Attachment 1 - SEC Requirements List.pdf

COMBINED SYNOPSIS/SOLICIATION: 50310222R0002

ATTACHMENT 1 – SEC REQUIREMENTS LIST

FINANCIAL DATA SOURCES SUBSCRIPTION

The U.S. Securities and Exchange Commission (SEC) requires subscription to a variety of financial data sources, outlined below, including subscription to proprietary financial data via the Wharton Research Data Services Platform and an information service that provides subscription to real-time data, proprietary content, and third-party information combined with powerful application tools.

I. Data available via WRDS The SEC requires subscription to the databases identified below through the Wharton Research Data Services platform (“WRDS”). The contractor acknowledges that subscription to WRDS is available to all SEC authorized users. SEC authorized users include SEC employees, interns, academic fellows and contractors working on projects authorized by the SEC. Subscription to the data via WRDS enables authorized users to search, filter, and analyze data within the WRDS environment, as well as to download data for use with a variety of analytical, business intelligence or database management software outside of the WRDS environment, together with other data sets or reference files.

A. I/B/E/S Estimates and Guidance

It is estimated that the I/B/E/S databases will be accessed through WRDS by 25 users

1. I/B/E/S Estimates Data with monthly updates.

This database shall provide U.S. historical earnings estimates on a daily basis by individual analysts, with data back to 1976. Each company in the database shall have a unique identifier, enabling the user to trace a company’s historical estimates even though other identifiers, such as CUSIP numbers, may have changed.

2. I/B/E/S U.S. Earnings Consensus Surprise Data with monthly updates.

This database shall provide the percentage difference between a company’s expected consensus operating earnings and actual operating earnings. This database shall allow the user to review this information for a company on a historical basis back to the 1970’s. This service shall also allow a user to compare a company’s earnings with earnings of other companies on the basis of sector, industry, and group through the use of a “SUE Score.” The SUE Score takes into account the number of analysts following the stock.

3. I/B/E/S Consensus Data for use with Standard & Poor’s Compustat service.

This database shall contain current forward-looking consensus earnings estimates from analysts, along with mean, median, and deviation from the estimates. The data consist of monthly, consensus-level synopses.

4. I/B/E/S Guidance with daily updates.

This database shall provide integration of company guidance with estimate forecasts. This service shall provide premier quantitative guidance data across 14 measures, including guidance for company fiscal quarters and fiscal years back to 1994. Data shall make available announcement dates and timestamps and inclusion of all historical guidance data and non-comparable guidance where applicable. Reference materials including user guides, data dictionaries, taxonomies, file structures, etc. to be provided via WRDS platform.

B. Insider Filing Data

The data shall provide historical and current insider transactions and holdings data in electronic form. The data shall include transactions and holdings information filed on Form 3, Form 4, Form 5, Form 144, and supplemented by data from proxy statements.

The forms mentioned above identify the holdings of registrants’ securities owned by directors, officers and 10% shareholders.

It is estimated that the data will be accessed through WRDS by 10 users.

The data shall include:

• Open market transactions in equities, and exercises and conversions of options and other derivative securities into non-derivative securities, January 1986 -present;

• Open market derivative transactions, including information on the award, exercise and expiration of stock options, January 1996 - present;

• For proposed sale of restricted securities or securities held by an affiliate of the issuer in reliance on Rule 144, the expected date of sale, the number of securities to be sold, the estimated market value of the proposed sales, and the name of the executing broker, June 1996 - present;

• Information relating to stock performance following an insider’s transactions, including average 3-month and 6-month returns, and the number of historic buy and sell decisions for each individual insider, January 1986 - present; and

• Company information, including company name, ticker, sector, and industry.

C. Mutual Fund Ownership & 13F Ownership These databases shall provide subscription to data on common stock holdings by mutual funds and investment companies in order to analyze investment performance, investment decisions, trading patterns, and the returns generated by the holdings of the funds. The security coverage shall include all domestic and Canadian common stocks.

The data shall include holdings and transactions for individual mutual funds and investment companies starting in the first quarter of 1980 and continuing to the present.

1. Mutual Fund Data

The mutual fund holdings data shall be based, among other sources, on documents filed with the SEC (primarily N-30D filings) and provide detail on holdings in U.S. equities and some other securities. The mutual fund data shall be linked to the 13F institutional ownership data. Fund holdings shall be identified by CUSIP number. The mutual fund holdings data shall include security holding data for all registered mutual funds that report their holdings with the SEC, plus 3,000 global funds. Reported securities include all NYSE/AMEX/NASDAQ, Toronto, and Montreal common stocks. This database is formerly known as CDA/Spectrum, and is often referred to as Spectrum 1 2 for ownership information by registered Investment Companies or Domestic Mutual Funds.

2. 13F Ownership

The investment company data shall contain information on institutional common stock holdings and transactions, as reported on Form 13F filed with the SEC. The holdings information for a particular institution shall be identical to the information in the source forms, shall contain holdings information identical to the information on the original filing, and shall be unadjusted for capitalization changes or mergers. The data shall also contain the file date, the holdings as reported in the 13F form and information that will allow the user to identify the institution (name and proprietary number) and the security (name and ticker or CUSIP number).

D. Dealscan

The database shall provide historical information on the terms and conditions of deals in the global commercial loan market.

• The service shall provide subscription to loans’ terms and conditions, high yield bonds, private placements, and hybrid financing structures originated globally from 1988 through the present. Information shall include borrower, lender, purpose, amount, fees, covenants, financials and more.

• The database shall provide over $2 trillion of large corporate and middle market commercial loans filed with the Securities and Exchange Commission or obtained through other reliable public sources. In addition to commercial loan information, it shall provide data on private placements.

II. Delivered Data

A. Lipper Hedge Funds The Lipper Hedge Fund Database shall provide subscription to detailed quantitative and qualitative information on active and inactive hedge funds.

The database shall reside on an SEC server where it will be used by 67 users to analyze and produce reports

• The data shall be updated at least monthly.

• The database shall be available for download in compressed zip files via the Internet.

• The database shall include data elements for each fund, including historical price and performance data; fund manager profile and contact information; fund structure, fees and expenses, leverage, and strategy; inception date; fund domicile;

strategy classification details; and investment methodology and focus descriptions.

• The database shall include active funds as well as funds that have been either closed to further investment or are no longer reported.

III. Data Delivered via Platform The SEC requires an information service that provides subscription to real-time data, proprietary content, and third-party information combined with powerful application tools.

The service shall provide, at a minimum, the data sets identified below in a web-based or installed desktop data management system that facilitates the retrieval and manipulation of data in a consistent data format with specialized data analysis tools, database documentation, and data field definitions.

A. Financial Transactions Database

The databases shall be licensed for 550 users.

SDC Platinum ALL shall be licensed for 1 users

The financial transactions database shall at minimum include:

1. Equity New Issues

Covering Initial Public Offerings (IPOs), follow-ons, convertible bonds, convertible preferred stock, expected deal pipelines, private placements, withdrawn/postponed offerings, and shelf registrations. Database should include at least 410,000 global equity and equity related transactions.

2. Debt New Issues

Covering Investment-Grade, High-Yield, Mortgage & Asset Backed Securities (MBS/ABS), Collateralized Debt Obligations (CDOs), Covered Bonds, Agencies, Emerging Markets, Expected Deal Pipelines, Private Placements, Preferred Stock, Withdrawn/Postponed deals, and Shelf Registrations. Debt transaction information and league tables to the global deal-making industry, comprising over 1 million global new debt deals since the early 1970s.

3. Global Mergers & Acquisitions

Covering all public and private corporate transactions involving at least 3% of the ownership of the company for transactions. Information shall include target acquirer profiles, deal terms, financial and legal advisor assignments and fees, deal value and stock premiums, and deal status. The database shall include at least 1M transactions since the 1970s.

4. Global All Municipals

Covering all negotiated, competitively bid and privately placed U.S. municipal new issues from 1966 to present, and all sub-sovereign public finance new issues offered worldwide from 1963 to present. Information for U.S. new issues shall include book and co-manager; legal counsel, financial advisors, trustees, and paying agents; offering terms, ratings, and use of proceeds. Information for non-

U.S. new issues shall include ratings, yield, use of proceeds, coupon type, and transaction currency. The database shall include at least 500,000 U.S. and non- U.S. transactions.

5. Private Equity Information capturing private equity funds and firms and private equity-backed companied. Database shall include global coverage from 1969 and at least 325,000 deals.

B. Financial Time Series & Economic Information Data

The database containing shall be licensed for 550 users)

1. Historical Global Financial and Economic Information

a) Global Equities Shall include up to 50 years of historical financial data on active and inactive equities across developed and emerging markets.

Information shall include adjusted and unadjusted pricing, volume, market cap, earnings, dividends, ratios, yields, and full capital changes.

b) Indices Shall include more than series from sources such as MSCI, FTSE, and S&P;

bond indices such as JP Morgan, Iboxx and Citigroup; government bond indices, and proprietary indices including region, sector and aggregate indices.

c) Bonds Shall include historical price and volume data for active, matured and called bonds, warrants, convertibles, CDS, domestic and international issues.

d) I/B/E/S Current Consensus Shall include the most recent 18 months of analysts’ consensus earnings estimates.

e) Economic Indicators Shall include more than 2.2 million economic series dating back to the end of the 19th century. Sources shall include the International Monetary Fund, Organization for Economic Cooperation and Development, Eurostat, and Consensus Economics.

f) Global Foreign Exchange Rates Shall include daily global foreign exchange rates dating back to 1965 from sources including WM/Refinitiv, GTIS, Tullett Prebon, and ECB.

g) Commodities & Energy Shall include prices and indices including over 32,000 series from sources including Platts, ICIS and Metal Bulletin.

h) Unit and Investment trusts Shall include pricing and dividend coverage of 120,000 funds.

2. Standardized Financial Statement & Financial Ratio Information

Shall include standardized annual and interim financial statement data and financial ratios covering active and inactive companies worldwide going back to 1980.

3. Market & Company Data

a) SEC Filings

• Shall include subscription to company submissions to the SEC, both current and historical. Filings shall include images of the original submissions as well as a full-text searchable database of the submissions. Shall include images of filings submitted in paper. The historical coverage of the images must extend back to 1968.

• Database must be full-text searchable, as well as searchable on a variety of criteria, including company, company ticker, filing type, and industry.

b) Equity Research Reports

• The service shall provide subscription to a substantial body of embargoed equity research reports in a searchable system, including Investext, both historical and current. The system must provide the capability to download multiple reports at once.

• The historical coverage shall extend back to 1985 with over 1,500 contributors, including, at minimum, the following:

o Bank of America o Morgan Stanley o Wells Fargo o Barclays o Credit Suisse o Deutsche Bank o JPMorgan o UBS

• It shall include un-embargoed research reports for 5 users.

c) Events

• The database shall include public companies’ public disclosure events, including conference calls, webcasts, transcripts, call summaries, and company issued guidance. The format shall include audio, when available, as well as written in a searchable database.

• The historical coverage shall extend back to 2005.

d) Company Financial, Ownership & Governance Data

• The service shall provide company-level operating and financial active and inactive companies, including historical prices/yields from the date of the company’s inception to the present, along with at least twenty years of fundamentals and earnings data. The service shall also provide coverage of corporate operations; corporate events;

corporate insiders, executives, and directors; corporate ownership data; and corporate governance, such as shareholder activism campaigns, takeover defenses, poison pills, and ESG scores.

IV. SEC Usage

The SEC anticipates using the data and/or materials to conduct analyses for use in reports, studies, memoranda, and presentations. The SEC anticipates the following types of situations where analyses based on the underlying data may be made public: by the SEC itself (e.g., SEC rulemaking and/or analysis done as part of an inspection or enforcement action), by SEC staff where the SEC is directing or facilitating the publication (e.g., a staff study in response to a Congressional request), by SEC staff facilitating their own private publication where the Commission has not taken a position regarding the publication of the analysis (e.g., a research report to be submitted by the individual staff to an academic conference or journal), and by a former employee of the SEC who has substantially completed the analysis while on staff and is facilitating his/her own private publication (e.g., a research report to be submitted to an academic conference or journal). In all of these situations, only “insubstantial amounts” of the licensed data and/or materials would be made public and no raw data would be made public, the authors would agree to abide by all contractual terms and conditions, and as the owner/licensor of the data the Contractor would receive attribution and be cited as the data source. “Insubstantial amounts” means an amount that has no independent commercial value and could not be used as a substitute for the service or product or any part of it. In addition to the previously mentioned uses, the Contractor also acknowledges that the SEC anticipates using SEC filings in order to respond to requests for information from the public that are legally required to be fulfilled.

V. Data Documentation

The U.S. Securities and Exchange Commission (SEC) must have a complete understanding of all data services, data feeds, and databases acquired from the Contractor. To that end, the Contractor is required to provide sufficient documentation that adequately explains ALL data elements provided through the Contract. At a minimum, the documentation must account for the following:

A. All Data Elements provided by the Contractor to include:

• The unique data element name

• Description of the meaning of the data element

• Data type (text, number, date, true/false, etc.), size (character length), and if needed, any special representation that applies to the data element such as the format (MMDDYYYY)

• Explanation of data values or constraints when appropriate. For example, a data element that only contains 3 possible values; 1 = Yes, 2 = No, 3 = Not Applicable.

This would not be necessary for the values of data elements that are unconstrained.

Examples of constraints also include required, conditional, null, etc.

B. All Data Tables provided by the Contractor to include:

• Table Name

• List of data elements contained in the table

• Identification of table key(s)

C. Data Model or Schema that adequately depicts the whole database, data dependencies, and the relationships amongst the data elements and tables

D. When specified by the Contract, Data Location to include:

• Original data source or location

• Any staging storage areas

• Final storage areas

It is anticipated that standard data usage reports will meet the needs of the SEC. However, in the case that the documentation is insufficient, the Contractor must provide additional information to meet the requirements above.

D. Dealscan