up to 45 fields of information are obtained from each filing. There are two types of searches that can be run in the Registration database: 1. 1933 ACT (default) searches for registrations filed under the 1933 Act from 1994 to present using customized criteria. 2. FORM 10 searches for Form 10 registrations using customized search criteria. This part of the database contains documents dating from 2003. To perform a 1933 Act Registrations search: Select desired criteria. Begin Search Wolters Kluwer Law & Business March, 2010 13
Viewing Registration Search Results There are two methods of viewing results: TABLE VIEW (default): provides a chart of basic details, letting you sort search results by clicking a column header. View Results in Table view. Sort by column heading. Click Summary to see Full Profile. SUMMARY VIEW: provides a brief synopsis of each registration displayed in reverse chronological order. Form type, Company name and filing classification. Click View Full Profile to see summary with shares, price, and fees. Wolters Kluwer Law & Business March, 2010 14
Topical The Topical database contains selected significant filings with abstracts of Form 8K, Williams Act Filings, Proxy Statements, and Registration Statements from 1994 to present. These are categorized into over 3000 topics. There are two methods of searching in the Topical database: 1. Topical Search Term: to search the list of topics and sub-topics for a term. 2. Main Topics: provides a menu walk through topics and sub-topics in alphabetical order. Topical Search Term: Enter your term(s) in the Topical Search Term box then click Search. Number of records and most recent date. Select a topic/subtopic to view results. Wolters Kluwer Law & Business March, 2010 15
Main Topics Select a topic from the list of Main Topics. Select a Subtopic and View results. Viewing Topical Search Results Refine existing search results. Save the search parameters. To view multiple Abstracts, select documents and click on the View Abstracts. View individual Abstracts or Full Text. Retrieve all filings for this Company. Wolters Kluwer Law & Business March, 2010 16
No-Action Letters No-Action Letters database contains the full text of No-Action Letters filed with the S.E.C. from 1971 to the present. From 1978 to present, editors have included abstracts of the No-Action letters. There are two types of searches that can be run in No-Action Letters: MOST RECENT provides a list of the No-Action Letters filed within the previous 2 weeks. BASIC (default) searches both abstracts and the full-text of No-Action Letters. To perform a Basic search, click the No-Action tab, enter applicable criteria, click Begin Search. Enter a key word search. Select Date restrictor. Enter law firm(s) or select Topics Narrow down your search by Act/Section/Rule Index. Click Begin Search Wolters Kluwer Law & Business March, 2010 17
Viewing No-Action Letters Results You can view a No-Action Letter by linking to: Hits in Full Text which will allow you to view the entire No-Action Letter with your key words highlighted. Abstracts written by Washington Service Bureau editors summarizing the letter. Full Text to view the full-text of the letter in Browser, DOC, or PDF format. Initiate a New search, Modify current criteria, or Save the search for later. View individual No-Action Letters three ways. To view multiple Abstracts, check selected documents and click on View Abstracts. Each No-Action Letter contains the pertinent Act, Section, Rule categories (assigned by Washington Service Bureau editors) at the top of the document. Wolters Kluwer Law & Business March, 2010 18
Watch SECnet Watch allows you to monitor incoming S.E.C. filings by establishing Watches. Once created, you can monitor filings through SECnet, have an e-mail alert sent, or set up an RSS Feed. There are four types of watches you can set up: Company Watch: filings made by a specific company, or for filings made by third parties where the company is the subject of the filing (such as 13Ds, Form 3s, etc.) Filing Party Watch: Williams Act filings made by a specific person or entity. File Number Watch: filings made concerning a specific S.E.C. File number. Form Type Watch: watch for specific form types regardless of the companies or filing parties involved. Once created, click Watch Filings on the tool bar of the Watch tab to see filings in a specific time frame. List is updated every 5 minutes (click F5 to refresh your browser). Choose viewing time from 24 hours up to 1 month and click Update. Results are color coded to easily identify type of Watch. To remove a Watch, click Watch List on the tool bar, select the box next to a Watch you wish to remove, click Remove. If you wish to alter the search criteria, you will need to create a new Watch. Wolters Kluwer Law & Business March, 2010 19
Setting up a Watch You can set up a Watch from the Add Watch tab. In addition, you can set up a Company Watch from anywhere within the database wherever you see the button. To Create a Watch: 1. On the Watch tab toolbar, select Add Watch. 2. Select type of Watch: Company, Filing Party, File Number, or Form Type. 3. Specify Watch criteria on subsequent templates. Example of creating a Company Watch. Company Watch selections: 1. If requested, narrow down your company name selection 2. Select e-mail options 3. Enter a Billing Reference (optional) 4. Select Form Type (optional) 5. Click Save Watch Select criteria as required. Wolters Kluwer Law & Business March, 2010 20
Watch - RSS Feed You can also track Company Watch filings by setting up RSS Feeds using your local RSS reader program and SECnet Company Watch. 1. To create an RSS Feed in Watch, use an existing Company Watch or find a new Company: To use an existing Company Watch: 1. On the toolbar, select Watch List 2. Click the company name you wish to create the RSS Feed for 3. Click the click here link following create a RSS Feed, To find a new Company in Watch 1. On the tool bar, select Add Watch 2. Click Company Watch 3. Enter the Company Name and click Begin Search 4. Make a form type selection, if desired, in step 4 at bottom of page. 2. Click the RSS Feed symbol next to the company name Each company has its own RSS Feed 3. Click OK on the confirmation dialog box to be taken to the RSS Feed. 4. To use the Internet Explorer RSS reader, click, then click Subscribe. To use the Outlook RSS Popper (if applicable), right click Subscribe using Internet Explorer Subscribe using Outlook RSS Popper Note: You will be prompted for your SECnet Login information when clicking links to view filings from your RSS Reader Application. Wolters Kluwer Law & Business March, 2010 21
Keep List Keep List lets you save selected S.E.C filings from any of the SECnet databases: Filings, Registrations, Full-text, Topical, or No-Action Letters, for easy access in the future. Saving a document to a Keep List Select document(s) and click Add To Keep List. You can enter a new Keep List name or select an existing Keep List in which to store document(s). Managing Keep List Results To retrieve documents from your Keep List, select Keep List on the tool bar: View the list of documents in the Keep List or Remove the Keep List. Viewing the filings saved to your Keep List folder: Record Keeping options. You can attach comments to a filing. Wolters Kluwer Law & Business March, 2010 22
My Searches A search can be saved from any search results page. Search criteria. To retrieve a saved search, click My Searches on the tool bar. Click + to view listing of saved searches for a database. View the Search Details or Delete the Saved Search. Click to rerun the search. Wolters Kluwer Law & Business March, 2010 23
My Account Go to My Account on the Menu Bar to manage various aspects of your account. Review Usage either by billing reference or User ID. Change your Preferences including turning on/off the prompt for a billing reference and turning on/off pricing prompts every time you access a document. Change your password and edit account information with Edit. Manage saved E-mail Addresses. Enter new address and click Save Changes. Wolters Kluwer Law & Business March, 2010 24
Help When you click Help on the Menu Bar you receive context-sensitive information relevant to where you are in the database. Additional Contact Information Technical Questions Product Support (800) 955-5217 - Hours: 7:00am-10:00pm (Central) SEC Documents and SEC Search Strategy SEC Research Department (800)-955-5219 or (202)842-7355 8:30AM 8:00PM (eastern) Customer Service & Sales John Stricklett (800) 955-5219 Wolters Kluwer Law & Business March, 2010 25