The Discloser

Say hello to Heisler Communications

2011-11-24T10:00:00.000-05:00

Poorly communicated investment propositions are a dime a dozen. Heisler Communications can help ensure that a company’s messaging and marketing materials are effective and compelling.

Heisler Communications provides a full array of investor relations and corporate communications services ranging from developing and implementing communications plans – to developing pitchbooks, websites and other marketing materials – to planning and executing effective investor outreach campaigns.

Heisler Communications can also help private companies prepare to go public – working closely with bankers and other advisors; developing marketing materials; and, coaching to help clients understand what it truly means to become a public company.

IPO preparation services include:

· Development of a professional investor presentation

· Key message development

· Drafting of speaking notes and/or script

· Presentation coaching and Q&A preparation

· Drafting business description of filing statement or prospectus

To learn more about Heisler Communications visit www.heislercommunications.com

Comment: Why IROs shouldn’t use the telephone, conduct investor meetings and other hogwash

2011-03-11T14:57:00.002-05:00

On March 3, 2011, Inside Investor Relations, a blog (or non-blog according to their editor’s comments?) published by IR Magazine featured an article titled, “Comment: Why IROs shouldn’t use social media”. The article stirred a few comments from parties that are currently involved in investor relations (some readers will have a slight chuckle at the play on the word “currently”). Those who commented argued that times have changed since the days of the fax blast and newsfeeds running off the printing press.
But let’s take a closer look at the merits of what the article itself discussed.

First, the author indicated that IR practitioners don’t blog or tweet, and “rarely put things in email.” One of the reasons given for this is that using these tools would result in selective disclosure.

Indeed a growing number of IR practitioners ARE tweeting and communicating through blogs. This may not have been the case in 2007, but times are changing. Some of us move forward, some earlier than others. Others reminisce or even fight to hold on to the past.

Now let’s tackle the selective disclosure argument. The fear, I guess, is that IRO’s wouldn’t want to discuss anything using social media because it would be to a selective audience. Certainly the author must also be against talking to investors over the telephone, or heaven forbid, in a closed-door meeting. Social media is pervasive and viral by nature. Far less selective than private telephone conversations and one-on-one meetings.

Perhaps the fear is really that an IRO might be held accountable to what they say if they do in fact use social media. There is some permanency to things discussed on the web and anyone and everyone can see it. Why else would the author discuss her inability to differentiate between “something that is simply interesting to investors and something that is considered material enough to be put in a news release”. Unless, of course, she really can not tell the difference between providing context and disclosing new material information. Yikes. Maybe there is a need for an IRO certification program after all. Intro to IR 101 – What is Materiality?

I am not even going to bother discussing the silly comment in the article saying that the target audience doesn’t “view company blogs, YouTube and Twitter to track companies.” There have been more than enough statistics put forward in the past two or three years that say otherwise.

Next, the author goes on to say that communicating with social media and writing blog posts is very time consuming and inefficient – that this time could be better used making ten telephone calls to investors. Hogwash! A well run blog, Twitter account or Facebook Page can save an IRO time. Most of the questions IRO’s get, especially around the time of an announcement, are repetitive. A well aimed blog post just might result in you not having to make those ten calls (or at least they would be much shorter calls).

Oh, right. Everything you say over a social media channel or blog has to go through a long editorial and vetting procedure with legal. What about your telephone discussions to a much more selective audience? Or those one-on-one meetings? Surely you are sticking to a script that has been vetted by legal for those calls and meetings too, right? Most likely not.

Oh, and if you are not disclosing new material information, just making information more readily available and/or providing context, I am sure you can save on some of those legal bills.

The importance of the IR website

2011-03-11T14:55:00.002-05:00

A quality investor relations website is a valuable dissemination tool that can inform and influence opinion. Given the size of audience that it is possible to reach, it pays to develop the most content rich site possible. Having rich, up-to-date content is key to building a quality investor relations website. The most oft cited frustration for online audiences is out-of-date information. Posting new content as soon as it is available, periodically reviewing all content for relevance and checking links to ensure that older information is still accessible are all ways to increase user satisfaction.

With increasing competition for investor dollars, a robust, user-friendly IR section can support the generation of new interest in your company while at the same time ensuring that existing shareholders have quick and easy access to the information they require. A quality IR website can also “level the playing field” among issuers as it is relatively easy (and relatively inexpensive) for a smaller issuer to provide the same level of information to investors as a larger one.

The website and all other electronic disclosure media should be considered an extension of your normal disclosure practices and are therefore subject to the same laws, rules and regulations. At least in Canada, the corporate website is not a substitute for regular continuous disclosure through an approved newswire, but rather an adjunct to proper disclosure practices. The IR section should provide a constant flow of valuable supplementary information to all investors on a regular basis, keeping them well informed and allowing them to make quality investment decisions.

3 Mining issuers drinking social media Kool-Aid

2011-03-11T14:50:00.001-05:00

Check out this SlideShare Presentation:

3 Mining issuers drinking social media Kool-Aid

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IR needs to help educate investors about IFRS

2010-11-29T15:35:00.000-05:00

From the Cinaport Blog - IR needs to help educate investors about IFRS and its impact: http://post.ly/1Ga5k

The changeover to International Financial Reporting Standards (“IFRS”) in Canada begins on January 1, 2011. With the deadline for the IFRS changeover fast approaching it is becoming clear that investor relations professionals will have to help educate investors about the differences between accounting standards and the impact that the changeover will have.

According to the results of a recent members survey conducted by the Canadian Investor Relations Institute (“CIRI”), “a significant portion of the Canadian investment community is not prepared for Canada’s transition to IFRS.”

“What really jumps out is the important educational role that investor relations professionals play in this transition,” said Tom Enright, President and CEO of CIRI. “Australian research shows companies that proactively provided a greater level of IFRS disclosure during their conversion to IFRS in 2005 benefitted from more accurate analyst forecasts. Therefore, we applaud those Canadian Issuers that have provided and are planning additional communication efforts to assist the Street in understanding the impact of IFRS. I strongly encourage other companies to follow suit.”

China Stocks: The Good, the Bad and the Ugly

2010-11-05T08:50:00.001-04:00

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China Stocks: The Good, the Bad and the Ugly

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6 reasons to start an investor relations blog

2010-10-28T09:15:00.001-04:00

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6 reasons to start an investor relations blog

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Going public via RTO

2010-10-06T11:25:00.000-04:00

While small and medium-sized businesses deciding to go public face challenges, including capital requirements and regulatory hurdles, the advantages of public trading status can sometimes far outweigh the disadvantages. However, once the decision to go public has been made, companies next have to decide whether they will do an initial public offering (“IPO”) or go public through the less glamorous means of a reverse takeover (“RTO”).

Investopedia defines an RTO as “a type of merger used by private companies to become publicly traded without resorting to an initial public offering. Initially, the private company buys enough shares to control a publicly traded company. The private company's shareholder then uses their shares in the private company to exchange for shares in the public company. At this point, the private company has effectively become a publicly traded one.”

While it is not quite as simple as that definition would make it sound, it can be a fair amount easier than going public by way of an IPO. In fact, there are a few advantages for (mainly smaller) companies to go public through an RTO rather than an IPO. Among the advantages:

Shorter timeline – Whereas the process for doing an IPO is often tedious and long, an RTO can be accomplished in a fraction of the time, sometimes measured in weeks or a few months rather than up to a year or more for an IPO.
Less stock dilution – With the RTO route, companies can go public without raising much (or in some cases, any) additional funds.
Less expensive – With an RTO, road show marketing is often less extensive and underwriting fees substantially lower than for an IPO. In fact, road show marketing and underwriting fees can be avoided entirely if there is no concurrent financing.
Companies considering going public via an RTO versus an IPO have to weigh these advantages against the disadvantages of the RTO route, namely, lower liquidity and lower visibility.

Also read: Chinese companies acquiring North American listings http://post.ly/12Grq

The biggest challenges faced by small-cap companies

2010-07-27T14:36:00.001-04:00

The biggest challenges faced by small-cap companies

View more presentations from Trevor Heisler.

Investor relations defined as a tag cloud

2010-07-27T09:37:00.001-04:00

Investor relations defined as a tag cloud

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Investing in China-based issuers: understanding the basics of foreign exchange

2010-07-22T16:59:00.000-04:00

Much has been said of the opportunities associated with investing in China. Having worked with a few China-based issuers, I thought it might be helpful to write a series of blog posts, over time, to cover off some of the intricacies of investing in Chinese companies that North American investors should have a basic understanding of, starting with foreign exchange.

The Chinese government has a fairly high level of control over the convertibility of the RMB into foreign currencies. In July 2005, the government reformed the RMB exchange rate regime into a managed floating exchange rate regime based on market supply and demand with reference to a portfolio of currencies, giving more flexibility as compared with the former system in which the RMB was pegged to the U.S. dollar. Under the reformed system, the People’s Bank of China announces the closing price of a foreign currency traded against the RMB in the inter-bank foreign exchange market after the closing of the market on each working day, and makes that price the central parity for trading against the RMB on the following working day. Chinese banks licensed to engage in foreign exchange transactions use that closing price as a basis and determine their own rate for foreign exchange sale and purchase transactions with customers. Although such regulations have provided for greater liquidity of the RMB, the RMB is still not a freely convertible currency.

For further reading on investing in China, please visit my Posterous blog at: http://trevorheisler.posterous.com/tag/china

Preparing for your annual meeting

2010-04-14T09:19:00.000-04:00

The key to a successful annual meeting is planning and preparation – not days or weeks, but months in advance. Companies must be prepared for shareholder activism, potential control contests and expressions of shareholder discontent with management – all of which could significantly impact the annual meeting.

Whether the issue is say on pay, board composition, stock option related or another matter, companies should begin their communications with their proxy materials, particularly their management information circular (“MIC”). In addition to being a regulatory document, the MIC provides an opportunity to communicate the strategic rationale in support of proposed resolutions. While the MIC communicates how the company feels its shareholders should vote, it is critical that companies know who their shareholders are – gaining insight into their concerns and who influences their voting decisions. This is best accomplished through regularly communicating and meeting with significant institutional and retail investors throughout the course of the year.

However, companies need to go beyond just knowing their shareholders, they need to gain insight into how their shareholders intend on voting on various resolutions at the annual meeting. If there is a potentially contentious issue on the ballot, companies may want to consider proxy solicitation. Companies should also be in regular contact with their transfer agent to monitor proxy voting leading up to the meeting date.

Recommended reading: “Annual Meeting Hot Buttons: New Survey Pinpoints Executive Compensation, Other Investor Issues IR Must Address” via IR Alert April 14, 2010

Have we lost interest in the annual shareholders meeting?

2010-04-14T09:17:00.002-04:00

The look, feel and substance of the annual shareholders meeting has changed significantly over time. Once extravagant affairs with hundreds in attendance, lured by the prospect of hearing management deliver a major announcement or discuss a new course of direction, they are now, with the odd exception, far more perfunctory events borne of legal necessity.

However, the annual meeting remains one of the single most important opportunities for public companies to address their shareholders. While the anticipation of a major announcement has waned in our world of continuous disclosure, today’s investors look to management to provide their strategic insight into the company’s long-term vision and growth plans at the annual meeting – more so than to discuss the previous year’s challenges and successes.

Competition for investment dollars remains very competitive. Companies need to communicate what sets them apart from their comparables and effectively articulate how key achievements, the company’s investment proposition and growth strategy combine to build shareholder value. The management presentation given at a company’s annual meeting is a key opportunity for communicating this message to the most engaged shareholders.

The annual meeting may never return to its glory days of yesteryear. But perhaps the ability to have live online voting and being able to pose questions online during live meetings will give annual meetings a much needed shot in the arm and bring back the retail investor. For more on this subject, I encourage you to read “More U.S. companies choosing virtual annual meetings” posted by Dominic Jones.

China Wind Power 2009 Annual Meeting Presentation

2010-03-23T08:43:00.001-04:00

The slidecast of China Wind Power International's 2009 annual meeting remains one of the most viewed investor relations presentations on SlideShare.

China Wind Power 2009 Annual Meeting Presentation

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Social Media & Investor Relations

2010-03-16T08:09:00.001-04:00

Check out this SlideShare Presentation:

Social Media & Investor Relations

View more presentations from Trevor Heisler.

Using SlideShare to Slidecast an Annual Meeting Presentation

2009-11-17T15:16:00.001-05:00

China Wind Power International (TSX-V: CNW) used SlideShare to Slidecast its AGM presentation.

China Wind Power 2009 Annual Meeting Presentation

View more presentations from Equicom.

In Canada, IFRS first, XBRL second

2008-12-19T14:11:00.005-05:00

XBRL will allow financial information to be extracted from an issuer's financial statements and compared instantaneously. This will potentially save analysts, regulators and other users considerable time, while creating a level playing field in terms of information access.

So why do Canadian security regulators appear to be taking a wait-and-see approach to mandating the use of XBRL?

Well, it really is a matter of timing. TSX and TSX-Venture listed companies are preoccupied with the challenges of converting to international financial reporting standards (“IFRS”) by the start of 2011.

According to James Turner, Vice Chairman of the Ontario Securities Commission, "Canadian regulators shouldn't require the adoption of XBRL before IFRS is implemented in Canada. From our point of view, the right sequence of events for our capital markets is first to make the transition to IFRS then adopt XBRL as a mandatory requirement."

In the meantime, he encourages the voluntary use of XBRL across Canada.

SEC mandates XBRL adoption

2008-12-17T17:21:00.001-05:00

Today, the SEC voted 4-1 in favour of requiring 500 of the largest public companies to use XBRL by mid 2009. To read the full story please click here.

In Canada, the securities commissions have not put it to a vote, but a voluntary filing program remains in effect. Canadian public companies should at least consider the voluntary program as a way to keep pace with their peers in the U.S.

In fact, major Canadian newswire, CNW Group, has partnered with EDGAR Online, Inc., to assist companies that want to participate in the Canadian Securities Administrators XBRL voluntary filing program.

XBRL - voluntary until mandatory

2008-12-12T16:17:00.004-05:00

It is widely believed that use of XBRL becoming mandatory is a question of when, not if. So, while we wait for the SEC's decision on whether to make XBRL mandatory for U.S. publicly traded companies, it is important to recognize that voluntary filing programs exist, not only in the U.S., but also in Canada and other countries.

Voluntary filing programs are not only evidence that firms see the benefits of early adoption, but also allow issuers to make the transition (and work out any kinks) according to their own timetable rather than being mandated to do so by regulators.

Voluntary filing is not new in Canada. In fact, the first Canadian issuer to adopt XBRL was The TSX Group Inc. (now the TMX Group Inc.) in early 2004.

SEC to decide whether XBRL will be mandatory in U.S.

2008-12-11T14:34:00.007-05:00

The SEC will meet on December 17 to decide whether to make XBRL (Extensible Business Reporting Language) mandatory for public company financial statement information.

In general, regulators claim that adopting XBRL will improve the efficiency and transparency of the public reporting process.

However, there is also the possibility that the push for XBRL may be put on hold indefinitely due to the current financial and economic crisis.

The introduction of XBRL enables automated processing of business information by software, eliminating laborious and costly processes of manual re-entry and comparison. Software can recognize the information in an XBRL document, select it, analyze it, store it, exchange it with other computers and present it automatically in a variety of ways for users.

XBRL can handle information in different languages and accounting standards. It can be adapted to meet different requirements and uses. Information can be transformed into XBRL by suitable mapping tools or it can be generated in XBRL by appropriate software.

Other countries, including Canada, France, Italy, South Korea, Brazil, India, Sweden and Singapore also have XBRL market implementations under way.

Welcome - The Shift to Electronic Media is Happening Now

2008-12-10T10:55:00.000-05:00

With the SEC ruling earlier this year that standalone website and blog postings, under specific circumstances, can meet the public disclosure requirements of Regulation FD, I figured it was about time I ventured into the blogosphere and joined the online conversations about topics relevant to financial reporting and investor relations professionals.

Despite (as IR Web Report recently discussed) the fact that most public companies have not yet made any changes to their disclosure practices as a result of the SEC ruling, more and more investors are turning to the web for their information than ever before.

From IR websites and online annual reports, to webcasts, webinars, blogs and podcasts, the shift to electronic media for investor communications is happening now.

It's time to join the conversation!