Category Archives: Industry news

The SEC is closed for Labor Day: Monday, September 1

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In honor of Labor Day, the SEC is closed on Monday, September 1, 2014. No files can be received.

Files submitted after 5:30 pm ET, Friday, August 29, 2014 will receive a filing date of September 2, 2014 and will be posted to the public on September 2, 2014 at 6:00 am ET.

As with other holiday closings, the following file types will receive a Friday, August 29, 2014 filing date if filed by 10:00 pm ET on Friday:

  • Form 13H filings
  • Section 16 filings (3, 3/A, 4, 4/A, 5, 5/A)

For any filing with a due date of Monday, September 1, 2014, the SEC will move the due date to the next business day, Tuesday, September 2, 2014.

Have a great long weekend.

Pump-and-dump and revenge porn: twin trolls of different mothers

A recent briefing issued by Gray Reed & McGraw, P.C. highlighted a lawsuit against a social media platform by an individual accusing the platform of being slack in removing a fake profile, built in their name, that was populated with pornographic images. A spiteful ex-lover built the profile: a terrible, manipulative action.

From Gray Reed:

My guess is this case will likely be removed to federal court (both defendants are out of state) and then summarily dismissed… website operators [name] are not liable for the content created by others under the Section 230 of the Communications Decency Act.

“No provider or user of an interactive computer service shall be treated as the publisher or speaker of any information provided by another information content provider.”

NOTE: The New York Times published an EXCELLENT piece titled Dealing With Digital Cruelty.

Although it pales in comparison (psychological and creepy) –  this mainstream social media lawsuit absolutely reminded me of the recent NanoVircides v Seeking Alpha ruling. NanoVircides asked the court to force Seeking Alpha to disclose the name of an obvious (to most of us in IR) and manipulative stock pumper.

NanoVircides lost, via a core First Amendment Freedom of speech (opinion) position.

PUMPPORN

From the Supreme Court of NYS:

It is paramount in an open and free society that we protect the anonymity of those whose “publication is prompted by the desire to question, challenge and criticize the practices of those in power without incurring adverse consequences.”

So, what does this mean for “Investor Relations and Social Media?”

First, it means that the pump-and-dump “conversations” once only held in the deep and creepy board chats are now front and center on mainstream social media platforms. Before “social media,” the lionshare of chat rooms were populated by pumpers happily gaming each another. It was more like gambling than investing. Today, the elevation of these chats into mainstream portals plops the manipulative pump “stock opinions” directly in front of day-traders. Day-traders, although not proactive pumpers, are opportunistic investors.

Second, it means – to quote Talking Heads – same as it ever was. Equities cannot squelch people from expressing their investment “opinions” in social media. Similarly, restaurants and hotels are facing these legal battles over posts in review portals like Yelp and Trip Advisor.

Third, you need to listen to what is being said a bit more. IR – especially micro to small-cap issuers – should set up profiles and alerts in all the stock opinion portals. Begin to understand who the ethical opinion generators are and who the one-pump-wonders are… like the stock pumper that affected NanoVircides. This may begin to help germinate a relationship or at worst… a crisis response strategy.

Fourth, it’s time to stop ignoring social media. If fact, just call it “media.” Sit down with your PR team and make a plan, proactive and reactive. “Media” is not going away.

True, it was once a common and safe strategy to ignore the bulletin board chats… but the inescapable truth of social media is that it is now mainstream for many investors.

Fifth, start building your IR presence NOW. IR should feed the social media portals’ newsflow with your verified and legal-vetted news releases.  This is a safe and simple action.

CLICK HERE to download our whitepaper on how to start building your presence.

Dōmo arigatō, Mr. (AP earnings reporter) Roboto

The Associated Press (AP) announced that they will be expanding their quarterly earning reporting from 300 companies to 4,400 companies by automating this banal and non-investigative journalism with “robots.”

AP_robot


From the AP:

For many years, we have been spending a lot of time crunching numbers and rewriting information from companies to publish approximately 300 earnings reports each quarter. We discovered that automation technology, from a company called Automated Insights, paired with data from Zacks Investment Research, would allow us to automate short stories – 150 to 300 words — about the earnings of companies in roughly the same time that it took our reporters.

Instead, our journalists will focus on reporting and writing stories about what the numbers mean and what gets said in earnings calls on the day of the release, identifying trends and finding exclusive stories we can publish at the time of the earnings reports.

What this means for issuers:

  • Expanded distribution from the AP: AP earnings articles are a formulaic synopsis of your formal earnings announcement. “Mr. Roboto” doubles your earnings’ content marketing towards investors, analysts and financial journalists who get feeds from the AP. In essence, the AP is treating your earnings as data rather than news.
  • Journalists more focused on stories: This is especially important for Emerging Growth and Small-cap companies. Many of these companies are Story Stocks, as their numbers are not so great (yet). The Human Journalists may have more availability and curiosity now for underdog and under-the-radar stocks. You could experience better ROI for your outreach efforts to the appropriate AP journalists. Get your story polished. 
  • What’s good for the goose is good for the gander: Issuers should have no fear of newsflow automation. Automate all banal distribution tasks. Here is a briefing on how you can automate your newsflow into Twitter and Stocktwits.

NOTE: The AP is not the only capital markets “reporting” organization to use robots. Resistance is futile.

Have a great day.

A brief “What Does CASL Mean for IR” blog post that does not constitute legal advice what-so-ever ipso facto

The Canadian Anti-Spam Law (CASL – pronounced “Castle”) goes into effect today, July 1, 2014. If you are in Canada or send electronic communications (email, IMs, Twitter direct messages) to Canadians, you’ll need to comply.

What does this mean for IR departments? Most likely, not a heck of a lot – especially if you have a commercially managed IR website (like our IR Room). You are already following the US CAN-SPAM guidelines by default.

Your email / opt-in procedure should already include:

  • The name of your organization and a description of the types of opt-in messages subscribers can expect to receive. For IR, this is your email alert opt-in system built within you IR site i.e. “I would like to receive a daily closing stock price.”
  • A statement informing individuals that they may withdraw (opt-out) their consent i.e “You can unsubscribe at any time.”
  • A functioning unsubscribe mechanism.
  • The mailing address and one of either a phone number/web address/email address of your organization.

That said, why is CASL being called the toughest SPAM law on the planet?

CASLThe difference between the US spam laws and Canada’s is actually deceiving simple.

In the US, it is opt-out legislation: you can (more or less) email contacts without legal retribution as long as you do not continue to email them AFTER they have unsubscribed. A “beg forgiveness rather than ask permission” model.

CASL is the opposite. It’s opt-in legislation: you cannot (commercially) email anyone without their appropriate consent BEFORE you hit the send button.

A simple example: you recently presented at an investor conference and the host organization gave you a contact list of all attendees. Your earnings call is next week and you would like to invite this group to the listen to the call. You may email the US-based contacts. The recipients may personally view your email as junk and alert “the internet” you are spam and get your email domain blacklisted (which is a drag), but that’s about it. However, if there are Canadian firms on the contact list, without documented express permission to email them - they have a binding legal right to ruin your day.

If you commit a violation under any of sections 6 to 9 of CASL, then you can be slapped with a steep administrative monetary penalty (AMP). The maximum amount of an AMP, per violation, for an individual is $1 million, and for a business, $10 million. Directors, officers and agents of a corporation can be liable too.

Fortunately, there is a three-year transition period, until July 1, 2017, to help companies adopt these new regulations. If you have more questions about CASL, contact an REAL CASL attorney who is familiar with this issue.

Realistically, the lionshare of IR departments will not have any trouble with CASL, as the technical opt-in process does mirror US CAN-SPAM. The trouble-spots will be around bulk uploading and emailing to new contact lists. You will need to be thoughtful about emailing contacts (in mass) from a IR targeting program.

Overall, the communications behavior of IR departments created no issues with the US CAN-SPAM Act, so the same professional IR work patterns should apply with CASL.

Emerging Growth and small-cap companies need to be a very aware to what their IR firms are doing on their behalf (coughcoughstockpromotioncough). Liability will trickle to all involved.

Bottomline, just don’t send “blast emails” to non-opt-in Canadian contacts. Official FAQs here: http://www.crtc.gc.ca/eng/com500/faq500.htm

Have a great day.

New Practice Group from Vintage Guides Clients with Shareholder Communications Solutions

“Corporate Services” brings intelligent value to investor relations at Emerging Growth and Small-cap companies

NEW YORK, June 27, 2014 / PR Newswire / — Vintage, a division of PR Newswire, today announced the expansion of their Vintage offerings to include Corporate Services, a practice area providing customized investor relations solutions for small-cap and emerging growth companies (EGC). The establishment of this new practice group within Vintage follows the company’s recent rebranding announcement.

The inclusion of investor relations services along with Vintage’s regulatory compliance services – IPO registration, XBRL, EDGAR and financial print – creates the industry’s first turnkey, intelligent value for public companies: beginning with their experience as a pre-IPO organization well into their maturity as a public equity.

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Click to enlarge

According to a recent industry report from Rivel Research, small-cap companies spend 42% of their total investor relations budget with outside service providers, compared to the 18% allocation that large companies spend. For many smaller companies, the investor relations function is still viewed as a cost center and within these companies, whose average annual spend on external IR services is $130,000, budgets cuts are a constant concern. These financial pressures mandate that companies spend as intelligently as possible.

Vintage’s investor relations solutions cover multiple aspects of transparent shareholder communications, and are built to fit EGC, small- and mid-cap company requirements:

  • Investor relations websites
  • Earnings webcasting and conference calls
  • Media and news disclosure
  • Analyst-targeted distribution
  • Virtual Data Rooms
  • Rich media content creation
  • Annual report production and online distribution

“Emerging growth and small-cap companies have two related challenges – they are overlooked by Wall Street and underserved by the shareholder communications firms that support the industry,” said Liam Power, President of Vintage. “We’re helping our current Vintage regulatory compliance clients by bundling and integrating investor relations solutions into our Corporate Services practice, giving clients a toolset that can increase the presence of their financial brand while eliminating redundant, wasteful workflow tasks.”

One key example of the importance of shareholder communications, as reported in the 2014 “How Investors Consume Investor Relations Content” study, is that 70% of investors reported they will not take a position in a stock if the company does not have an investor relations website. “It is our goal to remove the barriers to capital for all our clients. For smaller companies, this includes offering a fee structure that is  balanced with their needs for shareholder communications,” continued Power. “That is how we define intelligent value.”

Vintage has released three new regulatory compliance and shareholder communications packages expressly for EGC and small-cap companies.

For detailed information:  http://www.thevintagegroup.com/contact-us/

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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
+1 201.947.7157
bradley.smith@prnewswire.com

Vintage’s Evan Scharf Joins XBRL Dignitaries at White House Briefing

Last week, members of the Data Transparency Coalition had the honor of meeting (in the White House!) with the US Chief Technology Officer, Todd Park, to share their knowledge about XBRL and its upcoming role in the DATA Act.

Evan Scharf, Vice President of XBRL Services (far left) visits the West Wing with The Data Transparency Coalition members.

Evan Scharf, Vice President of XBRL Services (far left) visits the West Wing
with The Data Transparency Coalition members.

The DATA Act is the nation’s first legislative regulation for data transparency, mandating the uniform “tagging” of federal spending thus requiring the Department of the Treasury and the White House Office of Management and Budget to transform spending from disconnected documents into open, standardized data and to publish that data online.

Sound familiar? ( The answer is yes, it’s XBRL)

The group of XBRL industry leaders were invited to roundtable their expertise and insights on the implementation of accounting standards. Those of us working the corporate side of XBRL are keenly aware that success depends on focusing on what matters: the push for XBRL qualityCertainly, the DATA Act cements the overall (and continuing) economic drive for accounting standards and transparency.

At the meeting, key milestones were discussed to develop a blueprint that will establish common definitions of data elements that support reporting by governmental agencies plus provide foundation for the data’s taxonomy:

  • Establish Data Standards (data exchange) Team
  • Kick‐off planning meeting w/ contractor (detailed project plan, scope, and methodology)
  • Identify up to three pilot agencies (intelligent data)
  • Conduct pilot w/ Fiscal Service bureau‐level data to demonstrate data linkages & visualizations
  • Classify data elements and identify master data elements
  • Develop and map United States Standard General Ledger(USSGL) taxonomy and financial reporting taxonomy using XBRL
  • Consult with Industry
  • Develop reporting templates including business rules and validation templates
  • Complete agency pilots
  • Document and present the prototype pilot
  • Issue data exchange standards
  • Issue on standards (definitions) on Federal Funding Accountability and Transparency Act (FFATA) data elements
  • Establish concept of operations for data standards governance framework
  • Develop detailed agency roll‐out plan

Many thanks to The Data Transparency Coalition for Vintage’s presence in this important bipartisan path.

Have a great day.

Viva Las NIRI14 ! ( …and get ready to win your fabulous NIRI Conference souvenir)

The rebranding and redefining of Vintage is good news for public companies – especially for those looking for ( what we are calling ) intelligent value.

We’ve witnessed true growth of the cross-pollination between the shareholder communications and regulatory compliance functions within our clientbase. Sometimes this overlap is workflow-based, other times it’s been pure “purchasing power.” Regardless of their reasoning, clients have expressed satisfaction receiving an intelligent value.

Enough of that – let’s plan for the 2014 NIRI Annual Conference! Yay! 

NIRIsignWe’ll be meeting with clients and prospects to discuss…

  • …the new attributes and examples of our investor relations websites: click here to read of one example of what is new. Also, recently, our web developers have built some BEAUTIFUL custom sites. ( You’ll want to see those ) Plus, we’ve integrated our IR Room MST with The IRapp, the leader in…um… apps for IR. 
  • …IR & social media and our no-touch, no-risk approach to getting your news in the social news stream.
  • …news distribution and disclosure which is always a favorite topic! We have a staff of newswire experts in the booth who will answer your questions about distribution, tracking and maximizing value.
  • And of course, we want to hear about how your IR group interacts with your regulatory compliance group. Do you collaborate? How? When?

MOST IMPORTANTLY! 

Look for your purple pin in your NIRI Conference showbag. Wear it on your bag or lanyard and visit our booth #309. If your unique number (see the yellow arrow in the picture above) matches a number on our winners’ board you’ll win one of our 100 Fabulous VIVA LAS NIRI14 sweatshirts! ( Oh, don’t worry, the sweatshirts are NOT purple )

Have a great day and I will see you in Fabulous Las NIRI14! I mean Las Vegas!