April 28, 2011

The Exploding Growth of Social Media: Securities Law Issues to Consider

The explosion in social media these days is evident by any number of ways. One obvious way are the usage statistics themselves – check out these stats. Another is reading the amazing things that companies and investors are doing, mostly courtesy of Dominic Jones’ “IR Web Report” (eg. “Surprise as investor relations YouTube video goes viral”). For me, a sure sign is the high volume of panels on the topic that I have been kindly invited to over the next few months.

But even if you never envision yourself as a blogger or conversing via Twitter, you can’t ignore that your clients are. To best understand how fast the use of social media by public companies – and investors – has grown, I encourage you to read Dominic’s blog entitled “Social media investor relations reaches tipping point” and then tune in on Tuesday for our webcast – “Tackling Social Media Issues” – during which the panel (including the SEC’s Corp Fin Chief Counsel Tom Kim) will discuss a myriad of issues that likely will catch you off guard, including:

– Can a tweet make information public for purposes of Reg FD?
– Who is a “senior official” or company representative for Reg FD purposes when it comes to social media?
– Have companies implemented the SEC’s web disclosure guidance? How? Or why not?
– How have companies made inadvertent premature disclosure through their own website leaks (or leaks through third-parties)?
– How has social media been used for annual meetings? By third-parties soliciting?
– Are e-Forums being used? And how?
– Are there issues if a company is selectively tweeting only positive news?
– How about if companies are tweeting their own earnings guidance over and over again?
– Can tweeting about products & services raise securities law issues?
– What issues can social media pose for ’33 Act offerings? How about for pre-IPO companies?

I’m not sure how we will cover so much in the span of an hour, but you can see how many issues there are to consider. I rarely talk up a webcast so much before it happens – and I am biased since social media is near and dear to me (follow me on Twitter) – but I do believe this is a groundbreaking program. Tune in and find out. Note the new time of the program of 12:00 – 1:00 pm eastern.

Book Review: Social Marketing to the Business Customer

Recently, I wrapped up one of the first books of its kind – “Social Marketing to the Business Customer” – courtesy of one of the authors, Eric Schwartzman. For law firms and others that covet other professionals as clients, this is a good resource to understand how vital social media is to your future – and how best to leverage that opportunity. Using social media certainly requires a different approach than what firms have been accustomed to in the past since it requires you to be part of the “conversation.” Red tape is a hazard here.

The book contains nice examples of how companies have used social media to reach out to their clients (and potential clients) in ways that were always dreamed about, but not realized until now. And it has a great section on how to overcome internal objections to embracing this future (particularly helpful for law firms, who are notorious to be among the last to embrace new technology to their advantage). I’ll be blogging more in this area as I wind my way through my speaking gigs over the next few months…

Study: Rate of CEO Turnover

Recently, Equilar issued this study on CEO turnover in the S&P 1500. A few key findings:

– 381 companies in the S&P 1500 changed CEOs once from 2007 to 2009; 33 changed CEOs twice or more.
– Three-quarters of incoming CEOs were internal hires, while a quarter came from outside the firm.
– Women are gaining ground as executives: 17 outgoing male CEOs were replaced by women.

– Broc Romanek