<?xml version="1.0" encoding="UTF-8"?>
<rss version="2.0" xmlns:dc="http://purl.org/dc/elements/1.1/">
  <channel>
    <title>Disclosure Insight's Instablog</title>
    <description>John P. Gavin, CFA, is the founder and CEO of Disclosure Insight&#174;, an independent publisher of investment research. Mr. Gavin has spent his entire career of over 25 years in the financial services industry.  Prior to starting &#8220;DI&#8221; in 2000, he worked as an equity analyst and portfolio manager with American Express Financial Advisors in Minneapolis. His professional experience includes buy- and sell-side stock analysis, portfolio management, consulting, and client service.  </description>
    <author>
      <name>Disclosure Insight</name>
    </author>
    <link>http://seekingalpha.com</link>
    <item>
      <title>Catalyst Health Solutions Loses Third General Counsel Amid Recent History Of Leadership Turnover</title>
      <link>http://seekingalpha.com/instablog/1074722-disclosure-insight/257679-catalyst-health-solutions-loses-third-general-counsel-amid-recent-history-of-leadership-turnover?source=feed</link>
      <guid isPermaLink="false">257679</guid>
      <content>
        <![CDATA[<p>On 25-Jan-12, Catalyst Health Solutions (NASDAQ: [[CHSI]] <a href="http://sec.gov/Archives/edgar/data/1090403/000119312512022678/d289995d8k.htm" target="_blank" rel="nofollow">announced</a> the resignation of General Counsel Bruce Metge, effective 1-Mar-12. He will be replaced by Benjamin Preston on that date. Preston will be the third individual to fulfill this role since 2008. Elsewhere in the executive suite, CHSI has seen two COOs and five CFOs (one of whom has served twice) in the past five years. Additionally, in Dec-11, Chairman Edward Civera resigned and was replaced as such by CEO David Blair, son of former Chairman Thomas Blair.</p><p>Below is a detailed breakdown of the above activity in the executive suite:</p><ul><li>In Mar-07, Michael Donovan (previously CFO from 1999 to 2006) resumed his role as CFO</li><li>Richard Hunt (CFO since 2006) subsequently remained in a transitional role.</li><li>In Jul-08, Donovan was succeeded as CFO by Hai Tran.</li><li>In Jul-11, Tran stepped down as CFO to pursue other business opportunities.</li><li>Deirdre Kramer, Corporate Controller and SVP - Finance, was appointed as interim CFO following Tran's departure.</li><li>In Aug-11, Timothy Pearson was appointed as permanent CFO.</li><li>In Jun-10, Nick Grujich (COO since 2005) was appointed EVP - Strategic Business Operations.</li><li>Richard Bates (EVP since 2009) was subsequently appointed COO.</li><li>In Jul-08, Thomas Farah (General Counsel since Mar-02) transitioned into an advisory role.</li><li>Farah was succeeded by Bruce Metge.</li><li>Metge resigns effective 1-Mar-12.</li><li>Benjamin Preston is named as Metge's replacement.</li><li>David Blair has been CEO since 1999.</li></ul>]]>
      </content>
      <pubDate>Fri, 27 Jan 2012 14:37:02 -0500</pubDate>
      <description>
        <![CDATA[<p>On 25-Jan-12, Catalyst Health Solutions (NASDAQ: [[CHSI]] <a href="http://sec.gov/Archives/edgar/data/1090403/000119312512022678/d289995d8k.htm" target="_blank" rel="nofollow">announced</a> the resignation of General Counsel Bruce Metge, effective 1-Mar-12. He will be replaced by Benjamin Preston on that date. Preston will be the third individual to fulfill this role since 2008. Elsewhere in the executive suite, CHSI has seen two COOs and five CFOs (one of whom has served twice) in the past five years. Additionally, in Dec-11, Chairman Edward Civera resigned and was replaced as such by CEO David Blair, son of former Chairman Thomas Blair.</p><p>Below is a detailed breakdown of the above activity in the executive suite:</p><ul><li>In Mar-07, Michael Donovan (previously CFO from 1999 to 2006) resumed his role as CFO</li><li>Richard Hunt (CFO since 2006) subsequently remained in a transitional role.</li><li>In Jul-08, Donovan was succeeded as CFO by Hai Tran.</li><li>In Jul-11, Tran stepped down as CFO to pursue other business opportunities.</li><li>Deirdre Kramer, Corporate Controller and SVP - Finance, was appointed as interim CFO following Tran's departure.</li><li>In Aug-11, Timothy Pearson was appointed as permanent CFO.</li><li>In Jun-10, Nick Grujich (COO since 2005) was appointed EVP - Strategic Business Operations.</li><li>Richard Bates (EVP since 2009) was subsequently appointed COO.</li><li>In Jul-08, Thomas Farah (General Counsel since Mar-02) transitioned into an advisory role.</li><li>Farah was succeeded by Bruce Metge.</li><li>Metge resigns effective 1-Mar-12.</li><li>Benjamin Preston is named as Metge's replacement.</li><li>David Blair has been CEO since 1999.</li></ul>]]>
      </description>
      <category type="symbol" link="http://seekingalpha.com/symbol/chsi/instablogs">chsi</category>
    </item>
    <item>
      <title>In The Midst Of Beating The Street On 4Q11 Earnings, Janus Capital Group Discloses Upcoming Chairman Departure</title>
      <link>http://seekingalpha.com/instablog/1074722-disclosure-insight/257346-in-the-midst-of-beating-the-street-on-4q11-earnings-janus-capital-group-discloses-upcoming-chairman-departure?source=feed</link>
      <guid isPermaLink="false">257346</guid>
      <content>
        <![CDATA[<p>In conjunction with its earnings release filed this morning, Janus Capital Group (NYSE: [[JNS]] disclosed in an <a href="http://sec.gov/Archives/edgar/data/1065865/000110465912004058/a12-3433_18k.htm" target="_blank" rel="nofollow">8-K</a> that Steven Scheid will retire as Chairman at the end of his term in Apr-12. This will be the company's sixth director departure since 2007.</p><p>Scheid (age 58) has served as Chairman since Jan-04 and as a director since Dec-02. He also previously served as CEO from Apr-04 to Jan-06. In addition to being the sixth director to depart since 2007, Scheid will be the fourth person under the age of 60 to exit the board in that time. Glen Schafer (age 62) has been appointed to succeed Scheid as Chairman. He has been a director since Dec-07 as well as Chairman of the audit committee since May-08.</p>]]>
      </content>
      <pubDate>Thu, 26 Jan 2012 15:15:21 -0500</pubDate>
      <description>
        <![CDATA[<p>In conjunction with its earnings release filed this morning, Janus Capital Group (NYSE: [[JNS]] disclosed in an <a href="http://sec.gov/Archives/edgar/data/1065865/000110465912004058/a12-3433_18k.htm" target="_blank" rel="nofollow">8-K</a> that Steven Scheid will retire as Chairman at the end of his term in Apr-12. This will be the company's sixth director departure since 2007.</p><p>Scheid (age 58) has served as Chairman since Jan-04 and as a director since Dec-02. He also previously served as CEO from Apr-04 to Jan-06. In addition to being the sixth director to depart since 2007, Scheid will be the fourth person under the age of 60 to exit the board in that time. Glen Schafer (age 62) has been appointed to succeed Scheid as Chairman. He has been a director since Dec-07 as well as Chairman of the audit committee since May-08.</p>]]>
      </description>
      <category type="symbol" link="http://seekingalpha.com/symbol/jns/instablogs">jns</category>
    </item>
    <item>
      <title>Upcoming Director Departures At Schlumberger Will Bring Tally To Nine Departures Since 2007</title>
      <link>http://seekingalpha.com/instablog/1074722-disclosure-insight/256930-upcoming-director-departures-at-schlumberger-will-bring-tally-to-nine-departures-since-2007?source=feed</link>
      <guid isPermaLink="false">256930</guid>
      <content>
        <![CDATA[<p>On 23-Jan-12, Schlumberger Limited (NYSE: [[SLB]] <a href="http://www.sec.gov/Archives/edgar/data/87347/000119312512020062/d287291d8k.htm" target="_blank" rel="nofollow">reported</a> that Philippe Camus (director since 2007) decided not to stand for re-election at the 2012 annual meeting scheduled to be held this coming April. Once consummated, this departure, along with the previously announced departure of Chairman Andrew Gould at the annual meeting, will bring the total number of director departures to 9 since 2007.</p><p>While the departures of Camus and Gould came with ample notification before the fact, the trend over the past five years shouldn't be ignored. With the exception of 2011, the company has witnessed at least one director departure every year since 2007. So far, there are already 2 planned for 2012. It should also be noted that 3 of the 9 departures were individuals under the age of 60. Camas and Gould will depart from the board at the ages of 63 and 65, respectively, years below the company's mandatory retirement age.</p>]]>
      </content>
      <pubDate>Thu, 26 Jan 2012 15:14:23 -0500</pubDate>
      <description>
        <![CDATA[<p>On 23-Jan-12, Schlumberger Limited (NYSE: [[SLB]] <a href="http://www.sec.gov/Archives/edgar/data/87347/000119312512020062/d287291d8k.htm" target="_blank" rel="nofollow">reported</a> that Philippe Camus (director since 2007) decided not to stand for re-election at the 2012 annual meeting scheduled to be held this coming April. Once consummated, this departure, along with the previously announced departure of Chairman Andrew Gould at the annual meeting, will bring the total number of director departures to 9 since 2007.</p><p>While the departures of Camus and Gould came with ample notification before the fact, the trend over the past five years shouldn't be ignored. With the exception of 2011, the company has witnessed at least one director departure every year since 2007. So far, there are already 2 planned for 2012. It should also be noted that 3 of the 9 departures were individuals under the age of 60. Camas and Gould will depart from the board at the ages of 63 and 65, respectively, years below the company's mandatory retirement age.</p>]]>
      </description>
      <category type="symbol" link="http://seekingalpha.com/symbol/slb/instablogs">slb</category>
      <category type="symbol" link="http://seekingalpha.com/instablog/tag/energy">energy</category>
    </item>
    <item>
      <title>Companies With Risk Of Undisclosed SEC Probes</title>
      <link>http://seekingalpha.com/instablog/1074722-disclosure-insight/257343-companies-with-risk-of-undisclosed-sec-probes?source=feed</link>
      <guid isPermaLink="false">257343</guid>
      <content>
        <![CDATA[<p>The following is excerpted from a research report we originally published for subscribers on 12-Jan-12. It is based on data we routinely acquire from the United States Securities and Exchange Commission under the Freedom of Information Act. This particular report warns of the risk of undisclosed SEC investigative activity in the companies noted below. The full report of 12-Jan-12 is attached.</p><strong>Undisclosed SEC Investigative Activity</strong><p><strong>Jefferies Group Inc. (JEF)- $14.62 Mkt. Cap.- $2.9 B)</strong> New SEC Data Point Re-affirms Risk of Involvement in an Undisclosed SEC Investigation. In a letter dated 28-Sep-11, the SEC confirmed that this company was somehow involved in an active and ongoing investigation that appeared undisclosed at the time. In a letter dated 11-Jan-12, we received new information from the SEC suggesting, again, this company was involved in unspecified SEC investigative activity. We continue to find no disclosure of the same as of this date.</p><p><strong>Medifest Inc. (MED)- $15.78 Mkt. Cap.- $244 mm)</strong> Possible, Undisclosed SEC Investigation. In a letter dated 6-Jan-12, we received information from the SEC suggesting this company was involved in unspecified SEC investigative activity. We found no disclosure of the same as of this date.</p><p>Full report <a href="http://www.disclosureinsight.com/sites/default/files/FOIAUpdate2012-0112.pdf" target="_blank" rel="nofollow">here</a>.</p>]]>
      </content>
      <pubDate>Thu, 26 Jan 2012 15:13:40 -0500</pubDate>
      <description>
        <![CDATA[<p>The following is excerpted from a research report we originally published for subscribers on 12-Jan-12. It is based on data we routinely acquire from the United States Securities and Exchange Commission under the Freedom of Information Act. This particular report warns of the risk of undisclosed SEC investigative activity in the companies noted below. The full report of 12-Jan-12 is attached.</p><strong>Undisclosed SEC Investigative Activity</strong><p><strong>Jefferies Group Inc. (JEF)- $14.62 Mkt. Cap.- $2.9 B)</strong> New SEC Data Point Re-affirms Risk of Involvement in an Undisclosed SEC Investigation. In a letter dated 28-Sep-11, the SEC confirmed that this company was somehow involved in an active and ongoing investigation that appeared undisclosed at the time. In a letter dated 11-Jan-12, we received new information from the SEC suggesting, again, this company was involved in unspecified SEC investigative activity. We continue to find no disclosure of the same as of this date.</p><p><strong>Medifest Inc. (MED)- $15.78 Mkt. Cap.- $244 mm)</strong> Possible, Undisclosed SEC Investigation. In a letter dated 6-Jan-12, we received information from the SEC suggesting this company was involved in unspecified SEC investigative activity. We found no disclosure of the same as of this date.</p><p>Full report <a href="http://www.disclosureinsight.com/sites/default/files/FOIAUpdate2012-0112.pdf" target="_blank" rel="nofollow">here</a>.</p>]]>
      </description>
      <category type="symbol" link="http://seekingalpha.com/symbol/jef/instablogs">jef</category>
      <category type="symbol" link="http://seekingalpha.com/symbol/med/instablogs">med</category>
    </item>
    <item>
      <title>Briggs &amp; Stratton Announces Upcoming Restructuring And Impairment Charges</title>
      <link>http://seekingalpha.com/instablog/1074722-disclosure-insight/257345-briggs-stratton-announces-upcoming-restructuring-and-impairment-charges?source=feed</link>
      <guid isPermaLink="false">257345</guid>
      <content>
        <![CDATA[Briggs &amp; Stratton (NYSE: [[BGG]] announced that it plans to record up to $50 million of restructuring charges during fiscal 2012 in connection with 2 facilities consolidations and a capacity reduction at a facility in Missouri. The restructuring charges are expected to include at least $35 million of asset impairment charges. To give some perspective, BGG recorded asset impairment charges in FY07 and FY09 totaling $48 million.]]>
      </content>
      <pubDate>Thu, 26 Jan 2012 15:12:55 -0500</pubDate>
      <description>
        <![CDATA[Briggs &amp; Stratton (NYSE: [[BGG]] announced that it plans to record up to $50 million of restructuring charges during fiscal 2012 in connection with 2 facilities consolidations and a capacity reduction at a facility in Missouri. The restructuring charges are expected to include at least $35 million of asset impairment charges. To give some perspective, BGG recorded asset impairment charges in FY07 and FY09 totaling $48 million.]]>
      </description>
      <category type="symbol" link="http://seekingalpha.com/symbol/bgg/instablogs">bgg</category>
    </item>
    <item>
      <title>Is Roche Overpaying For Illumina?</title>
      <link>http://seekingalpha.com/instablog/1074722-disclosure-insight/257005-is-roche-overpaying-for-illumina?source=feed</link>
      <guid isPermaLink="false">257005</guid>
      <content>
        <![CDATA[<p>Roche (RHHBY.PK) <a href="http://www.sec.gov/Archives/edgar/data/1110803/000119312512022796/d290256dex991.htm" target="_blank" rel="nofollow">announced</a> this morning that it has made a proposal to acquire Illumina (NASDAQ: [[ILMN]], a provider of integrated systems for DNA sequencing, for approximately $5.7 billion. As part of the deal, Roche would acquire ILMN for $44.50 per share in cash, a 64% premium over the closing price on 21-Dec-11 (the day rumors about a deal began to fly). The hefty premium brings about a natural question: Is Roche paying too much?</p><p>With ILMN trading between $50 and $55 per share after the announcement, the market thinks Roche or another suitor is willing to pay more. That may be the case. However, back-of-the-envelope analysis says $44.50 a share could already be rich.</p><p>The significant purchase price relative to tangible equity (9.4x) indicates that a substantial amount of goodwill and other intangible assets will result from the transaction. Such intangible assets are supposed to represent excess earning potential. ILMN's relatively stable growth rate combined with its gloomy future outlook (see below), however, has us wondering where that excess earning potential is going to come from.</p><p>On 25-Oct-11, ILMN announced a global restructuring program. As part of the program, ILMN indicated that it would cut approximately 200 employees (of an estimated 2,100) and record $15 million - $17 million in 4Q11 charges. In the announcement, ILMN cited &quot;uncertainties associated with academic and government research funding and the global economic environment&quot; as its reason for the workforce reduction.</p>]]>
      </content>
      <pubDate>Wed, 25 Jan 2012 17:35:11 -0500</pubDate>
      <description>
        <![CDATA[<p>Roche (RHHBY.PK) <a href="http://www.sec.gov/Archives/edgar/data/1110803/000119312512022796/d290256dex991.htm" target="_blank" rel="nofollow">announced</a> this morning that it has made a proposal to acquire Illumina (NASDAQ: [[ILMN]], a provider of integrated systems for DNA sequencing, for approximately $5.7 billion. As part of the deal, Roche would acquire ILMN for $44.50 per share in cash, a 64% premium over the closing price on 21-Dec-11 (the day rumors about a deal began to fly). The hefty premium brings about a natural question: Is Roche paying too much?</p><p>With ILMN trading between $50 and $55 per share after the announcement, the market thinks Roche or another suitor is willing to pay more. That may be the case. However, back-of-the-envelope analysis says $44.50 a share could already be rich.</p><p>The significant purchase price relative to tangible equity (9.4x) indicates that a substantial amount of goodwill and other intangible assets will result from the transaction. Such intangible assets are supposed to represent excess earning potential. ILMN's relatively stable growth rate combined with its gloomy future outlook (see below), however, has us wondering where that excess earning potential is going to come from.</p><p>On 25-Oct-11, ILMN announced a global restructuring program. As part of the program, ILMN indicated that it would cut approximately 200 employees (of an estimated 2,100) and record $15 million - $17 million in 4Q11 charges. In the announcement, ILMN cited &quot;uncertainties associated with academic and government research funding and the global economic environment&quot; as its reason for the workforce reduction.</p>]]>
      </description>
      <category type="symbol" link="http://seekingalpha.com/symbol/ilmn/instablogs">ilmn</category>
    </item>
  </channel>
</rss>
