Guide

Event types

Spin-off

A parent company hands shares of one of its businesses directly to its own shareholders, creating a brand-new independent public company. Why it matters: spin-offs are a well-studied source of mispricing — index and sector funds that hold the parent often mustsell the new company (it isn't in their index or mandate), creating temporary forced selling. How we find it: the new company files a Form 10 / 10-12B registration with the SEC. We capture the parent, the distribution ratio and dates, and a research-backed signal scorecard.

Merger & acquisition (M&A)

One company agrees to buy another. The company being bought (the target) is the one listed here. Why it matters: targets usually trade up toward the agreed price, and the gap to that price (the “spread”) reflects the market's view of whether the deal will close. How we find it: the target files a definitive merger proxy (DEFM14A) so its shareholders can vote. We deliberately do not parse the buyer or price from free text (too error-prone) — the source filing has the exact terms.

Tender offer

A would-be buyer offers to purchase shares directlyfrom holders, usually at a premium, to take a company over — bypassing the board. The listed company is the target; the bidder is named in the filing. Why it matters: it's an often-hostile, fast route to control, and the offer price sets a floor. How we find it: third-party tender offers are filed on Schedule TO-T, indexed by the SEC under the target company.

IPO (initial public offering)

A private company sells shares to the public and lists for the first time. Why it matters: a fresh listing with no trading history, lock-ups expiring later, and often thin coverage. How we find it: first-time issuers register on Form S-1 (US) or F-1 (foreign). We require that the company had filed no prior periodic reports — so resale registrations by existing public companies are excluded.

Going private

A public company is taken off the market — by a private-equity sponsor, management, or a controlling holder — and its shares stop trading publicly. Why it matters: minority holders are usually cashed out at a premium, and the fairness of that price is often contested. How we find it: Schedule 13E-3, required when an affiliate takes a company private.

Activist stake

An investor discloses a 5%+ position with intent to influence the company — push for a sale, a break-up, board seats, or capital return. Why it matters: a 13D is frequently the catalyst that precedes a spin-off, buyback or sale. How we find it: Schedule 13D, filed against the target company (high volume — not every 13D becomes a campaign).

Bankruptcy

A company files for bankruptcy or receivership — Chapter 11 (reorganize) or Chapter 7 (liquidate). Why it matters: equity is often wiped out or heavily diluted; it's the end of the line for current shareholders. How we find it: an 8-K reporting item 1.03. We verify the filing's structureditem code (not just a keyword) so unrelated filings that merely mention bankruptcy aren't miscounted.

Company data

Open any company to see the layers below — all computed from its own SEC filings and free public data, never from licensed prices.

Financials

Revenue, operating and net income, assets, liabilities, equity, EPS and shares over recent fiscal years — straight from the company's XBRL filings. Blank where a line isn't cleanly tagged; never estimated.

Key ratios

Computed from those filings, no market price involved: margins, return on equity/assets, leverage (debt/equity, liabilities/assets), book value per share, and year-over-year growth. These are facts, not a valuation — a market price needs a market multiple, which we don't have. Book value per share is equity ÷ shares; it is not the stock price.

Spin-off signals

On spin-offs only: the factors research ties to outcomes — focus-increasing (new sector vs parent), size vs parent (forced-selling proxy), leverage, margin, tax-free structure, post-spin insider buying, an activist on file, and time since the spin. Factors, not advice.

Insider transactions

Open-market buys and sells by officers, directors and 10%+ owners, from Form 4 — with the trade type, shares and price. Insider buying after a spin-off is a notable positive signal.

5%+ owners

Holders who disclosed a 5%+ stake (Schedule 13D/13G). 13D signals intent to influence or control; 13G is a passive holding.

Short interest

Shares sold short (FINRA, bi-monthly) and days-to-cover — short shares ÷ average daily volume. Higher days-to-cover means more potential squeeze pressure.

Material events

What the company reported on Form 8-K, labelled by the SEC item code it filed under (results, a director/officer change, a material agreement, a restatement, and so on).

Risk flags

A Form NT — the company telling the SEC it will file a periodic report late — often an accounting, audit or liquidity warning. Plus a link to search SEC enforcement actions for the company.

Cost-basis (tax)

A Form 8937 shows how a corporate action (spin-off, merger, return of capital) allocates your tax cost basis. Shown when the company filed one. Informational, not tax advice.

Clinical trials & FDA (life sciences)

For pharma/biotech: ongoing trials from ClinicalTrials.gov (phase, status, expected readout date) and approved drugs from openFDA — matched by exact sponsor name.

Corporate family

The spin-off lineage from our own data: the companies a parent spun off, and the parent a spin-off came from — each linked, so you can walk the history.

Deal approval & antitrust

On mergers/tenders/take-privates: the agencies that must clear a change of control given the company's sector (FTC and DOJ always; plus the Federal Reserve for banks, FERC for utilities, FCC for telecom, STB for railroads). We link each agency's docket — we never assert an outcome.

Reading the site

Status: upcoming / completed / withdrawn

Derived from the distribution date when known, else the filing's age. “Withdrawn” means a planned spin-off's registration was pulled and it never happened.

Dates

For spin-offs: the record date (who qualifies) and distribution date (when shares are handed out — effectively day one of independent trading). Often blank in preliminary filings; the most reliable confirmation is the completion 8-K.

Sector vs industry

“Industry” is the SEC's precise SIC classification (e.g. “Pharmaceutical Preparations”). “Sector” is our roll-up of that into ~12 broad buckets, used for filtering.

No price data

We show no stock prices, returns or valuations — those require a paid redistribution licence. Everything here is free, public, SEC-sourced fact. See Methodology.