New Trends in Investor Relations National Investor Relations Institute (NIRI) U.S.A. 1 National Investor Relations Institute (USA) NIRI was chartered in 1969 as a professional association of corporate officers and IR consultants responsible for communication between corporate management, the investing public and the financial community. Located near Washington, DC, NIRI is the largest professional IR association in the world with more than 4,000 members representing 2,000 publicly held companies and $5.4 trillion in stock market capitalization. 2 Our Mission NIRI is dedicated to advancing the practice of investor relations and the professional competency and stature of its members. (Adopted 1992) Members must sign NIRI Code of Ethics Membership can be terminated 3 NIRI Board of Directors Chair: Bina Thompson Vice President, Investor Relations Colgate-Palmolive Company Don De Laria Vice President, Investor Relations Regal Entertainment Group Jenny Kobin Vice President, Investor Relations & Corporate Commun. Inspire Pharmaceuticals Elizabeth Saunders Co-Founding Partner Ashton Partners K. Blair Christie Senior Vice President, Corporate Communications & Investor Relations Cisco Systems, Inc. Carol DiRaimo Vice President of Investor Relations and Corporate Communications Jack in the Box, Inc. Catherine Mathis Senior Vice President, Corporate Communications The New York Times Company Douglas Wilburne, CFA Vice President, Investor Relations Textron, Inc. Derek Cole Vice President, Investor Relations & Corporate Communications ARCA biopharma, Inc. Jeff Galow Vice President, Investor Relations Quanex Corporation Nicole McIntosh Director of Investor Relations Waddell & Reed Financial Bradley Wilks Chicago CEO and Managing Director Sard Verbinnen & Co. Sally Curley Senior Vice President, Investor Relations Cardinal Health, Inc. Barbara Gasper Group Executive, Investor Relations MasterCard Incorporated David Prichard Vice President, Investor Relations & Corporate Communications Corn Products International Mona Zeehandelaar Principal Investor Relations Towers Perrin 4 NIRI Members • A “typical” NIRI member – Background in Finance or Communications – Has 10 or more years of IR Experience – Titles • 33% Vice President/Assistant VP • 27% Director • 13% Manager – Their Company • U.S.$500 million to U.S.$5 billion in market capitalization • Staff of 2 – 3 in IR department 5 NIRI’s Focus: Global IR 1. Information 2. Education 3. Advocacy 4. Community/Networking 6 NIRI’s Focus: 1. Information Body of Knowledge www.niri.org Weekly: IR Weekly e-newsletter Monthly: IR Update magazine Regularly: IR Practice Research Regularly: Executive Alerts Regularly: IR Advisor NIRI Ethics Council Confidential advice 7 NIRI’s Focus: 2. Education 12+ Instructor led courses yearly 20+ Online webinars annually 3 day Annual Conference University Relationships U. of Michigan, U.Cal. Irvine NIRI Standards of Practice NIRI Bookstore 8 NIRI’s Focus: 3. Advocacy International Organization of Securities Commissions (IOSCO) Washington, U.S.A. Securities and Exchange Commission U.S. Congress Peer Organizations Global IR Societies GIRN (Global IR Network) CFA Institute 9 NIRI’s Focus: 3. Advocacy Raising IR profile and status IR as a profession Gaining influence In the C-Suite (CEO, CFO, COO) 10 NIRI Chapters 11 NIRI’s Focus: 4. Community/Networking Online Membership List Company, industry, location Social Media – NIRI groups on LinkedIn Face Book Twitter Topical & Issue Communities Emerging Issues Committee 12 Our World is Changing: Financial Market Trends Exchanges/Bourses Sell-Side: Investment Banking Buy-Side: Institutional Investors Regulations Financial Communications Economic Slowdown 13 Exchanges/Bourses Trends Global For-Profit Exchanges NASDAQ-OMX NYSE-Euronext Horizontal Expansion Equities, options, futures Vertical Expansion Complete IR services Websites Surveillance And much more 14 Exchanges/Bourses (continued) Lost Linkage between Listing & Trading Wholesale vs. Retail Separation Darkpools/Alternative Trading Systems Fairness (Best Price) Transparency (Who is trading your stock) 15 Sell-side: Investment Banking Where is the added value? Information readily available Fair disclosure and data services providers Cost Cutting Research limited Lost Commissions (Dark pool competition) Direct Market Access, program trading Sell-side elimination/consolidation Lehman Brothers Merrill Lynch Bear Sterns IROs must prioritize, job more difficult 16 Evolving Buy-Side Hedge Funds Long-term trend: hedge funds growing Institutional investing going away Research is from within Some short term, others long-term More cooperation with other funds & firms Pension fund may own a hedge fund More Communication with IR departments Hedge funds no longer feared, are accepted But, no increase in transparency 17 Evolving Buy Side (continued) Sovereign Funds Growing! Expect an increase… Funding from Economies in Asia Oil & gas Relatively unaffected by market Long term, passive investors Investment in projects in own countries Many are following code of conduct International Monetary System 18 Evolving Buy Side (continued) Passive Index Funds Versus active mutual funds Copy index performance Attractive to U.S. investors Difficult for IR Beyond reach of communications Can influence stock price 19 Evolving Buy Side (continued) Private Equity Rapid growth before downturn Availability of capital Cyclical business Quiet, but lurking Stay prepared for takeovers Spin off companies as IPO 20 Regulatory/Governmental Trends Abusive short selling is everywhere Governance & Activism Board Shareholders “Say on Pay” – in U.K. Corporate Social Responsibility “Green” movement 21 Regulatory/Governmental Trends (cont’d) Transparency & Consistency XBRL Extensible Business Reporting Language U.S. Top 500 countries in 2009, more in 2010 and 2011 IFRS International Financial Reporting Standards Global regulation convergence Briteline test Meaningful principles 22 Communication Trends Growing importance of web Migration from static to usable data Web is first point for information Contact Financials Communications hub/social media Corporate blogs Investor forums Twitter, FaceBook, LinkedIn, Ning 23 Our World is Changing: Economic Trends 2009, 2010 • • • • • Layoffs Commodity price fluctuations Global downturn Strength of U.S. dollar Less capital for growth and borrowing 24 Global Trends in IR: NIRI and Bank of NY Mellon Survey • Key findings • • • • 90% of all respondents have increased or maintained the same level of communications with analysts and investors Financial companies led all sectors with regard to increasing their communications (67%) and were the most likely to have changed their outlook horizons (65%). The most frequent shift in IR messaging • Credit concerns (66%) • Outlook horizon (50%) • Cost-cutting (50%). Growth of potential investor opportunities in 2009 seen in the U.S. (69%), the U.K. (51%) and Continental Europe (51%) 25 Effect of volatility of the financial markets on IR department’s communications activities with analysts and investors? 26 Have any recent analyst questions prompted you to shift your IR communications messaging in any of the following areas? Credit concerns Outlook horizon Cost-cutting Rising cost inputs Yes No Currency risk Consumer demand Country risk Emerging market demand 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% 27 Coping with Financial Crisis: NIRI Member Survey • Key findings – Increased phone calls from the buy-side – International Road shows have decreased – Interaction with C-Suite (CEO, CFO) has increased – Change in earnings guidance – some have limited or eliminated guidance – Less effect on IR for large companies • Members are making due with less! 28 Investor Relations • How does IR evolve to meet the changing world? 32 Evolving IR to meet an evolving world 1. IR foundation Consistency Credibility Transparency Responsiveness 2. Focus on Buy-side 1st then Sell-Side 3. Be aware of market participants Traders (short term) Hedgers (medium term) Investors (long term) 4. Use corporate market access to your advantage Not just for brokers Dark Pool offerings Stand-alone web offerings 33 Evolving IR to meet an evolving world 5. Balancing outward communication with intelligence gathering What are investors thinking Is activism coming 6. Know company intimately Income statement Balance sheet (especially now) Debt structures Governance 34 Evolving IR to meet an evolving world 7. Reach out and understand all investors/users Traditional institutions Hedge funds Passive investors (index funds) 8. Champion financial communication mediums Traditional print Website information Social networking 35 Evolving IR to meet an evolving world 9. IR in turbulent times Do not hide or cancel meetings Communicate company’s value & growth story If stock price declines from market pressures rather than specific events, push value Monitor stock performance relative to peers Continue to use IR best practices Circle around to potential investors you’ve contacted in the past couple of years – things have changed and they may be interested Make sure employees are communicating and know the company message, as they are some of your best spokespersons 36 Evolving IR to meet evolving world 10. IR is the gatekeeper Proper disclosure Proper transparency In a manner that is: Consistent Credible Responsive 37