Lehman Brothers Collection - Contemporary Business Archives

Harvard Business School Baker Library Historical Collections

Lehman Brothers Collection

Twentieth-Century Business Archives

Glossary

Edward Albee Image.

Deal books are bound volumes of various documents created in the process of conducting major business transactions, such as mergers, initial and common stock offerings, and debentures. A deal book may comprise a variety of documents and correspondence depending on the size and complexity of the deal.

The list of document types included in this glossary are those most common to the deal books in the Lehman Brothers Collection. It is not intended to be an exhaustive list of all financial document types.

The core document types found in the collection's deal books are:

Agreements: documents that make explicit such matters as public offering prices, the amount of the net proceeds, and settlement. These may include underwriting agreements, price agreements, selling agreements, or indemnification agreements.

Amendments: revisions to legal documents which, when properly signed, have the same legal power as the original document. These include amendments to certificates of incorporation or to registration statements.

Blue Sky Documents: required by state securities registration laws to regulate the registration, reporting, and sale of securities in order to safeguard investors from fraud.

Certificates: these include certificates of incorporation and certificates of registrar.

Closing Documents: these document the finalization of the deal and include closing affidavits, delayed delivery contracts, payment notices, or reports of closing.

Correspondence: these may include letters, telegrams, and telex correspondence addressing the business transaction.

Listing Documents: indicate that stock will be traded on a major exchange and include listing fee agreements and listing applications for the NYSE.

Opinions: include accountants' or legal counsels' opinions.

Press and Advertising: includes company press releases, underwriters' press releases, articles from the New York Times, The Wall Street Journal , or Bankers' Circular among other artifacts.

Prospectus: a legal document that describes the main features of a proposed business enterprise, circulated to attract support and subscribers.

Receipt: document acknowledging receipts for fees received or receipts for the purchase price of shares received.

Registration Documents: sets of documents, including registration statements, that are required to be filed with the SEC prior to an initial public offering.

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