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Times Are Changing

More than a decade ago as a first-year securities associate, I was filled with excitement when the senior partner of the law firm that I was working at informed me that I would be “going to the printer” to work on a deal. It was a right of passage and status affirmation among first-year associates to participate in a drafting session at the financial printer for our public company clients. After a few hours of legal drafting, we were told by a runner at the printer that it would be several hours for them to work the pages to be converted into an EDGAR format suitable for filing with the Securities and Exchange Commission (SEC).

Then the fun started. As we waited, made available to us with white glove French service were tables of buffet food, filet mignon, duck, lobster, endless tubs of ice cream (every flavor) and beer. Once we were finished eating, we were offered video games and a variety of recreational options to help pass the time. I had to ask the partner who I was with the obvious question, “Who pays the financial printer for all this?” He smiled and said calmly, “Our public company client, of course.” After a few days of this routine at some point around 3:00AM, the fun wore off and the client became frustrated. Anyone previously involved in this process can certainly smile and relate to those days.

Times have changed, but the larger financial printers have not. They still have an incredible amount of overhead attached to these frills and they pass this overhead along to their customers through baseline pricing as well as overtime and weekend fees.  Vintage Filings was built without this type of overhead and does not charge any overtime or weekend fees. We are in the electronic age of e-mails, PDF, Deal Rooms, XBRL, Notice and Access, etc. While transactions sometimes require in-person drafting sessions, which Vintage Filings facilities accommodate, public companies, executives, bankers, lawyers and auditors most often prefer to accomplish as much as possible electronically.

Many of the executives, lawyers and bankers that Vintage Filings provide EDGAR services for often wonder what goes on behind the scenes to get their documents filed with the SEC before that always looming 5:30PM EST deadline. EDGAR and financial typesetting does require significant experience, knowledge, accuracy and responsiveness by a team of seasoned professionals. While it is true that a portion of EDGAR conversion is manual, companies are often amazed at the amount of manual labor, technology and precision it takes to complete the document, format it, proofread it, make sure it is compliant and do whatever it takes to make the end product look good when filed with the SEC.

All companies, both public and private, need to remain up-to-date with the latest technical developments as well as regulatory changes. To accompany the interesting economic times in which we currently find ourselves, the Securities and Exchange Commission has implemented several revolutionary financial reporting changes over the past several months. The SEC continues to change the way companies, investors and funds report and use financial information, most recently with the mandate that Form D filings be completed electronically as of March 16, 2009.

About the Form
Form D serves as the official notice required to be filed by companies, both public and private, and funds that have sold securities without registration under Regulation D. Form D and Form D amendments are now required to be filed electronically with the SEC’s EDGAR system. They will no longer be accepted as paper filings.

What does this mean to you?

To make certain your Form D filing process is as seamless as possible, follow these key tips for Form D submissions:

    * Obtain the proper EDGAR codes early.
      -In order to make electronic filings on the EDGAR system, all registrants (issuers/entities) must have valid Electronic
       EDGAR codes (CIK and CCC).

    * Ensure that your “Company Information” is up-to-date with the SEC, especially jurisdiction of incorporation.
    * Fill out all required fields on the SEC Form D PDF template.

In summary, getting an early start and paying close attention to all the details will help you file your Form D electronically with ease. In addition, EDGAR firms such as PR Newswire’s Vintage Filings are here to help carry the burden of filing details so you can experience hassle-free, worry-free and cost-effective filing.

And best of all, you can have filet mignon or ice cream in the comfort of your own office.


If you would like more information in regard to Vintage Filings, please contact Seth Farbman at (212)730-4302 or efilings@vfilings.com.