Thoughts on the 2012 NIRI National Conference

It is a well-known axiom among educators that different people learn in different ways. That’s why when you put together a program, you include a variety of different types of learning mechanisms. Alas, this is not a lesson that has been learned by the National Investor Relations Institute.

Last month I journeyed to Seattle to attend the NIRI Annual Conference. I had not attended the annual conference in several years and was hoping to get updated on the latest developments in the profession. What I was treated to was two and one half days of unremitting panel discussions. Not only that, but most of the panel discussions featured speakers that were subject matter experts in fields other than investor relations, so that we were hearing from them about specialized topics as they might relate to IR. The amount of coordination and preparation by and among the panelists appeared to be patchy at best. There may have been good information in there, but after the first couple of panel discussions I had gone numb.

Contrast this with TED Talks (http://www.ted.com/). If you’ve ever seen a speaker at TED, you know a.) They are passionate about their subject, and b.) They are committed to giving the talk of their lives in 18 minutes or less. The result is consistently fascinating information delivered in a riveting fashion. Why can’t NIRI, an organization of professional communicators, come up with a way to be as interesting? For communicators, a conference full of panel discussions is the equivalent of going to a decorators’ convention and seeing everything painted white.

So here’s a modest suggestion for the NIRI national conference: Put out a call to members of the profession for presentations, no more than 15 minutes in length, about something they do that is unique, different or best in class related to IR. The best presentations would then be featured at the NIRI National conference in front of their peers. Talk about a chance to shine and be recognized as one of the best in your profession. At the same time best practices would be shared in an entertaining format.

But it’s not just about sitting passively and listening to people talk. People learn by doing as well. Interactive learning through case studies is a great way for people to work with concepts in real life situations. The Houston NIRI chapter has successfully used case studies at the last two Southwest regional conferences they’ve organized and even received awards from NIRI for them. So when the Houston chapter offered to put on a case study at this year’s national conference, you would have thought that NIRI would feature it as a great change of pace and a different way to impart information. Instead, NIRI put the case study as an optional workshop after the main conference had ended. I was participating in the case study and even I was ready to go home by the time the case study started. As a result of the scheduling, only 30 people out of the 1,300 that attended the conference stayed around for the case study. Talk about the waste of a learning opportunity.

I have been making presentations for more than 30 years and have taught in business school for 5 years, and one thing I’ve learned is that people will remember things if you make it interesting and memorable. I hope that NIRI learns the same lesson before the next annual conference. 

Talking to Investors Before They Vote Their Proxy

I recently had the pleasure of being interviewed for a podcast by Broc Romanek who writes the blog The Corporate Counsel (www.thecorporatecounsel.net/blog). Broc’s blog is one of the best around for digging into the technical requirements surrounding dealing with the SEC. Sometimes the stuff is way too technical for me (and I used to practice securities law), but other times the information is really useful. Just to take and example, with Washington buried under two successive snowstorms that have shut down federal government offices, you might wonder how that affects your SEC filings that may be due or that you might wish to file. Broc knows and you can find out on his blog.

Broc’s interview was on one of my favorite topics, trying to place a value on investor relations. For those of you who want a quick overview (the whole podcast is only 8 ½ minutes long) on what the research says about the value of IR, you can find it here: http://www.thecorporatecounsel.net/nonMember/InsideTrack/2010/02_10_Palizza.htm

If you want fuller treatments about the research, see my blog post of July 7, 2008. Broc was even kind enough to put in a plug for my upcoming seminar, “Fundamentals of Investor Relations”, February 24^th at The Houstonian Hotel, Club and Spa in Houston.

For more information go to http://www.palizzapartners.com/Palizza_Partners/Seminars.html

During the interview, something that Broc said struck me as interesting and I thought it was worthy of commentary. Specifically, Broc mentioned that with all of the changes to proxy rules, disclosures and the way issues are voted, there needs to be more communication between IR and the legal team. I think that Broc is right. Too often, specific, mandated disclosures such as proxy compensation discussions get compartmentalized. Lawyers read the rules, write disclosures to conform to the rules and present them in draft form to IR and management. Anybody that’s not a lawyer hates to read this stuff – it’s technical, dry and reads like a lawyer wrote it. So there are usually minimal revisions and the dense, dusty verbiage gets plunked down into the proxy statement. It’s the great irony of this type of disclosure – the more you have of it, the less likely it is to get read.

Now if you think about this process, there is a crucial link missing. Nobody talks to the investors who actually vote the shares. This is somewhat akin to politicians running for office without doing any polling. So when corporate proxy votes come in and there are large withholds on certain issues, companies have only themselves to blame. Actually, that’s not quite true, because portfolio managers in general hate spending time on corporate governance issues. It distracts from what they see as their main mission – making money on stocks.

Here’s a couple of suggestions to bridge this gap: First, well in advance of proxy season, investor relations officers, together with their securities law counsel, should schedule a number of calls to key investors to discuss current disclosure issues in areas such as compensation and governance. The calls should be designed as a dialogue to discover how investors view the topics and not as advocacy. Remember, you can’t solicit votes without a proxy statement. What investors want to hear can then be incorporated into your disclosures. Similarly, when you’re out on non-deal road shows, ask to spend five minutes at the end of a visit discussing the firm’s views on disclosure issues, whether they be compensation, governance or social responsibility. In the larger firms this will mean that they will have to bring in someone at the end of the meeting, as there is usually a separate person that deals with proxy voting, but it is well worth the effort as it gives upper management an opportunity to hear investors’ concerns and thinking.

This is not a cure-all, as sometimes investors want to hear things that management doesn’t want to disclose or they want governance structures that management is unwilling to implement, but at least you’ll know prior to the vote being cast.

Efficient Markets and Investor Relations

There is still time to sign up for my seminar "Fundamentals of Investor Relations" on February 24th in Houston. Just go to my website, www.palizzapartners.com and click on the seminars tab for more details.

One of the things you learn about in finance class during the first year of business school is the efficient market hypothesis. In its simplest form, the efficient market hypothesis states that security prices fully reflect all available information. The implications of this seemingly simple statement are profound, because if current stock prices reflect all relevant information, then prices will change only when new information arrives. New information, by its definition, cannot be predicted ahead of time, and therefore stock prices cannot be predicted ahead of time and will be random.

The efficient market hypothesis gave rise to an entirely new investment vehicle, the index fund, as numerous studies were done showing that active investing could not beat the market over the long term, after taking into account transaction costs and overhead.

There are actually three versions of the hypothesis: The strong form, which posits that ALL information, both public and private, is embedded in a security’s price; the Semi-strong form, which holds that all publicly available information is reflected in the stock price; and finally the Weak form, which says that a stock’s price reflects all information that is contained in the past prices of the stock. Of the three forms, financial economists are pretty much in agreement that the Strong form, that security prices embed all information about a stock, both public and private, overstates the case. If it were true, insider trading would not reap abnormal profits, which it clearly does. Most settle on the Semi-strong form of market efficiency as their preferred thesis. Since Eugene Fama initially wrote about efficient markets in 1969 literally hundreds of event studies have been done showing that markets rapidly react to widely available information.

So, you may ask, what has all of this got to do with investor relations? The key here is that investor relations has a fair amount of discretion over what information becomes widely available. Forget for a moment what you have to disclose because of regulations and quarterly filings and think instead about other things that make up your company.

Just to take one example, say you have a terrific management team. If you don’t get them in front of investors so that they can judge how great they are, that information is not widely available and the market will never know about it. If investors don’t know how good the entire management team is, they can’t build that into their expectations of future profits and therefore it will not be reflected it in your stock price.

Another example is corporate culture. Nothing in the regulations or disclosure requirements will ever force you to talk about your company’s corporate culture. Yet that very same culture may be a big reason behind your company’s performance and its future prospects. Wal-Mart comes to mind as a company that puts its culture in front of investors by letting them attend Saturday meetings in Bentonville and welcoming them to the extravaganza they have each year at their annual shareholders’ meeting.

What you choose to disclose is entirely up to you and (here’s the rub) your management. Every company is good at something – brand management, technical expertise, distribution or operations, to name a few. Disclosing data of this nature with investors can help them more efficiently value your stock. The key is that the information has to be widely available. That doesn’t mean that you have to disclose it in your filings or put out a press release. Not all information rises to the level of materiality. But it does mean that you have to have a consistent effort to disclose those pieces of information, both in good times and in bad, to all your investors.

Do that and you will have done your part in making the markets more efficient.

Learning from European IR Websites

First, a brief announcement: registration is now open for my seminar, “Fundamentals of Investor Relations” to be held February 24^th at The Houstonian Hotel. If you are interested in attending, simply go to my web site www.palizzapartners.com, click on the Seminars tab and follow the instructions at the bottom of the page to register. We are offering a high quality educational experience at a compelling price.

And now for something completely different (apologies to Monty Python): Like most modern day office workers, I spend a lot of time in front of my computer getting information off the web. When I do research on companies, I usually start at a general financial information site (my personal favorite is Google Finance, but there are plenty of others out there) to get a quick overview before moving to the company’s investor relations site. What I find when I get there is that many of the investor sites for U.S. companies tend to be very cookie cutter in their approach. In short, the sites are not very interesting or innovative. My impression is that the sites have been assembled from a menu of standard options, sort of the way you can order off a Chinese menu.

I find this somewhat depressing, given the decline in print media as a means of delivering a company’s story and the inherent flexibility that the web provides. As I thought further about it, my conclusions were that there are probably two factors at work here. First, most companies choose to outsource the process of building and maintaining the investor web site portion of their company’s site. I can’t say I blame them for this, as A. doing this well is beyond the capabilities of most smaller companies and B. if you’ve ever worked in a large corporation that maintains the web site internally, you know that investor relations is well down the priority list of most programmers.

Second, the market for providing outsourcing of investor relations sites is essentially a duopoly in the U.S., with all the implications that has on pricing and innovation. Least you think I’m just talking through my hat, over the past couple of years I have spent a fair amount of time looking at European investor relations web sites, and in a number of respects, they do it better. For example, as you can see in the screenshot below, the Italian energy company ENI has a killer main IR page that allows you to customize how you want the information to look through the use of movable widgets.

Or how about a graphics generator for your key data? The screenshot below comparing net income to free cash flow is a graph I generated on the website of EADS, the European defense contractor. The entire process took me six clicks of my computer mouse – no cutting and pasting, and no downloading financials and parsing through the entries and fussing with excel charting functions.

Finally, we live in an increasingly mobile society, but U.S. investor sites seem to think that everyone is sitting at their desk. Below is a screenshot of the Stay in Touch page for Aviva, the U.K. insurance company that gives investors a number of ways to receive their information.

The point of all of this is that here in the U.S. we tend to get a bit insular. We have the largest and most robust capital markets in the world, so naturally we think everything we do connected to those markets is the best as well. However, there seems to be some very innovative things being done for investors in Europe. We could improve our web sites by broadening our horizons a bit.

A Pricing Guide to Executive Education in Investor Relations

Competition is a wonderful thing. Competing offerings generally result in better offerings, more choices and lower prices for the customer. Conversely, when an organization has a monopoly or near monopoly on a product, prices go up and there is no way to know if you are getting the best the market has to offer. If you don’t believe me, just think about what American cars were like before they started to get serious competition from Japanese and German cars.

Until recently, people who wanted to go to educational offerings about investor relations have had very limited choices at very high price points. That’s why I’ve developed my seminar, “Fundamentals of Investor Relations”.

Talk is cheap (unless, evidently, you want to hear it about investor relations), so I thought I would set out how my new seminar compares to what’s currently being offered and let the readers decide.

Fundamentals of Investor Relations

Cost: $475

Duration: one day

Location: Houston, Texas

Instructor: John Palizza (me), lecturer at Rice University Jones Graduate School of Business, developer and teacher of the only MBA level investor relations course taught anywhere.

NIRI Introduction to Investor Relations

Cost: $1,195 for members, $1,495 for non-members

Duration: two and one-half days

Location: Boston, Massachusetts and Santa Monica, California

Instructors: Volunteer consultants, IR practitioners and NIRI staff

University of Michigan — Theory and Practice of Investor Relations

Cost: $7,200 for members, $8,100 for non-members

Duration: five and one-half days

Location: Ann Arbor, Michigan

Instructors: University of Michigan finance professors and Jeffrey Morgan, NIRI president.

Online Certification Program in Investor Relations, offered with the University of California, Irvine

Cost: Six required courses and one elective course at $660 per course for members, $860 for non-members, plus one elective course at $575, textbook cost of $100 per course and $125 candidacy fee. Total cost: $5,360 for members

Instructors: various volunteer practitioners

Certificate Program in Investor Relations at NYU School of Continuing and Professional Studies

Cost: five courses at $775 each, total cost $3,875

Instructors: various volunteer practitioners

If you’re wondering why I can offer this seminar at a price point much lower than anyone else, the answer is that I am much more interested in elevating the educational level available for the discipline of investor relations than I am in making a lot of money. Don’t get me wrong, I’m as driven by the profit motive as any good capitalist, but frankly, I think current offerings are overpriced, inconvenient and take way too much of people’s time. I know what the costs are to put on a seminar and I don’t see it justifying the pricing I see. I think the seminars are being priced for what the traffic will bear, not to the marginal cost of the product.

So here’s my promise: Attend “Fundamentals of Investor Relations” and you will be given the basic knowledge about investor relations you need to have a solid grounding in the legal, marketing, finance and stock valuation aspect of the discipline. I also promise you that we will not waste your time. And we won’t force you into a vendor’s showcase for “networking time”. All we’ll do is have a dialog about the essential knowledge you need to know to do your job well. When all is said and done, I believe you will get a better product – one that is used in a MBA curriculum - at a lower price than anyone else is offering.

This is my first time offering the seminar and it’s being offered in Houston. If we have success, we’ll bring it to other cities, so that it’s convenient to the customers.

If you’re interested, or know someone who might be interested, you can find more information about our upcoming seminar on February 24, 2010 under the Seminars tab on my website http://www.palizzapartners.com or you can email me at john@palizzapartners.com or call me at 281-727-6775. I love to talk about this subject.