Monthly Archives: October 2013

New IR benchmarking series begins tomorrow on this blog

Following on the methodology and success of the Shareholder Confidence 365 study, tomorrow we are publishing the first results of our new IR benchmarking series. Mostly, this series will focus on the very tactical shareholder communications aspects of IR.

IRB_comingsoon

The format:

Asking one single question every couple of weeks was extremely successful at pulling answers directly from investors for the Shareholder Confidence 365 study. Asking a single question seemed to eliminate that fatigue we all feel taking long surveys… especially online. The difference now being that instead of canvassing investors, we will be canvassing investor relations practitioners.

The first question was sent out two weeks ago. The response has been terrific. We have almost 600 answers.

We’re going to try to keep the questions tactical, useful and in many cases a logical companion of what we asked investors in the Shareholder Confidence 365 study. If you have not done so, please download the study here. It tells a lot about investor behavior in regards to shareholder communications.

Lastly, we are going to publish the results, straight-up, as a fast-to-read infographic without any “PR Newswire service provider” bias editorial. You all already know our products and services are wicked awesome. 

Hey, maybe by tomorrow, we’ll have a better name than “IR benchmarking series.” Seems to work, though.

Have a great day.

SPECIAL XBRL WEBINAR: Understanding the XBRL Cloud

XBRL Cloud Demonstration Webinar

  • October 30th, 2013 at 2:00 pm EDT
  • Presenter: Cliff Binstock, President & CTO, XBRL Cloud
  • Join us online and/or on the phone:  
  • Webcast: https://join.me/xbrlcloud
  • Phone: 1-712-432-3066  Pin: 991449

cloud

Webinar program discussion includes:

  • A Quick Review of the EDGAR Dashboard
  • A Demonstration of CleanScore
  • Automated Validation–A wide range of technical and financial checks that ensure the integrity of your XBRL filing.
  • Semi-automated Validation–Lists of items which require manual review.
  • Manual Verification–Interactive tools such as the Evidence Package, which help you to perform manual reviews. The consistency checks incorporate rules drawn from the XBRL US Best Practice committee, comprised of representatives from the investor, regulator, accounting, data aggregator and filer communities.

Mr. Binstock is widely regarded as one of the leading XBRL experts. He has more than 25 years invested in the software industry. Cliff is a serial entrepreneur with extensive telephony and bioinformatics background. While working with XBRL, he realized that XBRL provides significant technical challenges to many software developers, and even worse challenges to accountants. He also realized that existing tools and services were technology-focused-as opposed to user-focused. As a result of these observations, Cliff co-founded and presides over XBRL Cloud. He is an alumnus of Carnegie Mellon University.

Last week’s IPOs and Transactions

There were 60 transactions filed with the SEC last week.

Congratulations to all of the corporations and law firms that selected our transactions services last week including MBT Financial Corp w/ Shumaker, Loop & Kendrick, LLP and w/ Donnelly Penman & Partners, XG Technolgy Inc. w/ Reed Smith LLP and w/ Robinson Brog Leinwand Greene Genovese & Gluck PC, and Research Solutions Inc. w/ Silvestre Law Group PC.

We appreciate that they selected to work with us and we’re pleased that they found us both accurate and affordable.

IRMAD_LEADER500

Registrant Symbol Form Type Exchange Law firm / Advisor
1ST CONSTITUTION BANCORP FCCY S-4 Nasdaq 1st Constitution Bancorp
SUNSHINE BIOPHARMA, INC SBFM S-4 OTC Andrew I. Telsey P.C.
AMERICAN PETROLEUM TANKERS PARTNERS LP S-1 Baker Botts L.L.P.
RECRO PHARMA, INC. S-1 Ballard Spahr LLP
VENAXIS, INC. APPY S-3 Nasdaq Ballard Spahr LLP
BLACKSTONE REAL ESTATE INCOME FUND II N-2 Blackstone Real Estate Income Advisors L.L.C.
PROSPECT GLOBAL RESOURCES INC. PGRX S-1 Nasdaq Brownstein Hyatt Farber Schreck, LLP
MANITEX INTERNATIONAL, INC. MNTX S-3 Nasdaq Bryan Cave LLP
CARDINAL FINANCIAL CORP CFNL S-4 Nasdaq BuckleySandler LLP
UNION PACIFIC CORP UNP S-4 NYSE Chapman and Cutler LLP
TRIPLEPOINT VENTURE GROWTH BDC CORP. N-2 Clifford Chance US LLP
CAREY WATERMARK INVESTORS INC S-11 Clifford Chance US LLP
1ST CONSTITUTION BANCORP FCCY S-4 Nasdaq Day Pitney LLP
MBT FINANCIAL CORP MBTF S-1 Nasdaq Donnelly Penman & Partners
INSTITUTIONAL FINANCIAL MARKETS, INC. IFMI S-3 NYSE Duane Morris LLP
CAMBRIDGE CAPITAL ACQUISITION CORP S-1 Ellenoff Grossman & Schole LLP
EZAGOO INC. 10-12G Ezagoo Inc.
GYRODYNE, LLC S-4 Farrell Fritz, P.C.
MIDDLEFIELD BANC CORP MBCN S-1 OTC Grady & Associates
CAMBRIDGE CAPITAL ACQUISITION CORP S-1 Graubard Miller
COLORSTARS GROUP CSTU S-1 OTC Gribben & Associates, Inc.
INSPIREMD, INC. NSPR S-3 NYSE Haynes and Boone, LLP
S&W SEED CO SANW S-3 Nasdaq Holland & Knight LLP
MBT FINANCIAL CORP MBTF S-1 Nasdaq Honigman Miller Schwartz and Cohn LLP
ATHERSYS, INC / NEW ATHX S-3 Nasdaq Jones Day
EVANSTON ALTERNATIVE OPPORTUNITIES FUND N-2 K&L Gates LLP
TETRAPHASE PHARMACEUTICALS INC TTPH S-1 Nasdaq Latham & Watkins LLP
CONSTELLIUM N.V. CSTM F-1 NYSE Latham & Watkins LLP
ENERGY TRANSFER PARTNERS, L.P. ETP S-4 NYSE Latham & Watkins LLP
UNIVERSAL MOVERS CORP S-1 Law Offices of Thomas E. Puzzo, PLLC
CARDINAL FINANCIAL CORP CFNL S-4 Nasdaq LeClairRyan PC
PEDEVCO CORP PED S-3 NYSE Loev Law Firm, PC
OCZ TECHNOLOGY GROUP INC OCZ S-1 Nasdaq Mayer Brown LLP
MBT FINANCIAL CORP MBTF S-1 Nasdaq MBT Financial Corp.
CELSUS THERAPEUTICS PLC. CLSXY F-1 OTC Mintz, Levin, Cohn, Ferris, Glovsky and Popeo, P.C.
OCZ TECHNOLOGY GROUP INC OCZ S-1 Nasdaq OCZ Technology Group Inc.
QUANTUM FUEL SYSTEMS TECHNOLOGIES WORLDWIDE, INC. QTWW S-3 Nasdaq Quantum Fuel Systems Technologies Worldwide, Inc.
REVETT MINERALS INC. RVM S-4 NYSE Randall | Danskin, P.S.
XG TECHNOLOGY, INC. XGTI S-1 Nasdaq Reed Smith LLP
XG TECHNOLOGY, INC. XGTI S-1 Nasdaq Robinson Brog Leinwand Greene Genovese & Gluck P.C.
AAR CORP AIR S-4 NYSE Schiff Hardin LLP
500.COM LTD F-1 Shearman & Sterling LLP
AMERICAN PETROLEUM TANKERS PARTNERS LP S-1 Shiboleth LLP
MBT FINANCIAL CORP MBTF S-1 Nasdaq Shumaker, Loop & Kendrick, LLP
1ST CONSTITUTION BANCORP FCCY S-4 Nasdaq Sills Cummis & Gross P.C.
RESEARCH SOLUTIONS, INC. RSSS S-1 OTC Silvestre Law Group, P.C.
500.COM LTD F-1 Simpson Thacher & Bartlett
AMERICAN PETROLEUM TANKERS PARTNERS LP S-1 Simpson Thacher & Bartlett LLP
SUNGY MOBILE LTD F-1 Simpson Thacher & Bartlett LLP
BLACKSTONE REAL ESTATE INCOME FUND II N-2 Simpson Thacher & Bartlett LLP
SUNGY MOBILE LTD F-1 Skadden, Arps, Slate, Meagher & Flom LLP
VARONIS SYSTEMS INC S-1 Skadden, Arps, Slate, Meagher & Flom LLP
GYRODYNE, LLC S-4 Skadden, Arps, Slate, Meagher & Flom LLP
VORNADO REALTY TRUST VNOPRL S-4 OTC Sullivan & Cromwell LLP
TRIPLEPOINT VENTURE GROWTH BDC CORP. N-2 Sutherland Asbill & Brennan LLP
CAREY WATERMARK INVESTORS INC S-11 Venable LLP
CONSTELLIUM N.V. CSTM F-1 NYSE Wachtell, Lipton, Rosen & Katz
VARONIS SYSTEMS INC S-1 White & Case LLP
TETRAPHASE PHARMACEUTICALS INC TTPH S-1 Nasdaq Wilmer Cutler Pickering Hale and Dorr LLP
RECRO PHARMA, INC. S-1 Zysman, Aharoni, Gayer and Sullivan & Worcester LLP

Post IPO, thousands of organizations count on us to assure regulatory compliance and target new investors. Click here and opt-in to receive this weekly summary via email.

Have a great day.

Rep. Robert Hurt (R-VA) is one hellava XBRL Hold’em Poker player

On Wednesday, Rep. Robert Hurt (R-VA) played a strong hand to the SEC: exempt companies with annual revenue below $1 billion from the requirement to file 10-K and Qs in XBRL. That’s about 80% of companies. Was he bluffing?

From the Data Transparency Coalition:

“Rep. Hurt’s bill reflects justified frustration with the SEC’s failure to deliver useful corporate financial data to investors. The SEC initially adopted the XBRL-based standard to democratize access to market information for investors, help agency investigators better locate indicators of fraud using Big Data analytics, and cut compliance costs for corporate disclosure through automation. However, since the SEC has failed to use this data in its own reviews, the agency hasn’t developed an internal incentive to demand quality data.”

bluffThe bolded statement was dealt from the deck that House Oversight Committee Chairman Darrell Issa in a letter sent on Sept 10 to SEC Chair Mary Jo White asking why the regulator has been so slow to embrace their internal use XBRL. He dropped the final ace, calling out the SEC for relying on “printouts, pencils and calculators.”

Well, as of today XBRL enthusiasts are still at the table. Rep. Hurt is not going to introduce his XBRL bill – but is still holding back a possible legislation for smaller corporations. Assume JOBS emerging growth companies.

So, where does that leave us?

From DTC:

“Today’s hearing opened the door for legislation that would (a) provide limited and temporary exemptions from the XBRL reporting requirement; (b) ensure better enforcement of data quality to make XBRL data more useful for investors; and (c) direct the SEC to adopt structured data formats for its whole disclosure regime, moving beyond the just the financial statements to include proxy filings, earnings releases, lists of subsidiaries, and other submissions.”

One point I disagree with is the unfocused use of the word “investors.” What investors? How investors? Is the SEC speaking with the data architects at the Street portals ie Bloomberg, FactSet? IMHO that’s the only way XBRL will get widely adopted by “investors.” Can the SEC help there?

Some kudos: I know that Rep. Issa’s and Rep. Hurt’s motive was to help investors, but their effort actually help issuers too. The public companies need to see their great – and sincere - efforts show a winfall. The cost of XBRL is immeasurably out of balance to its value for many issuers.

How does Vintage Filings help solve this imbalance?

Simply (and salesy) our fleXBRL program is helping companies meet the obvious challenges of XBRL ROI… cost and time burden. Quality and transparency is a given.

What type of company are you? Please let us know. Match your workflow and budget to our flexible XBRL solution HERE.

Have a great day.

IR Room Fundamentals: Investor relations websites need a vanity URL for better marketing

Part of the transition of older, former-Thomson IR websites to our IR Room MST platform includes the creation of a custom, vanity URL. What is a vanity URL? It’s a web address that is branded for marketing purposes and clearer communications.

Below are URLs to the IR website homepage of two NYSE companies. Simply, which is better for distribution and communications?

URLs

Why a vanity URL is an IR Room Fundamental:

Investor relations website best practices

  • Better communications within your press releases. You will drive investors directly onto your IR Room homepage rather than forcing people to first navigate through your corporate website or publish a gangly, unidentified and unbranded URL string.
  • Cleaner communications within email ~ especially within text-based email… as well as forwarded emails which often strips away embedded links and displays the long, non-branded URL.
  • Concise and exact link for your email signature.
  • More directive and memorable “closer” in PowerPoint presentations ~ “thank you for your time today. Please visit <Vanity URL> for more information.”
  • You can print it on your handouts at investor conferences and analysts can easily type it.
  • You can tell people verbally.

There have been discussions whether a vanity URL is better for “building trust.” It would be hard to qualify that statement other than it I doubt it would build “shareholder confidence” but it the context of phishing and fraud websites, it would intuitively build “browser-holder confidence.”

IR Room Fundamentals view a well-managed investor relations website to be balance of corporate transparency and brand marketing.

Want to learn more about investors’ online behavior? Download our Shareholder Confidence 365 study HERE.

Download our IR Room solution brochure HERE.

Have a great day.

Watch now: XBRL.US Consistency Suite webinar

Our 10/22 webinar offered a detailed look at the XBRL.US Consistency Suite. Understanding your XBRL data is important, particularly in context of limited liability.

Thanks to our guest presenter: Gregg Saunders, XBRL.US, Lead Taxonomist.

WATCH HERE > http://www.videonewswire.com/event.asp?id=96449

xbrlslide

Have a great day.

IR Room Fundamentals: Are investor relations websites required by the SEC?

There is no SEC regulation that requires a public company to have an investor relations micro-site (IR website) however most all issuers have an IR website and savvy investors expect to find one. 2013’s Shareholder Confidence 365 study reports that only 27% of investors said they would invest in a company that does not have an IR website.

Investor relations website best practicesWhat is required:

Sarbanes-Oxley requires that issuers post Section 16 (forms 3, 3/A, 4, 4/A, 5, 5/A ~ insider trades) to their IR website or corporate website by the end of the next business day. Section 16 files must be sortable from other SEC files. Companies can link off to the SEC.gov website for this sub-set, however IR Room Fundamentals direct that this not done as it interrupts the investor’s experience.

Sarbanes-Oxley also requires specific corporate governance documents be accessible to investors on an issuers’ IR website or corporate website. IR Room Fundamentals direct a well-defined “corporate governance sub-section” for these disclosures: audit committee charter, compensation committee charter, code of conduct, code of ethics and the identification of the audit committee’s financial expert.

Regulation G of the Sarbanes-Oxley Act defines disclosure rules regarding GAAP (Generally Accepted Accounting Principles) and non-GAAP financials. The regulation specifies that companies reconcile the non-GAAP financial measure to the most directly comparable GAAP measure in SEC files, press releases as well as audio (webcast) recordings on your IR website. The disclosure must also include the reasons why the non-GAAP information is useful to investors.

The SEC’s Notice of the Annual Meeting and Availability of the Annual Report and Proxy Materials (Notice & Access) requires that issuers post proxy and supporting materials – letter to shareholders, annual report and annual shareholder meeting invitation - on their IR website or corporate website. Issuers cannot link off to the SEC.gov website and the proxy materials must be posted “in a manner that does not infringe on the anonymity of a person” – which means no personal-data based cookies. IR Room Fundamentals direct that the investor relations website clearly guides a shareowner to the appropriate proxy voting portal, depending on their status as a Registered Shareholder or Beneficial Shareholder.

And finally, all issuers must post their 10-K and 10-Q XBRL files and accompanying instance documents to their IR website or corporate website. Issuers cannot link off to the SEC.gov website for this.

IR Room Fundamentals view a well-managed investor relations website to be balance of corporate transparency and brand marketing. 

Want to learn more about investors’ online behavior? Download our Shareholder Confidence 365 study HERE.

Download our IR Room solution brochure HERE.

Have a great day.