Category Archives: XBRL

Vintage joins with four competitors to form the XBRL US Center for Data Quality

XBRL US and an alliance of five top XBRL companies (alphabetical) – Merrill Corporation, RDG Filings, RR Donnelley, Vintage, a division of PR Newswire (Ta-da!), and Workiva Inc. – form the XBRL US Center for Data Quality to improve the utility of XBRL financial data filed with the U.S. Securities and Exchange Commission (SEC).

dogsandcats

Dogs and cats living together? Definitely. However, the only mass hysteria with the XBRL US Center for Data Quality is that it was not executed sooner. Kudos to XBRL US for creating this “bipartisan consortium” to address XBRL quality at the base, practitioner level… not just for our clients but for all filers. XBRL quality and subsequent database is an all-in scenario. Quality must be full market for Street adoption.

In addition to representatives from the founding members, the Center for Data Quality, the committee includes representatives from Bloomberg, Credit Suisse HOLT, Calcbench, CFA Institute, S&P Capital IQ, Vanderbilt University and the American Institute of CPAs.

“To realize the full economic benefit of XBRL, investors and other consumers must have access to accurate and reliable XBRL data,” said Barry Melancon, CEO of the American Institute of CPAs, and Chair of the XBRL US Board of Directors. “This industry-funded initiative will make it substantially easier for companies to create consistent, good quality financial statements in XBRL format.”

The Committee is responsible for developing guidance and validation rules that can prevent or detect inconsistencies or errors in XBRL data filed with the SEC with key activities to include:

  • Developing unambiguous guidance on how to tag financial data using XBRL and freely available, automated validation rules to verify compliance with its guidance and to prevent or detect tagging errors.
  • Obtaining input through public exposure of its proposed guidance and validation rules for a sixty day period and incorporating the input, as appropriate, in the final approved guidance and validation rules.
  • Providing progress updates to SEC staff and input to FASB staff to aid in simplifying and improving the US GAAP Taxonomy.

The first public review contains seven proposed validation rules that test selected attributes reported for over 2,400 individual elements and certain broad classes of elements. Below are the rules developed by the Data Quality Committee responsible for developing guidance and validation rules that can prevent or detect inconsistencies or errors in XBRL data filed with the SEC and focuses on data quality issues that adversely affect data analysis. Click on the links to review and comment.

Element Values Are Equal

  • Assets equal liabilities plus shareholders’ equity. 

Context Dates After Period End Date

  • Dates that end after reporting period end dates are limited to subsequent events, forecasts and Entity Common Stock, Shares Outstanding.

DEI and Block Tag Date Contexts

  • Document and entity information, footnotes, tables, and accounting policy concepts must use reporting period dates that are consistent with the fiscal period focus of the filing (e.g. Q1, Q2, Q3 or FY).

Element A must be less than or equal to Element B

  • Value for element A should be less than or equal to the value for element B. Documentation includes a list of elements where this comparison is tested.

Negative Values

  • Elements that should not be reported with negative values. Documentation includes a list of elements tested.

Document Period End Date Context

  • Document and entity information dates should match the document period end date.

Document Period End Date Context / Fact Value Check

  • The document period end date should match the date tagged with the document period end date element.

Comments received during the 60-day public review period will be evaluated for incorporation into final rules that will be made freely available and will be contributed to the open source Arelle XBRL platform. Anyone can benefit from this work… not just clients of the top five providers.

Do we have a vested, biased and financial interest in the success of XBRL… of course we do. That said, if you have ever attended a national or international gathering of XBRL practitioners (uber-accountants) – you’ll soon understand the importance and possibilities a global consistent view at company reporting will deliver to investors.

And for issuers? Your quarterly earnings are directly fed into the data stream directly from you. You become the single source for your numbers.

My take-away from Rep. Hurt’s House Financial Services Committee hearing: if you’re a small-cap still paying $50k for XBRL, “call Vintage”

Yesterday, Rep. Robert Hurt’s Small Company Disclosure Simplification Act (H.R. 1965), was discussed by the House Financial Services Committee at a subcommittee hearing. This is the fourth time Rep. Robert Hurt’s (R-VA) proposal has been brought up – both as standalone legislation and bundled into larger Financial Services packages. It’s failed thrice.

The proposal, which is supported largely by the biotech industry, would exempt over 60% of U.S. public companies from the obligation to file their financial statements with the SEC in XBRL. This proposal will effectively render the entire XBRL requirement moot: a capital markets database must be full market to have value to stakeholders.

Citing a $50,000 price tag, Rep Hurt’s main driver seems to be simply “XBRL is too expensive for emerging growth companies.” He’s correct, it was too expensive… back in 2012 when the highly referenced Columbia Business School white paper, An Evaluation of the Current State and Future of XBRL and Interactive Data for Investors and Analysts, was published.

Plus, per the white paper:

A “White Paper” project is in-depth and comprehensive, aimed towards those familiar with the topic at hand – standard-setters, regulators, CFOs and professional accountants. Because of the nature of these projects, they are time-intensive, and can take up to a year to complete.

So, that may give us a 2011 perspective as Rep Hurt’s baseline.

It’s now 2015, and as Vintage clients appreciate, XBRL costs have become realistic and more importantly – scalable to the fiscal sophistication of the issuing company. That is exactly why we introduced fleXBRL. In 2011 -12, many XBRL solutions were one-size-fits-all, which caused the “aggressive” fees for micro- and small-caps. That is no longer the state of XBRL filing and fees. The House Financial Services Committee must reference current 2015 fee structures. 

Collectively, the XBRL industry understands the frustration that brought this to The Hill, but not having a unified database of financial reporting is not an option. This infographic from The Data Transparency Coalition explains it the best. Click here to see their high-resolution version.  

dtc-infographic-HR

Disclosure: I am a registered Independent, generally vote Democrat and make money marketing our intelligent value XBRL services.

2015 GAAP taxonomies are now in effect for XBRL

The Financial Accounting Standards Board (FASB) today announced that the SEC has officially adopted the 2015 GAAP Financial Reporting Taxonomy. Vintage fleXBRL Complete and Command clients can be working with the new taxonomies ASAP. The SEC is slating the removal of the 2013 US GAAP taxonomy in June 2015. The transition will be effortless but financial reporting teams need to be mindful of any changes.

mindthegaapOur Vintage XBRL Accountants will be guiding clients for their next XBRL filing.

In the meantime, if you’d like to learn more, FASB is offering an educational webinar:

IN FOCUS: 2015 GAAP Financial Reporting Taxonomy, Changes and Beyond, Taxonomy Implementation Guides, and SEC Update

  • Thursday, April 2, 2015, from
  • 1:00 to 2:15 p.m. ET
  • REGISTER HERE

The webinar is free and it seems that CPE credits may be offered.

Lastly, we’ve updated our “Shopping” checklist for switching to an XBRL SaaS: Complete portal solution v. software only one-sheet. You can get it from this page 

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XBRL study reveals fees are not oppressive for emerging growth companies

Nothing about this study surprised Team Vintage. We’ve delivered intelligent value to our clients since the initiation of XBRL. It has NOT been easy – as the SEC mandate (hopes & desires) was a little ahead of the technology… however the reporting industry is all caught up.

This point is why so many of us “filing agents” are puzzled by how Congress allowed itself to be intimidated by lobbyists to chisel transparency back into stone tablets i.e. PDFs and a la’ carte spreadsheets. (Here’s my rant on THAT) I assume they are working from outdated data.

In a professional non-rant manner, XBRL US and the American Institute of CPAs (AICPA) recently surveyed XBRL filing agents and received cost practices for 1,299 small public companies: $75 million or less in market capitalization.

XBRL-fees

From the AICPA:

Our survey showed that 69% of the companies paid $10,000 or less on an annual basis for fully outsourced creation and filing solutions of their XBRL filings. Meanwhile, 18% of the companies paid annual costs of between $10,000 to $20,000 for their full service outsourced solutions. Only 8% of companies paid more than $25,000 in annual costs. No company’s annual cost exceeded $50,000.

Through discussions with the vendors we found that companies that paid higher annual fees did so due to complexities in their financial statements and rush charges imposed given the many last minute changes to the filings (e.g., filing changes for an IPO).

Certainly, as we continually tell our clientbase, preparation and process is essential. From a pure Vintage support POV, our fleXBRL program is a dynamic solution: it can flex to exactly meet the demands per each unique client – regardless if it’s a 100% budget restraint or quarter-after-quarter deadline (internal process) challenge.

One clear fact has emerged: the SEC lost focus on XBRL for a while, but now Chairman White understands its importance. 

Have a great day.

The EDGAR time-lag is not high frequency traders’ conspiracy. But it is why XBRL is needed.

Recent articles by the WSJ’s industry watchdog Scott Patterson highlighted academic research that showed that some (assumedly professional) investors are receiving SEC EDGAR files moments-to-minutes before retail investors via a dedicated paid subscription feed. This paid feed is in comparison to the files being openly available on the SEC.gov EDGAR site… free for anyone.

From the WSJ:

The studies were the latest indication that some superfast, sophisticated trading firms enjoy an advantage over other investors, echoing previous cases in which high-frequency traders received corporate news releases or key data on the U.S. economy milliseconds before competitors.

It wasn’t clear whether the change in timing was the result of action by the SEC, a contractor running a direct feed or simply stemmed from technology glitches in its distribution system.

In this case, unlike the high frequency traders’ conscious effort to game the system, this is more likely to be a result of “left-overs” from pre-2002.

SEC_balloon

 

Allow me to explain: up until May 2002, the SEC did not publish issuers’ SEC files when they received them – their website technology took up to 48 hours!

I know this first-hand via the shareholder communications business – as to populate the SEC files on investor relations websites, we bought a separate “real-time” feed from ye olde’ Edgar Online. Besides, being pert-near instantly available (to advance corporate transparency), the commercial feed was also property parsed for import. In fact, all IR website vendors still buy a feed from a 3rd party – not the SEC. I doubt the research looked at the EDGAR file publishing timing on an issuers own IR website.

Obviously, this data formatting is a necessity for Street portals like Bloomberg. It’s a tried and true data feed that the portals have used for years – long before the SEC itself went real-time. No conspiracy. Just the reality of the data business.

From the WSJ:

Still, the episode underscores how outmoded the system has become, say securities experts.

“It’s an ancient computer system that is processing more and more data than it was designed for,” said Scott Kimpel, a partner at law firm Hunton & Williams LLP.

The SEC is in the early stages of a multiyear modernization of the system. Ms. White said in congressional testimony earlier this year that the effort would simplify the financial-reporting process and ensure investors have access to better data.

This is where the evolution to XBRL will level the playing field compared to EDGAR. One single source – directly verified by both issuer and SEC. Will XBRL curtail the nefarious appetite of high frequency traders? – of course not, but at least the SEC will not be accused as an enabler.

This discussion above makes my XBRL rant even more “interesting.”

Have a great day.

Congratulations Rivet: celebrating when a partner gets more power

Equity Administration Solutions, Inc. (EASi) today announced that it has signed an agreement to acquire Rivet Software, our partner for bringing superior SaaS portal power to our fleXBRL program. Vintage is the #1 sales partner for Rivet’s Crossfire solution.

SAAS

Collectively Rivet and Vintage deliver to clients the ability for automating their XBRL data to flow from a source accounting system, manage documents and spreadsheets in Microsoft Office, file to the SEC and complete all print services, such as S-1 Drafting and Filing, Formatting, Typesetting, Investment Relations, and Deal Management.

The EASI acquisition gives Rivet a Red Bull of opportunity. From the announcement:

“We are very excited about the benefits our customers will receive from this union,” said Madelaine Rohan, Rivet Software CEO. “Our clients will not only continue to receive excellence in technology, services and support from the same industry leading team, but they will also gain from an expanded solution footprint and additional financial strength and investment.”

We are very pleased for the hard-working team at Rivet – and we look forward to them flexing their muscles with new ideas that will continue to improve our clients’ XBRL filing workflow experiences.

A link to a XBRL SaaS comparison checklist can be found on this page.

Have a great day.

XBRL Quality Takes Center Stage: Vintage Expert to Present at XBRL.US National Conference

eXtensible Business Reporting Language event brings 400+ corporate finance and reporting representatives to Bellevue WA, Sept 14-17

NEW YORK, Sept  12, 2014 / PR Newswire / — Vintage, the capital markets, corporate services and institutional & fund services division of PR Newswire, today announced that Ron Schechter, XBRL Manager, will be leading a hands-on educational session,  XBRL Essentials: Creating the Instance Document.  

XBRL=seattle

Schechter, and co-presenter Gregg Saunders, Lead Taxonomist at XBRL US, will be emphasizing the ever-importance of quality and preventing errors. “Quality” has recently come to the forefront due to the SEC’s disclosure that they are now taking a more aggressive position towards XBRL enforcement.

Essential points discussed include:

  • Avoiding the causes of common errors
  • Units and the Power-of-Ten Scale
  • The results from decimal precision in XBRL
  • How calculation, definition and presentation linkbases are extremely useful
  • Expressing time in XBRL using dates, durations and proper date contexts
  • Senior level review considerations

After his presentation, Schechter and other Vintage XBRL specialists will be offering conference attendees one-on-one insight and demonstrations in Vintage’s exhibit booth. Special emphasis will be placed on Vintage’s fleXBRL program, the industy’s intelligent value. fleXBRL allows corporate issuers the flexibility to match their XBRL filing process to their financial reporting workflow.

Please visit Vintage today for more information: www.thevintagegroup.com

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About Vintage

Vintage, a PR Newswire division, is a top-three provider of full-service regulatory compliance and shareholder communications services, delivered across our three practice areas: Capital Markets, Corporate Services and Institutional & Fund Services.

Founded in 2002 and acquired by PR Newswire in 2007, Vintage has evolved to become the industry’s intelligent value choice. We deliver a flexible balance of people, facilities and technology to ensure that regulatory compliance and shareholder communications processes are efficient, transparent and painless. Services include IPO registrations, transactions, virtual data rooms, EDGAR & XBRL filing, typesetting, financial printing and investor relations websites. www.thevintagegroup.com 

About PR Newswire

PR Newswire (www.prnewswire.com) is the premier global provider of multimedia platforms that enable marketers, corporate communicators, sustainability officers, public affairs and investor relations officers to leverage content to engage with all their key audiences. Having pioneered the commercial news distribution industry 60 years ago, PR Newswire today provides end-to-end solutions to produce, optimize and target content — from rich media to online video to multimedia — and then distribute content and measure results across traditional, digital, mobile and social channels. Combining the world’s largest multi-channel, multi-cultural content distribution and optimization network with comprehensive workflow tools and platforms, PR Newswire enables the world’s enterprises to engage opportunity everywhere it exists. PR Newswire serves tens of thousands of clients from offices in the Americas, Europe, Middle East, Africa and the Asia-Pacific region, and is a UBM plc company. www.prnewswire.com

Media Contact:

Bradley H. Smith
Director of Marketing, IR and Compliance Services
PR Newswire & Vintage
+1 201.942.7157
bradley.smith@prnewswire.com