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Wrigley, the merger, and the comment letters…

Monday, April 28th, 2008

The big merger news this morning is that Mars plans to buy Wrigley (WWY) in an $23 billion deal that carries a hefty premium for Wrigley’s shareholders, given Friday’s closing price of $62.45.
But what’s really interesting to me is what role a string of increasingly testy comment letters between the company and the SEC had [...]

The silly season for perks…

Monday, April 21st, 2008

Here at footnoted, we’re all about better disclosure. But as with most of the other good things in life, there are certain times when there is simply too much of a good thing. Take the proxy statement filed by CVB Financial (CVBF) last week. In a footnote to the “all other compensation”, the bank disclosed [...]

Odds and ends…

Friday, March 28th, 2008

It’s been another one of those weeks here at footnoted, with so many filings that it’s been hard to pick and choose. So instead of just focusing on one or two, I thought I’d do a bit of “spring cleaning” and talk about some of the things that wound up in the footnoted net this [...]

Freshly baked from the SEC…

Tuesday, October 9th, 2007

A short time ago, the SEC released its much-anticipated review of the 2007 proxy season and the new rules on executive compensation. The short version is that too many companies — well, at least the 350 that the SEC reviewed — wrote way too much, but said way too little about compensation and that there [...]

Rushed to the altar?

Wednesday, October 3rd, 2007

Last month, health care giant Humana (HUM) announced plans to acquire the much smaller KMG America (KMA) for $6.20 a share. While KMA stock rose sharply when the deal was announced on Sept. 10, there was an interesting tidbit in the preliminary merger proxy that KMG filed late yesterday that makes me wonder whether KMG [...]