We attended a NIRI webcast on Tuesday on how to improve your IR website based on the SEC’s recommendations regarding the web site as “public disclosure” for the purposes of Reg FD.

There was a lot of information crammed into the 1 hour session – the first 20 minutes or so was basically a summary of the SEC guidelines that were released on Aug 1.  A bit dry to be honest, but the “Do’s and Don’t's” portion that followed was likely beneficial to attending folks who aren’t as familiar with the new guidelines.  

Next up was a review of Microsoft’s Investor Central which showed a new spin on what an IR site could look like by leveraging Silverlight and XBRL. As far as the claim the agenda had about this presentation showing how an IR site could be ‘enhanced’ I would argue that the presentation of Microsoft’s information was actually less useful than information presented on stellar IR sites like  Potash or Nexen.

The key point to that came out of the this session occurred when a viewer asked the question “What would be considered appropriate information to post on your web site without issuing a press release?”Ronald Mueller (Partner, Gibson Dunn & Crutcher, Washington DC) replied with:

“If you’re doing something and you know when the event is going to occur and you give adequate notice of that, then that can be disseminated through and disclosed through the web site. Issues that are often times not appropriate for web disclosure only are matters that are happening very quickly, unexpected developments or matters that are complex. An example of this would be announcing a merger – you don’t have significant lead time or know exactly when you’re going to be announcing that and its a lot of detailed info and so companies are going to typically rely on a number of mechanisms such as the web cast, press release, 8-K filings and even a media interview. I think what the SEC’s goal was to start saying, “Focus on the different types of disclosure – see how you can design them to meet some of the standards and feel free to move toward that direction.”

 

I do think when companies are doing that they will want to take baby steps and see if they can document ‘is this working?’ and then if so, you have a good record for demonstrating that this is something investors rely on to pick up information.

 

One company recently, a very large Fortune 20 company, sent out an email announcing its new IR web site and announcing that the company was going to be using it for making information publicly  available. The mail went to everyone who had signed up for alerts.”

The key message in this statement is that provided an issuer gives adequate notice of disclosure they can use web disclosure to disseminate that information.  This opens the door to issuing earnings releases through web disclosure as issuers are already issuing advance notice of the release of earnings now.    In fact, based on this statement, any type of disclosure whether it be press releases, conference calls, earnings or other types of content outside of complex issues such as mergers or unexpected information can be disseminated via web disclosure.

It was refreshing to hear this type of response that aligns with the SEC’s guidelines surrounding web disclosure and I’d be interested to hear what issuers think about this topic.

Related posts:

1. How to make your website a “public” disclosure channel under new SEC guidance and RegFD
2. Notice-and-Access Press Releases; An interview with Jason McGruder, VP Investor Relations at BGC Partners
3. Web Disclosure Q1 Trends: Google, Expedia & 4 others leading the pack
4. SEC Guidance enables corporate websites and blogs to be fair disclosure
5. Web Disclosure Adoption On the Rise

Related posts brought to you by Yet Another Related Posts Plugin.