The Seven Words You Shouldn’t Say in SEC Filings

There are more than seven words you shouldn’t say in financial filings — stuff like “we promise”, “we’re sure”, etc. — but the newly retooled SEC Edgar full-text search got me adolescently curious about a subset of words. Okay, profanities, if you really must know. Could I find  Anglo-Saxon epithets in financial filings?

The answer, interestingly enough, is Yes. I’ll leave others to their explorations, but the most bizarre find I made was for the word [ed., Apologies to those 18 and under, and to others with tender sensibilities] “fuck”. Its single appearance is in a filing last year amending City National Bancshares’ certificate of incorporation. The filing contains an unusual insertion — highlighted in blue below — in an early paragraph of legalese:

“you fucking new when i asked you liar”? Now, who wrote that ungrammatical (new/knew) phrase? Almost certainly not Edward R. Wright, the company CFO who is signatory to the filing. So, was it his secretary? A member of the company’s legal team passed pissed off notes to another lawyer? A wrong-footed instant message to a former lover? The possibilities are many, but it’s certainly one of the more bizarre things I have ever seen in a financial filing.

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  4. VC Suckage in 1,511 Words
  5. Wise Words on Waksal in New Book

Comments

  1. Patrick Redding says:

    I’m betting: Copy-paste error.
    1. The weird diction and mis-spelling of ‘new’ suggests a text message being typed out hastily.
    2. The insertion of the phrase halfway through a word suggests that it might have been pasted into the filing document accidentally – maybe it was sitting open in another window on the writer’s desktop with the cursor blinking away in a random spot – I’m sure everyone reading this has done that at least once… although hopefully not in in an SEC filing.
    3. Given how often IM services disconnect themselves, I don’t have any trouble imagining somebody getting a bounced text message, and copying it to repost it… Only to accidentally paste it into the wrong app…

  2. /pd says:

    wrong-footed instant message – seems to be the right answer.

  3. /pd says:

    atually it makes totally IM sense if you changed “new” to “knew” :) -

  4. Since money comes way above sex for investor types, I am speculating you had a Freudian slip and actually meant to search for “buck” -)

  5. Eric says:

    Things like this are more common than you think in this day and age with digital reproduction. The cost to benefit ratio ofyou guys are total dickheadsnot using certain technologies in leiu of safety amounts to what some would call insanity.

  6. kale says:

    I did a search as well, because I have the maturity of a 3rd grader. A few winners:
    “I trust shit has clarified matters.” — CORRESP for EUROWEB INTERNATIONAL CORP filed on 05/25/2005
    “In addition, Harvest carries $20 million of third party liability insurance and control well insurance in the amount of $15 million for a drilling or workover incident and $10 million for a producing or shit-in incident.” — EX-99.1 of 40-F for HARVEST ENERGY TRUST filed on 03/30/2006 (Oh god, I don’t want to know what a “shit-in incident” is!)
    “It wasn’t a good time to say damn the torpedoes, full speed ahead.” — EX-99.9 of SC 13D/A for MI DEVELOPMENTS INC filed on 08/02/2005 (This is just a great quote)
    Time to satisfy my juvenile mind and do a search of the patent apps, FCC filings, and the other 280934 tons of paperwork sitting behind a .gov address!

  7. Ha ha! Nice find!

  8. “A wrong-footed instant message to a former lover?”
    I’m pretty sure of it.

  9. Matt says:

    Searching the term for a female dog also pulls an interesting filing.
    http://searchwww.sec.gov/EDGARFSClient/jsp/EDGAR_Query_Result.jsp?queryString=%22bitch%22#topAnchor

  10. Kurt Preston says:

    Try searching for “fisk limerick” to find a naught little poem about Lorentz contractions and “motions exceedingly brisk”

  11. My personal favorite written by Robert L. Chapman, Jr.
    http://shrinkster.com/97e
    :::FOR MONTHS ON END, CHAPMAN CAPITAL ATTEMPTED TO GARNER YOUR ATTENTION TO THE
    STAGNATING MARKET VALUE AND PERSISTENT UNDERVALUATION OF NWH’S SHARES. Finally,
    after being re-directed by your administrative assistant Carl Nicola on October
    10, 2002, I was blessed with the sound of your soothing voice when I caught you
    at home around 10:30 a.m. EST during an apparent “sick day” away from your
    duties at NWH. Your reputation for shareholder disgust preceded you, leaving me
    somewhat prepared for something other than a “red carpet reception.” However,
    nothing outside of reading your second ex-wife’s publicly-available divorce
    filings could have prepared me for the execration that you delivered that
    morning. Within seconds, you managed to attack one of NWH’s largest shareholders
    using some of the most profane language I have ever heard during such a brief
    period of time. I was treated to a variety of boasts and blasphemy, including
    your claims that you were “the best God damn telco investor alive,” “I don’t
    give a shit about the fuckin’ shareholders,” and my personal favorite, “I’m
    going to come over there and kick your fuckin’ ass.” I have trouble
    comprehending how you could have determined this to be proper executive
    comportment, especially with a large institutional shareholder as your audience.
    So X-rated was your onslaught that I doubt that even rap stars Eminem or
    Ice-Cube would allow such verbiage to reach their children’s ears unshielded.
    However, should you decide to change careers from what we view as a failed
    corporate executive to a Wall Street Rapper, we recommend that you name your
    band “E.W.A.”, standing of course for “Executivz Wit’ Attitude.” Furthermore,
    given that a rapper’s zip code is considered to be crucial to his standing in
    “the hood,” I can think of no better name for your debut CD than “E.W.A. –
    Straight Outta Hampton.”:::

  12. A.C. says:

    The right thing to do would have been to notify the company of this mistake instead of making a public mockery out of the situation.

  13. Trev says:

    I’m wondering if this was actually added deliberately but to look like a mistake if ever found?
    Why someone would do it – well they didn’t much like their job so being fired wasn’t a problem but this wouldn’t prevent them getting another job as it’s seriously unlikely their next employer would ask too closely, and some people just have a wierd sense of humour and would get a kick out of this. ;)
    Trev

  14. ed says:

    clever!