Legal Jargon Glossary
I was poking around a few law firm web sites and came across an interesting find: The Book of Jargon at the Latham & Watkins site, which covers Corporate and Bank Finance Slang and Terminology.
The definitions contained herein are designed to provide an
introduction to the applicable terms. The terms included herein raise
complex legal issues on which specific legal advice will be required.
The terms are also subject to change as applicable laws and customary
practice evolve. As a general matter, The Book of Jargon is drafted from a US practice perspective. The information contained herein should not be construed as legal advice. The coverage is kind of broad - in the letter B they have an entries for the Fed's Beige Book and the term basis point but also Big Boy Letter and Bankruptcy Remote Vehicle. Pretty useful if you remember where to find it.
You Are What You Publish #6 - "Dropping a dime"
No dime dropped here but it's a perhaps unintentional online equivalentFacebook leads police to underage
drinking arrests in Gaston CountyTHE ASSOCIATED PRESS
Gaston County police say they were tipped off to underage drinkers by a
person who spied information about a party on the social networking Web site
Facebook.
Capt. William Melton of the Gaston County Police Department told WCNC-TV of
Charlotte on Monday that the Facebook posting also helped officers find the
party Saturday night where they found at least 31 underage drinkers.
WCNC says police charged 47-year-old Steven Haney and his girlfriend,
39-year-old Melissa Wilson, with aiding and abetting underage
possession/consumption of alcohol. They are both out of jail on $5,000
bail.Haney would not speak with WCNC.
"Tell us, Mr. Bernake, if you had a choice, would you hold dollars?"
I just re-read James Grant's piece in last weekend's Wall Street Journal: Is the Medicine Worse Than the Illness. Worthwhile reading (especially if you want to go back to the gold standard) but Grant's point is excellently summed up in the last two paragraphs:The public has been slow to anger in this costliest and scariest of post
World War II financial crises. Wall Street and the debt ratings agencies have
come in for well-deserved castigation. But pointing fingers rarely find the
Federal Reserve, whose low, low interest rates helped to set house prices
levitating in the first place.
After Mr. Bernanke gets a good night's sleep, he should be called to account
for once again cutting interest rates at the expense of the long-suffering (and
possibly hungry) savers. He should be asked to explain how the central-banking
methods of the paper-dollar era represent any improvement, either in practice or
theory, over the rigor, elegance, simplicity and predictability of the gold
standard. He should be directed to read aloud the text of critique by Elihu Root
and explain where, if at all, the old gentleman went wrong. Finally, he should
be directed to put himself into the shoes of a foreign holder of U.S. dollars.
"Tell us, Mr. Bernanke," a congressman might consider asking him, "if you had
the choice, would you hold dollars? And may I remind you, Mr. Chairman, that you
are under oath?"
A Reference Guide to the US Rescue Efforts
Law Firm Paul Weiss has published as excellent Reference Guide to the US Rescue efforts. It describes the "principle elements of the various regulatory actions taken to date." There's an excellent description of what's been done for AIG, which is the only current participant in the SSFIP - Systematically Significant Failing Institutions Program. Assistance to Citigroup and the automotive companies is also outlined. A section on the new and likely-to-be proposed regulations for the ratings agencies is included. There is coverage on European actions as well. If you're following the mess, this is an excellent guide.
2008 Alacra Holiday Party
This year we decided to stay in and have a combination frat party / karaoke party for the holidays. A couple of small kegs of beer, a couple of cases of wine and some catered food. We had a great time and there are tons of pictures and videos some of which will eventually get posted. I have included just a few stills here: Karl and William; Patrick and Mary Ann; Rosa and Brendan; Bob, Colin and Justin.
One thing I've learned - it's hard for even our excellent amateur photographers to take flattering pictures of karaoke singers.
XBRL
Our friends at Edgar-Online have been way ahead of the market on XBRL adoption. They've been talking about the importance of XBRL and building products around the standard for several years. At this point most financial market participants are familiar with XBRL, but if not according to Ernst & Young:eXtensible Business Reporting Language (XBRL), is single digital
financial reporting standard which makes it possible to store business
and financial information in a computer-readable format. XBRL doesn’t
change the accounting standards or methods used for business and
financial reporting, but it is predicted to have a profound impact on
various stakeholders.There have been a number of interesting posts and articles recently that indictae the deployment of XBRL in a variety of domains is going to accelerate. Mark Cuban recommends that we track the bailout using XBRL. He goes further and saysthere is no reason why every entity that has to report to the SEC, and
even those that don’t shouldn’t be required to use XBRL. From
investment advisors like Madoff, to hedge funds, to mutual funds, to
ETFs, brokers, dealers, market makers,to banks and each and every loan that is made,
you name it, all should be required to format their financial data in
XBRL. In fact, the smart thing for the SEC to do is to demand that
any new financial instrument, regulated or not, needs to have an XBRL
taxonomy assigned to it for future reporting pursposes before it could
be sold. This would simplify any future reporting requirements and
allow the SEC to review and analyze before its regulates, having the
advantage of a body of data to guide it. For the filing companies, It
certainly would not be a hardship. It is no worse than requiring
websites to use HTML before they can publish to the web. Its that easy.A recent article in Wall Street and Technology reports that the IBM Data Governance Council is exploring the use of Extensible Business Reporting Language (XBRL)...for risk reporting. XBRL could be used to provide a non-proprietary way
of reporting risk that could potentially be applied worldwide. It is
already widely used for financial reporting throughout Europe,
Australia and Japan. The widespread use of this standard ensures
adequate skills and understanding among firms and regulators. "Creating a risk taxonomy using XBRL will provide a vocabulary and a
common language allowing everyone to understand what risk means, and
that's the first step in making it easier to calculate and report,"
said Steve Adler, chairman of the IBM Data Governance Council, in a
press release. "When we have semantic clarity around the way
organizations describe risk, incidents, events, losses, claims,
exposures, forecasts and reserves, it gets easier to aggregate loss
information, analyze it with standard actuarial methods, compare past
exposures to present conditions and opportunities, and forecast
potential outcomes," he added.And perhaps most importantly, the SEC voted 4-1 today to require 500 of the largest public
companies to begin filing financial reports using the
technology known as XBRL, or extensible business reporting
language, by mid-2009. The rest of the companies will be phased in over a two-year
period, the SEC said. We expect that supply (Edgar-Online products, as one example) has been ahead of demand for XBRL products up until now, but we believe that will change rapidly in the next few months. The XBRL future is here.
Size Doesn't Matter (when it comes to news on the web)
This post originally appeared on Research RecapWhile traditional media brands dominate web news in terms of
traffic, size does not matter in terms of the viability of an online
news site.
That’s the finding of a new study, Size Doesn’t Matter: An Analysis of Online News and Political Sites, authored by ContentNext research director (and former Merrill Lynch all-American research team analyst) Lauren Rich Fine.
The report notes the increasing importance of blogs and niche media sites. Alternative media offerings such as HuffingtonPost, Politico and RealClearPolitics saw tremendous growth in traffic during the 2008 U.S. election campaign, as have smaller sites such as TalkingPointsMemo and Redstate.com.
While the smaller independent sites do not have the dedicated ad sales
teams that the larger brands can deploy, through cost management, they
can attain profitability through the use of online ad networks.
The report also looks at recent M&A transactions, noting that
only 7 news-related acquisitions have occurred in the past 18 months,
with 14 venture investments. Of those seven deals, the largest was a
traditional media deal, Cablevision’s acquisition of Newsday. On the
venture investment side, two sites, Digg and the HuffingtonPost
received large amounts, both 3rd round investments. The
remaining investments tended to be smaller, early round investments.
According to firms interviewed for the report, this segment is less
attractive for investors as returns are not large enough to demand
their attention, while their capital needs are small enough so that
even a good return would have modest impact on a fund.
One question is whether politically oriented sites will fare now that the elections are over. Gawker points out that
weekly page views have fallen sharply from 90 million around election
day. Still, the current level of 40 million is nothing to sneeze at.
The report, Size Doesn’t Matter: An Analysis of Online News and Political Sites is available for purchase.
M&A: Down But Not Out
I was in London last week meeting with customers, prospects and content partners. The conversation invariably wandered around to the state of the financial markets. Ever the optimist and ever the contrarian, my perspective is that the M&A market will come back in the middle of 2009, as the stronger players in many industries look to rearrange their sectors by making mostly cash acquisitions at bargain prices. On Friday I read there was some back-up for my position, a joint BCG-UBS survey covering the European M&A market. "According to this survey of more than 160 CEOs and senior managers of
publicly listed companies in Europe, the financial and economic crisis
may spur large and potentially transformational acquisitions in the
coming year that could radically alter the corporate landscape.
Conducted by UBS Investment Bank and BCG within six weeks of the
collapse of Lehman Brothers, the UBS-BCG survey reveals a remarkably
resilient attitude to mergers and acquisitions (M&A) given the
current capital market constraints and economic outlook."The key findings were:
Companies surveyed have not changed their M&A plans in the wake of the crisis
One-third of companies expect to make a deal in the next 12 months
43% of companies expect there will be "transformational" deals in the coming year
As we and our customers thrive in a strong M&A environment, I really hope that the survey participants follow through on their commitment to more and bigger deals.
Off to London
I haven't seen our UK team in over six months, so I'm looking forward to a week in the UK. The days may be short and dark but the team has set up about a dozen client and prospects visits. Last time I was there the pound was at $2.00; it should be more tolerable at $1.50 and falling.
Return Free Risk
James Grant, the editor of Grant's Interest Rate Observer, has an excellent column in today's FT titled Little logic to bond world amid current phobias. Like many good journalists he finishes off his piece with a quote I thought I would share:“Risk-free return” is the standard tag attached to the government’s
solemn obligations. An investor I know, repulsed by prevailing
government yields, has a timelier description – “return-free risk”.


