Our Blog: The Podium

By Dennis Walsh, Vice President

I recently moderated a webinar hosted by NIRI on social media strategies for investor relations. On the panel with me were David Jackson, CEO, Seeking Alpha; RJ Jones, Investor Relations Officer, Zillow; and Andrew Shapiro, Founder, President and Portfolio Manager, Lawndale Capital Management.

The discussion made clear that professional investors are using social media - activists included. In addition, all public companies should have a social media strategy, even if the objective is just to monitor the online conversation.

If you are in charge of managing your company’s investor relations program, you might be wondering how to get started developing your social media strategy. Try following this three step approach:

By Dennis Walsh, Vice President

The Shareholder on a Shelf is a new tradition that has become the holiday gift of choice for IROs to their executive management teams. The story of the Shareholder on a Shelf is as follows:

“Have you ever wondered how the SEC could know;
If you’re naughty or nice in making your reported revenues and margins grow;
For 79 years it’s been a big secret;
Which now can be shared, if you promise to keep it.

At reporting time the SEC sends me to you;
I sit in the shadows to watch and report on all that you do;
My job is an assignment from Ms. Mary Jo White herself;
I am her helper, a friendly scout shareholder that sits on a shelf.

By Maureen Wolff, President and Partner, Sharon Merrill Associates

When the SEC last month charged First Solar’s former head of investor relations with violating its fair disclosure rules, the announcement gave more than a few IROs pause. And for good reason. Lawrence Polizzotto paid a $50,000 fine for the violation. Although corporate IROs and the financial press have focused on the settlement with Polizzotto, perhaps more critical for public companies is the SEC’s treatment of First Solar itself.

Rather than charge the company separately, the SEC said it decided to forego corporate enforcement because of First Solar’s “extraordinary cooperation.” This included the company self-reporting the violations to the SEC and its “environment of compliance," which First Solar developed through its disclosure committee and additional Reg FD training for employees managing the company's public disclosure.

But how many public companies are actively training their staff in Reg FD, insider trading or even the general responsibilities that come with working for a public company? For example, while instruction against insider trading is something every public company should be providing, there are numerous examples of public filers whose employees claimed they did not know they were violating insider trading laws. Many companies expect their managers and reporting staff to understand what it means to be a public company employee, but may not take the time to teach it. And if it is taught, the training may consist of just a single session right before the IPO – perhaps never to be offered again.

By Howard Berkenblit, Partner, Sullivan & Worcester LLP
By Maureen Wolff, President and Partner, Sharon Merrill Associates

As you may have heard, the SEC has stated that public companies may announce material, non-public news on social media outlets like Facebook and Twitter, provided that companies take appropriate steps to alert investors which outlets they will use. Depending on your perspective, that may sound either intriguing or daunting.

But if that’s as far as it goes for your company – a quick reaction followed by little else – then all of the recent discussion spawned by the SEC’s ruling will have been little more than a wasted opportunity.

Sharon Merrill and the law firm Sullivan & Worcester recently co-hosted an educational seminar with investor relations and corporate communications officers on using social media for public companies. We presented an overview of the legal issues related to using social media for disclosure purposes, and we also provided six building blocks for developing an investor relations social media strategy.

By Dennis Walsh, Vice President & Director of Social Media

*Okay, so I may be biased since I was the moderator, but this panel session at the NIRI’s 2013 Annual Conference had all the elements necessary to help IR professionals develop a strategy for using social media for IR.

Attendees heard from David Urban, Director of IR at Johnson Controls; RJ Jones, IRO at Zillow; Broc Romanek, editor at TheCorporateCounsel.net; Chris DeMuth, portfolio manager at Rangeley Capital; and Sheryl Joyce VP Marketing & Communications at Q4 Websystems.

The key take away from the panel was that IR professionals should take control of or insert themselves into their company’s social media strategy. Since marketing and PR departments typically "own" social media, the challenge for IR departments is twofold: 1) ensure that all activity is compliant with public company regulations, and 2) ensure the messaging is consistent with the overall IR strategy.

By Dennis Walsh, Vice President & Director of Social Media

The SEC finally has provided guidance on the use of social media for investor relations. The guidance came in a report on its investigation to determine whether Netflix CEO Reed Hasting had violated Reg FD. In a Facebook status update on his personal account, Hastings said Netflix had streamed 1 billion hours of content in June 2012, calling into question whether the post was selective disclosure of material information.

In its report, the SEC clarified that companies can use social media outlets like Facebook and Twitter to announce key information in compliance with Reg FD. It’s the moment we’ve all been waiting for, but with some key caveats.

By David Calusdian, Executive Vice President & Partner

I recently participated as the designated “social media expert” as part of a crisis communications case study session at the 2012 NIRI Southwest regional conference. This year’s conference was held in New Orleans and the session centered on a fictitious publicly held bead manufacturing company (apropos for the conference host city) that found itself suddenly facing a major environmental crisis. During the true-to-life exercise, attendees took on the roles of the company’s corporate communications officers and were tasked with implementing all aspects of the crisis response plan.

In their new roles, the attendees had to make a number of decisions relating to the immediate actions of the fictitious company, “Beignet Beads & Baubles.” For example, should the company proceed with a press conference with the governor announcing a state grant that afternoon? Should management go forward with a scheduled presentation at a major investor conference in New York the next day? Should a planned announcement of a major plant expansion be delayed? As typically happens with a real crisis, the Beignet Beads & Baubles “crisis team-for-a-day” was given an increasing amount of information to complicate their decision-making process.

By Dennis Walsh, Senior Consultant & Director of Social Media

It’s that time of year again: Back to School! For my first job out of college I worked as an educator. This year, for “Back to School” season, I thought I’d step back into my teaching shoes. The following is a quick lesson on social media for investor relations for the marketing and public relations professional.

Technology is constantly changing the way we engage with our audience, so professional communicators must never stop learning new techniques. As a seasoned marketing or public relations professional, you’ve likely got social media covered. But how fluent are you in investor relations best practices? If you work for a public company, you might want to rethink your social media engagement strategy.

By Maureen Wolff, President and Partner

Three years ago, on the heels of the greatest collapse U.S. financial markets have experienced in decades, in conjunction with IntelliBusiness/eventVestor, we published a study, “The Guidance Effect: Improving Valuation” (PDF 875 KB), that evaluated the impact of increased transparency on equity valuation during the turbulent first quarter of 2009.

The findings supported the thesis that issuing quantitative financial guidance contributes to improved stock performance. Given the climate of fear and uncertainty that permeated Wall Street during the study period, we hypothesized that providing guidance – and thereby increasing transparency for investors – likely had an unusually pronounced affect on stock price behavior at the time.

By Jim Buckley

One of the investor relations issues that companies often struggle with is the “quiet period.” Here I’m not talking about the SEC mandated quiet period related to IPOs, other public offerings or around the release of lock-up agreements. Those all have defined legal parameters and lines drawn around what companies can and can’t do. I’m referring to the quarterly quiet period – where individual companies determine if, when and how they want to stop talking to the investment community as they approach the end of the quarter.

The quarterly quiet period is one of those gray areas that investor relations is famous for, and there is certainly no one-size-fits-all approach for companies. The fundamental principle behind the quarterly quiet period (or QQP) is straightforward. At some point around quarter end, management has knowledge of the company’s quarterly performance. So investors start calling in the last two weeks of every quarter and asking “How are things going?” They want to get a read on upcoming results through tone and demeanor. As a result, over time, companies began to institute a quiet period with the Street to avoid taking these calls. Makes sense, right? But how does each company handle its QQP? That’s where things start to get a little fuzzy.