Category Archives: Investor relations

2015 NIRI Annual Conference: “I [heart] IR” hoodie winner photos #3

We bid (visually) The National Investor Relations Institute 2015 (NIRI) Annual Conference (June 14 – 17, Chicago) farewell with our kindest thanks to the NIRI staff for creating another excellent event. The next “can’t miss” IR event will be the NIRI Fundamentals class this September in Boston.

Scroll for photos #3.  Click here to view photos #1 and here for #2.

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We also had a GREAT time giving out our I [HEART] IR hoodies and mugs! Below are some of the winners. We should have brought more! 

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2015 NIRI Annual Conference: “I [heart] IR” hoodie winner photos #2

The National Investor Relations Institute held its 2015 (NIRI) Annual Conference this June 14 – 17 in Chicago. Our account experts are now having follow-up conversations with the attendees, whom are very complimentary to our three Ps of the NIRI conference: participation, products and presence. Yes, even towards the neon yellow booth uniforms we wore: “we sure couldn’t miss seeing you.”

Ta-da.

Scroll for photos #2.  Click here to view photos #1.

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We also had a GREAT time giving out our I [HEART] IR hoodies and mugs! Below are some of the winners. We should have brought more! 

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More photos to come!

11 questions answered regarding preparing your first earnings call (Post-IPO)

IMAGE_for-PR_darrow3Attendees of the The National Investor Relations Institute 2015 (NIRI) Annual Conference (June 14 – 17, Chicago)  had the opportunity to attended a small-cap IR session taught by subject matter expert Bernie Kilkelly. Fortunately for us, we have Bernie as our expert in our ongoing six-part webinar / podcast series. Please CLICK HERE to listen. Below is insight from our session on earnings releases.   

Q: What is the role of the IRO or the IR consultant in preparing for the company’s first earnings release?

The IR professional manages the release process to ensure the smooth release of earnings information. This process requires significant preparation not just for drafting the release itself but also for the logistics of disseminating the release. If your company is doing a conference call and webcast following the release, the IR professional also manages that process. This involves handling the logistics of the call, preparing the script and Q&A document for the call and most importantly working with management in rehearsing and prepping for the call.

Q: When should the company start preparing for the earnings release?

Preparation should not wait until the quarterly results are available. Instead, doing the work early on related to logistics, planning, and identification of potential issues will allow more time for message development and rehearsals. It is very important to incorporate earnings releases into the annual IR planning calendar. This is so time can be reserved on senior executives’ calendars, not just for the conference call itself but to block out prep time.

You should do this a year in advance – a good practice is to schedule all the quarterly calls for the fiscal year either at one time or on a rolling 12-month basis. When scheduling quarterly calls, it is also very important to consult with the company’s financial reporting team to understand the timeline for filing the company’s Form 10-Q or Form 10-K with the SEC. Many companies try to have the dates for the filing and the earnings release as close together as possible, if not on the same day.

Q: Is it necessary for a newly public small cap or micro-cap company to hold a conference call the first time it reports quarterly earnings? How do you know when the company is ready?

It is important to remember that neither the earnings release nor a conference call is a requirement for a public company. The mandated release of quarterly earnings can be satisfied solely through the filing of the 10-Q or 10-K with the SEC. But in reality, it is a best practice for public companies to issue an earnings release and hold a quarterly conference call with analysts and investors. According to NIRI’s July 2014 Earnings Call Practices Survey, 97 percent of respondents hold a quarterly earnings call. Almost all of the calls are webcast live, and 73% of companies said they provide an archived audio file of the webcast on their IR website.

One of the main reasons that companies hold quarterly calls is for efficiency, especially when you’re talking about a large cap company that has many sell-side analysts following the company and a large number of institutional investors. A conference call and webcast gives the company the opportunity to explain its results to the broadest possible audience while also communicating and reinforcing the company’s strategic messaging. The call also gives management the chance to answer questions in a public forum, although questions typically are asked just by sell-side analysts.

For a small cap company and especially for a micro-cap company, the efficiency reason is not as pertinent. The time and effort to prepare for a conference call is enormous, so every newly-public company should consider whether the return on investment is worth it. If the company only has one or two sell-side analysts and a small institutional investor following, it may make sense to wait a few quarters. Because once you start having quarterly conference calls, you shouldn’t stop having them — that would send a very bad signal to investors. It is also important to remember that conference calls have a long shelf life, being accessible through archives and transcripts, so you must make sure you are ready to put your best foot forward before committing to quarterly calls.

Q: Who should be part of the team in preparing the earnings release?

It is common practice to convene a multi-disciplinary group to discuss the high-level messages for the quarterly earnings release. Participants often include the CEO and CFO, legal, financial reporting, corporate planning and budgeting, treasury, and media relations/corporate communications. The discussion in this meeting should provide the content for the initial draft of the earnings release.

While the release needs to be reviewed by a number of internal stakeholders, everyone involved in the reviewing process must fully understand the highly sensitive nature of the information. The IRO or IR consultant is responsible, along with legal counsel, for making sure that the review group treats the earnings release process as confidential prior to its release to the public.

Once the internal review group has provided feedback, the audit committee of the board of directors and the external auditors should review and comment on the draft earnings release.

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email_bkBernie Kilkelly is a senior investor relations practitioner with over 25 years of experience in designing and running successful IR programs to help companies build shareholder value. His background includes serving as head of investor relations for three public companies in the financial services sector, including Delphi Financial Group, Inc. from 2001 until its acquisition in 2012 by Tokio Marine Group at a 76% premium to its stock price. In addition to serving as a corporate investor relations officer, Mr. Kilkelly has worked at leading investor relations and financial/public relations agencies in New York, including Morgen-Walke Associates, Makovsky & Co. and Robinson Lerer & Montgomery. Mr. Kilkelly is a recognized leader in the investor relations community and has served as a director of the New York Chapter of the National Investor Relations Institute (NIRI) since 2007. He was NIRI-NY Chapter President in 2012 and is currently serving as Vice President-Communications, responsible for the chapter’s website, newsletter and social media.

Connect with Bernie in LinkedIn here.

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Q: What information does the earnings release need to include? How detailed does the release need to be?

A good template for the quarterly earnings release can be found in NIRI’s Standards of Practice for Investor Relations: Earnings Release Content (2013).  According to the standards of practice, a quarterly earnings release should include:

  • Discussion of the quarterly financials
  • Discussion of year-to-date financials
  • Discussion of charges/gains/losses
  • Non-GAAP financial measures
  • Senior management quotes
  • Key events and changes
  • Gross profit or margin, cash flow, and other measures
  • Segment/line of business information
  • Outlook/guidance
  • “Safe harbor” language
  • Financial statements – typically the balance sheet and income statement, plus any segment info or supplemental information

It is always important to show trends in the earnings release. This can be done in the text by discussing percentage increases, but a much better way is to use bullet points or a small table at the beginning of the release to highlight key numbers.

The earnings release should also include the phone and email of a contact person at the company, either the CFO or the IRO, and the phone and email of the outside IR consultant if there is one.

Q: What is the best way to disseminate the earnings release? Is it necessary to use a wire service?

The SEC does not mandate the use of a wire service but it is clearly a best practice to ensure that the earnings release is getting the broadest disclosure and reaching all the important financial outlets. In addition, a good wire service will provide an important editing function since they are used to handling earnings releases and will often spot errors in formatting or other typos.

Q: What documents need to be prepared for the conference call and who should be part of the team in preparing them?

The IR professional is typically responsible for drafting three main documents: 1) a slide deck, 2) prepared remarks that are referred to as the “script,” and 3) a Q&A document to help prepare for the Q&A period of the call. The slide deck is optional but can be helpful in providing a structure for the prepared remarks.

One of the biggest complaints from analysts and investors about conference calls is that the prepared remarks go on for too long, and often include a boring recitation of numbers that have already been included in the earnings release. By using a slide deck, companies can try to keep the numbers discussion shorter and leave more time for high level discussion of strategy and progress toward previously disclosed goals.

The prepared remarks are usually divided between the CEO and CFO, with the CEO providing overview comments and the CFO getting into more detailed discussion of the financial results. The IR professional should ensure that the company’s financial and legal team has time to review the prepared remarks and slide deck to ensure accuracy and compliance with regulatory requirements.

To prepare management for the Q&A portion of the call, many IR professionals research “hot” topics and develop a document that outlines answers to potential questions. This Q&A document often is maintained by the IR professional throughout the quarter. It is also helpful to review questions asked on peer company earnings calls, since many analysts or investors will ask the same question of each management team. The Q&A document should also be used to facilitate a practice session, to better prepare the CEO and CFO for that portion of the call. This practice session also encourages feedback from the senior leadership team, helping to refine responses and ensuring accuracy.

Q: What are the most important logistical steps in preparing for the earnings conference call?

Managing the logistics is equally important to the success of the earnings call. Nothing will derail a good earnings call faster than a phone line that goes dead in the middle of management remarks. Make sure you have a detailed checklist so that nothing is overlooked. The following is a sample list of logistical tasks that should be performed prior to each earnings call:

  • Reserve internal meeting rooms for earnings calls and preparation meetings
  • Reserve audio/visual equipment, as necessary (microphones, sound system, speaker phone, etc.)
  • Arrange earnings conference call with applicable provider, obtain telephone numbers and access codes to provide to those who are authorized to ask questions and those who are not (typically the news media), ensure services include a full transcript and a digital recording of the call, and ensure that service providers do not disclose the date of the company’s call before it is publicly announced
  • Announce the details of the call to investors well in advance, notifying them of the date and time, dial-in and webcast information, and other details for the call; this process includes coordination with third-party data providers, which publicize earnings dates
  • Send the press release to the company’s wire service provider and review the proof:
    • Ensure the Form 8-K and the press release are ready for SEC filing
    • Work with the website team (could be internal or a third party) to:set up a webcast link
    • Ensure posting of documents on website, including the press release, the earnings slides, and any other supplemental information typically posted
    • Set up podcast or audio archive of conference call
  • If applicable, touch base with the company’s social media team to determine appropriate content and timing for social media postings

Q: What is the best time to hold your earnings conference call? Is it best to hold the call a few hours after the release of earnings or is it okay to release after the market and have the call the next morning?

There are pros and cons to both approaches, and it can depend on the company’s geographic location and time zone, and also on whether other peer companies are having calls on the same day. The pros of releasing after the market and having the call the next morning is that it allows you to get some market reaction, especially from sell-side analysts, which will help management prepare for the call. For a small cap company which does not have a large sell-side following this can be a good way to go. For companies with a larger following it is usually preferred to have the call soon after the release of earnings.

Q: Should you screen the callers for the Q&A portion of the call and is it okay to not let certain analysts or investors ask questions?  

Yes, I recommend that callers be screened because there have been numerous widely publicized incidents of people who have come on calls and asked inappropriate questions. I do not recommend blacklisting anyone from the call unless there is a history of them being abusive. It is also important to limit each questioner to two or at the most three questions each, and if they try to ask more then to ask them to let others have a chance and to get back in the queue.

Q: How long should the call go? Should it be limited to one hour or should you let it go over if people are asking a lot of questions?  

The call should have a strict one hour time limit, regardless of how many questions are being asked.

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2015 NIRI Annual Conference: “I [heart] IR” hoodie winner photos #1

The National Investor Relations Institute held its 2015 (NIRI) Annual Conference this June 14 – 17 in Chicago. By our metrics and countless conversations, it was a professional (and pleasurable) success.

Our presence at the conference was, frankly, very exciting. We introduced (and re-introduced) our shareholder communications product flow – simplifying and unifying the work flow and budget-flow for IR departments of all cap sizes.

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We also had a GREAT time giving out our I [HEART] IR hoodies and mugs! Below are some of the winners. We should have brought more! 

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More photos to come!

The mega-mall for issuer services: the 2015 NIRI Annual Conference

NIRI’s annual conference (Chicago, June 14-17) brings close to 1,500 industry denizens together for a consolidated, agenda-filled three days. This list below is just a random cut-and-paste of some of the sessions:

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We have 50 of these as prizes!

  • Activism 101: What to Do When Activists Knock at Your Door
  • Are You “Bait”? How to Avoid Becoming an Activist Target
  • Capital Markets: Trading, Tracking, and Telling
  • Competing for Capital: Challenging Conventional Wisdom on Global Institutional Investors
  • Connecting Strategy, Business Management and Shareholder Value
  • Crisis Management: How to Best Navigate and Resolve
  • CSR, ESG, and SRI: the ABC’s of today’s non-financial reporting
  • Effective Engagement with Proxy Advisors: Demystifying the Process
  • Enterprise Risk Management: Dealing with and Discussing Emerging Risks
  • Expanding Your Sphere of Influence: Opportunity for Multi-disciplinary Roles
  • Five Cities in Five Days: Getting the Most from NDR’s, Equity Sales and Sell-Side Analysts
  • How to Maximize Your Effectiveness with the Sell-Side
  • Investor Perspective in the Boardroom
  • Investor Relations in an M&A World
  • Keys to Hosting a Successful Analyst Day
  • Looking to the Future: How Macroeconomic Trends Impact Your Stock
  • NIRI Fellows Forum: An Interactive Discussion with IR Veterans
  • Setting Your Career in Motion: Highly Valued Skills of Successful IRO’s
  • Social media: Friend or Foe for Reaching Target Audiences?
  • Taking Your Investment Story Global: The Value of Engaging International Investors
  • The Empowered IRO: A Strategic Asset to Management and the Board
  • When Materiality Matters: Exercising Judgement in the Gray Areas

Yes. Pretty intense strategies education.

In addition to the best practices to be learned, there are best products to be seen and shopped for in the exhibit hall. That’s our job at the conference – to keep you up-to-date on the new commercial ideas that help issuers execute on strategies. It would be disingenuous NOT to admit we’re there to show you our wares and value.

As briefly mentioned here, we’ll be highlighting the great strides we’ve made UNIFYING our PR Newswire and Vintage solutions into cohesive workflow +/or “budget-flow” packages. We know you have a budget and we do our best to fit into it in the smartest manner – what we call intelligent value.

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Our client discussions around intelligent value are actually conversations about understanding the total spend that affects IR and your life as a public company. We are keenly aware that SEC regulations have burdened public companies to spend a disproportionate amount on compliance. Simply, if you have ten dollars in your budget and need to grow your business, where do you spend those dollars? You spend the dollars on the #1 growth goal of finding new customers. You reduce or at least don’t over-spend on services that don’t advance growth.

Absolutely, public companies must be compliant but it’s important to consider that over-spending on compliance services, like XBRL, will not make you more compliant. However, investing more into exposure and targeting will help you engage more investors.

And, as the Venn diagram obviously shows, a package that encompasses our three groups delivers the maximum – as well as intelligent – value.

See you in Chicago, booth 605.

Way beyond the wire: the 2015 NIRI Annual Conference

The upcoming (June 14 – 17) 2015 National Investor Relations Institute (NIRI) Annual Conference is a keystone for the IR industry – including “service providers” like PR Newswire and Vintage. Amongst serious discussions, it delivers a casual opportunity to talk to a large group of IR’s most passionate practitioners.

What IROs told us at NIRI 2014 drove our 2015 achievements and our “Services Showcase” presence.

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Simplify IR. The word “simplify” was a theme I used at my first NIRI over a decade ago. And it’s come around again: ironically, the consolidation and commoditization of the niche brought on more confusion. What IROs told us, “simplify” refers to making their workday easier. Less steps, more automation and new, creative solutions to expand their financial narrative to more investors.

Our Animated Annual Report is a one shining example. (CLICK HERE) This video was created 100% from the annual report PDF. The IRO only had to read the script we wrote, then watch and approve the video. No pain. The barest minimum of involvement from pre-approved material disclsoures, yet look at the quality… perfect for online distribution, pre-meeting email introductions and display at investor conferences.  Here is a detailed blog post on this.

SOME OF THE “SIMPLIFY” WE WILL BE HIGHLIGHTING IN BOOTH 605

  • IR websites: on average, we sold an IR website every 2.7 days in 2014.
  • Better-value EDGAR filing that is integrated with your news release flow. In fact, we’re the #1 EDGAR-providing newswire and #3 EDGAR filer overall.
  • News distribution that is the base for secure outbound to other channels including social.

Also, our virtual investor conferences have become a steady resource to reach both individual and institutional investors. We celebrated our 50th conference last week!

We’ll have some fun in Booth 605 too. IROs told us what they want there!

How to host your very first Earnings Call: Free webinar, June 9, 2:00 PM ET

6-part investor relations educational series for OTC Markets and Nasdaq Capital Markets listed companies

NEW YORK, June 8, 2015 /PRNewswire/ — Vintage, the capital markets, corporate services and institutional & fund services division of PR Newswire, is pleased to invite CEOs, CFO, investor relations departments and senior executives at entrepreneurial start-up organizations and emerging growth companies to attend this new educational webinar series: “What you must know BEFORE and AFTER your IPO” 

Session 3: How to host your first earnings call        

With first-hand “how-to” advice specially structured for small and micro-cap companies, this six-part series will walk listeners through the steps needed to transparently and effectively communicate with current shareholders and prospective investors. The cadence of the series will be casual, delivered succinctly and in plain English.

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The webinars, and archived podcasts, are moderated by Bradley H. Smith, PR Newswire/Vintage’s director of marketing, and features the investor relations expertise of Peter Seltzberg and Bernie Kilkelly of Darrow Associates.

Pre-registration is recommended to save time on event day. There is no fee to attend and there will be a live Q&A session.

What you must know BEFORE and AFTER your IPO

Session 4: How to build your IR website 

  • DATE: July 14, 2015
  • TIME: 2:00 PM ET
  • LENGTH: 30 minutes

Session 5: How to target and reach investors

  • DATE: August 11, 2015
  • TIME: 2:00 PM ET
  • LENGTH: 30 minutes

Session 6: How to present and network at an investor conferences     

  • DATE: September 15, 2015
  • TIME: 2:00 PM ET
  • LENGTH: 30 minutes

After the live session, the webinars will be available for 24/7 listening both online and as a downloaded audio podcast.

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Log-in here for 24/7 replay: http://e.prnewswire.com/Before-and-after-IPO-master-page.html

Session 1: How to set-up and manage the IR function
Session 2: How to compose your first quarterly earnings release and SEC filing

“This six-part series will not be presenting any investor relations ‘best-practices.’ We’ll be delivering the investor relations ‘must-practices,” said Smith. “As they become a publicly traded organization, emerging growth companies have unique challenges, especially as they work to present themselves to new shareholders at par with large and mega-cap issuers. Darrow Associates have distilled these ‘must-practices,” into a short, concise task list.”

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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 Darrow Associates

Darrow Associates is an investor relations and financial communications firm with offices in Melville, New York, New York City, Austin, and Silicon Valley. The Darrow Associates team of professionals brings more than 120 years of combined investor relations and Wall Street experience across a range of market sectors and market-caps to its client base of nearly 20 companies. Darrow Associates’ professionals have significant experience in partnering with public and pre-IPO companies in the technology, telecommunications, media, business services, alternative energy, clean technology, healthcare, financial services, industrial, and aerospace and defense industries.  Additional information is available at www.darrowir.com. 

Media Contact:

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