SEC Form DEFM14A
What Is SEC Form DEFM14A?
SEC Form DEFM14A is a filing with the Securities and Exchange Commission (SEC) that must be recorded by or in the interest of a registrant when a shareholder vote is required on an issue connected with a merger or acquisition.
SEC Form DEFM14A is expected to give security holders adequate information to permit them to make an informed vote at a forthcoming security holders' meeting or to approve a proxy to vote for their sake. Related filings incorporate SEC Form PREM14A.
Grasping SEC Form DEFM14A
SEC Form DEFM14A, which is otherwise called a "definitive proxy statement connecting with a merger or acquisition," is required under Section 14(a) of the Securities Exchange Act of 1934. This form is documented with the SEC when a definitive proxy statement is given to shareholders and assists the SEC with guaranteeing that shareholders' rights are maintained in a merger or acquisition.
A proxy statement is a document that gives shareholders information and subtleties on issues that will be brought up and voted on at an annual or special meeting.
A merger happens while two existing companies consent to join to form one new company. An acquisition happens when one company (the acquirer) consents to take on all or practically all ownership of another company (the acquiree). Each recorded DEFM14A form is publicly accessible by means of the SEC's Electronic Data Gathering, Analysis, and Retrieval (EDGAR) system.
SEC Form DEFM14A incorporates information about the accompanying:
- Date, time, and place of the meeting of security holders
- Revocability of proxy
- Protester's right of evaluation
- People making the requesting
- Direct or indirect interest of certain people in issues to be acted upon
- Modification or exchange of securities
- Financial statements
- Voting techniques
- Acquisition or disposition of property
- Amendment of charter, local laws, different documents, and different subtleties
Model Using SEC Form DEFM14A
In January 2017, Time Warner Inc. recorded a form DEFM14A with the SEC in regards to the prospective merger agreement for the combination of Time Warner and AT&T Inc. The form carefully described the situation on the planned merger between these two corporations and how its shareholders could vote on the proposed merger.
In addition to other things, the two firms' financial data, market price, and dividend information were spread out in the document, as well as potential risk factors connecting with the merger and particulars on how the merger would be carried out. The detail in the document gave state-of-the-art information and foundation on both AT&T and Time Warner to assist shareholders with pursuing an informed choice on the merger. The merger was in this manner approved by shareholders and went through.
Features
- This form is required when there is to be a shareholder vote on a prospective M&A deal, giving sufficient pertinent information to make an informed choice.
- It is the last proxy statement shipped off the company's shareholders regarding a merger or acquisition, which incorporates a discussion of the terms and purposes behind the transaction.
- When the form has been documented, it is accessible on the SEC's EDGAR electronic database.
- SEC Form DEFM14A is known as the definitive proxy statement connecting with a merger or acquisition.
