In this three-part conversation, Sharon Merrill President and Partner Maureen Wolff shares insights on the IPO process from an investor relations perspective. In our final installment, we discuss the next steps a company should take after becoming public.
The Podium: Hello, Maureen. Thank you for joining us again. In today’s discussion, we will focus on the actions companies should take after the initial public offering has priced. We imagine there is much to accomplish.
MW: There certainly is. Hopefully, at this point, a newly public company already has completed the many messaging and infrastructure tasks we discussed in our previous conversations. Those items include having in place a completed IR website, corporate communications policy and training in public company employee protocol, Regulation FD and public speaking. Other items include selecting vendors for various investor relations activities, such as IR website hosting and news distribution.
In this three-part conversation, Sharon Merrill President and Partner Maureen Wolff shares insights on the IPO process from an investor relations perspective. In this second conversation, we discuss preparing for life as a public company after the registration statement has been filed.
The Podium: Hello, Maureen. Thank you for joining us again. In today’s discussion, we will focus on the actions companies should take after they file the registration statement but before they price. What’s a good first step for them?
MW: At this stage, a pre-IPO company has been preparing the registration filing for several months. It is now very important to concentrate on having the investor relations function ready to hit the ground running as soon as the stock prices. One of the first things to focus on is the IR website. It needs to go live on the day of the IPO. There are many cost-effective providers that will host that section of the company’s website.
In this three-part conversation, Sharon Merrill President and Partner Maureen Wolff shares insights on the IPO process from an investor communications perspective. In this initial conversation, we discuss preparing for life as a public company before the registration statement has been filed.
The Podium: Why do some companies start preparing for an IPO well in advance?
MW: Planning for an IPO in advance actually leads to a much smoother process and greater success after the IPO. Because the registration process is so intensive and time-consuming, it’s a really good idea to begin thinking and acting like a public company before filing the S-1, S-11 or other relevant registration statement. When you look at the IPOs that have made smooth transitions to the public markets, they are most often those that began the long-term transformation to being a public company very early on.
The Podium: Can you provide an example of how companies should start thinking like a public entity far in advance?
By Maureen Wolff, President and Partner, Sharon Merrill Associates
For many companies, a looming activist shareholder is no longer the exception – it’s the rule. One reason is that an increasing number of hedge funds are using activism as a standalone strategy. Assets managed by activist hedge funds increased 42% in 2013 to $93 billion from $65.5 billion in 2012, according to Hedge Fund Research, Inc.
The swirl of activism has the C-suite and the board concerned. In a poll of executives for its recent Capital Conference Barometer, Ernst & Young reported that nine of 10 executives acknowledged that issues raised by shareholders have influenced boardroom agendas, with cost reduction and operational efficiency identified as the most pressing concern over the next 12 months.
The threat of activist investors encircling your company can be intimidating – unless you understand how to engage, respond and communicate. Here are 10 strategies to help you prepare. Continue reading
The Sharon Merrill Associates team is excited and proud to share our own unique connection to the 2014 Sochi Winter Olympics. Julia Marino, daughter of agency CEO and founder Sharon Merrill, will be competing for a medal in the Women’s Slopestyle Skiing competition. Julia is representing her birth country, the Republic of Paraguay, as the first athlete ever to represent the South American country at the Winter Olympics. A student at the University of Colorado, Julia will be proudly carrying Paraguay’s tricolor national flag during the opening ceremonies at Fisht Olympic Stadium on Friday, February 7. The 2014 games mark the first time slopestyle, a freestyle skiing event featuring a downhill obstacle course consisting of jumps and rails, is included in the Olympics. The Women’s Slopestyle Skiing event is scheduled to air on NBC at 8 p.m. ET on Tuesday, February 11. Please join us in cheering on Julia as she takes on Sochi!
To follow Julia’s Olympic journey, find her on Facebook and Twitter.
By Maureen Wolff, President and Partner, Sharon Merrill Associates
When the SEC last month charged First Solar’s former head of investor relations with violating its fair disclosure rules, the announcement gave more than a few IROs pause. And for good reason. Lawrence Polizzotto paid a $50,000 fine for the violation. Although corporate IROs and the financial press have focused on the settlement with Polizzotto, perhaps more critical for public companies is the SEC’s treatment of First Solar itself.
Rather than charge the company separately, the SEC said it decided to forego corporate enforcement because of First Solar’s “extraordinary cooperation.” This included the company self-reporting the violations to the SEC and its “environment of compliance,” which First Solar developed through its disclosure committee and additional Reg FD training for employees managing the company’s public disclosure.
But how many public companies are actively training their staff in Reg FD, insider trading or even the general responsibilities that come with working for a public company? For example, while instruction against insider trading is something every public company should be providing, there are numerous examples of public filers whose employees claimed they did not know they were violating insider trading laws. Many companies expect their managers and reporting staff to understand what it means to be a public company employee, but may not take the time to teach it. And if it is taught, the training may consist of just a single session right before the IPO – perhaps never to be offered again. Continue reading
By Maureen Wolff, President and Partner
When The Men’s Wearhouse dismissed George Zimmer, the company’s high-profile pitchman and executive chairman, this summer, observers were left wondering what had caused the split. The company announced it had parted ways with Zimmer, who founded The Men’s Wearhouse in 1973, on June 19, five hours before its annual stockholders meeting was scheduled to take place. It provided an extensive explanation from the board of directors via press release – six days later. In the interim, and for several days thereafter, fans of Zimmer and his iconic commercial appearances took to social media with cries of “foul.” Zimmer himself commented on his ouster through a number of media channels.
Zimmer’s split must have been particularly damaging from a communications and branding perspective. After all, it is difficult to even think of the men’s retailer without hearing Zimmer and his classic phrase, “You’re gonna like the way you look. I guarantee it.” But the travails of communicating succession aren’t limited to high-profile executives. In the past several weeks, we have seen changes or controversy at the top of a number of public companies, including J.C. Penney, Microsoft, Office Depot, Royal KPN and Vivendi.
Finding the next CEO or chairman is one issue. Communicating to investors that the board of directors has a sound plan for succession is quite another entirely. This means the challenge is two-fold: overcoming the stigma associated with internal succession discussions while a CEO – especially a successful one or a company founder – is still in place; and crafting a message that will ultimately calm investor fears about uncertainty caused by a pending transition. Continue reading