Public companies are beginning to cautiously adopt social media as a disclosure channel. This area has experienced substantial changes lately as the SEC moved from a posture of threatening action against Netflix’s CEO for a post he made on his personal Facebook page to adopting a more relaxed and expansive position. This was really just… Continue Reading
Tag Archives: Robert C. White
SEC relaxes restrictions on social media postings (but Regulation FD still applies)
Posted in Disclosure GuidanceThe SEC tiptoed into the twenty-first century as the agency validated the use of social media sites in certain situations for disclosure of information by publicly traded companies. This social media disclosure is subject to some constraints, but it is a positive move for public companies, shareholders and potential investors who are social media users. … Continue Reading
Potential good news for growth companies: Nasdaq to set up new private market for unlisted stocks
Posted in Capital Raising, Technology Company IssuesNasdaq OMX Group, Inc. announced today that it will enter into a joint venture with SharesPost, Inc. to form a marketplace for the trading of shares of unlisted companies. This is an interesting and cutting edge move that solves some problems for both Nasdaq and SharesPost. This new marketplace should be very positive for rapidly… Continue Reading
Cybersecurity legislation continues to move forward
Posted in Disclosure GuidanceSenator Jay Rockefeller (D., West Virginia), the most vocal proponent of cybersecurity legislation, has renewed his focus on cybersecurity legislation. He has sponsored previous cybersecurity-related legislation, but has been unable to implement any meaningful legislation in this area. His prior sponsorship of the proposed Cybersecurity Act of 2012 initially seemed to draw support in the… Continue Reading
SEC advisory committee to recommend formation of small company securities exchange
Posted in Capital RaisingAn SEC advisory committee is likely to recommend that that the SEC support the formation of a new securities exchange designed especially for small cap and micro cap public companies. While this new exchange is a long way from approval and operation, strong SEC support could substantially increase its chances of successful implementation. This… Continue Reading
Video Interview: Discussing the Regulation FD concern with Netflix over Facebook post on LXBN TV
Posted in Disclosure Guidance, Technology Company IssuesFollowing up on my post on the subject, I had the chance to speak with Colin O’Keefe of LXBN regarding the SEC sending a Wells notice to Netflix and its CEO over a Facebook post the latter made. In the interview, I explain what happened, why the SEC is displeased and why it needs to… Continue Reading
Netflix CEO’s Facebook post leads to possible Regulation FD action by SEC – Time for some changes
Posted in Disclosure Guidance, Technology Company IssuesThe use of social media as a public company information channel encountered a roadblock on December 5, 2012 as Netflix, Inc. and its CEO, Reed Hastings, both received Wells notices from the SEC regarding a prior Facebook post that Mr. Hastings had made. A Wells notice is a notification from the SEC that it intends… Continue Reading
Careful with that tweet! Social media considerations for public companies
Posted in Disclosure Guidance, Technology Company IssuesSocial media use has experienced a meteoric rise. According to Tweetsmarter (a social media blog), the top five social media sites (Facebook, Twitter, LinkedIn, Google+ and Pinterest) have 1.8 billion users. Many companies have also embraced social media use as a cheap and efficient channel for the dissemination of information. Good examples here include Best… Continue Reading
Cybersecurity issues continue to draw attention
Posted in Disclosure Guidance, Technology Company IssuesCybersecurity issues continue to be a hot topic for companies. As discussed in my prior blog posts, “Get ready for increased cybersecurity disclosure requirements” and “SEC pushes for disclosure of hacking incidents”, the SEC continues to focus on cybersecurity and data breach items and has now begun to encourage public companies to disclose them, even… Continue Reading
SEC pushes for disclosure of hacking incidents
Posted in Disclosure Guidance, Technology Company IssuesA number of well-known companies, including Zappos.com, Google, Quest Diagnostics, Eastman Chemcial and AIG, have recently experienced actual or potential intrusions into their computer systems and related confidential data. Some of these incidents have been active criminal attacks by sophisticated hackers, while others have resulted from situations such as lost or stolen laptops. The frequency… Continue Reading
Significant stock price questions loom as Facebook lockup restrictions begin to lapse
Posted in IPOs, Technology Company IssuesMore interesting times have arrived for holders of Facebook stock. The stock, which has been brutally beaten down from its IPO price, faces new challenges as the “lockup” restrictions (which have been in place since the IPO) began to expire on August 16. This means that a significant number of Facebook shareholders are now able… Continue Reading
Get ready for increased cybersecurity disclosure requirements
Posted in Disclosure Guidance, Technology Company IssuesNew mandated cybersecurity disclosure requirements appear to be imminent. Cybersecurity has become a critical issue for most companies, and almost all companies today face cybersecurity risks due to the substantial increases in the volume of data and information stored online, the rise of multiple platforms for accessing data and the sophistication of criminal hackers. Cyber… Continue Reading
That sounds risky: New generation of risk factors for technology companies
Posted in Disclosure Guidance, Technology Company IssuesThe “Risk Factors” section of any disclosure document is vital to the protection of the issuer. Generations of securities lawyers and accountants have worked into the night to develop lists of risks that would make any sane potential investor run away screaming. Most of us have seen innumerable examples of conventional risk factors like competition,… Continue Reading
The Facebook IPO – From Sure Thing to Big Mess
Posted in IPOs, Technology Company IssuesFacebook’s IPO seemed like a sure thing only a short time ago. This iconic leader in the technology space led by a charismatic CEO seemed destined to have a blockbuster IPO. The IPO encountered a number of substantial problems and challenges, however, and the stock’s post-IPO performance has been far less than stellar, with none… Continue Reading
Groupon has accounting problems (again)
Posted in Corporate Governance, Technology Company IssuesOne of the most well-known and popular Internet companies, Groupon, Inc., has again encountered significant accounting problems. These problems appear to be potentially severe. This situation is very negative for Groupon, but it also has troubling ramifications for the entire technology industry and especially for technology companies that have recently gone public. There is also… Continue Reading
SEC’s No-Action Letter is good news for pre-IPO companies
Posted in IPOs, Technology Company IssuesOn February 13, 2012, the Securities and Exchange Commission issued a No-Action Letter to the Fenwick & West LLP law firm. This No-Action Letter is good news for private companies that are approaching the statutory 500 shareholder limit (which would generally require them to register as public reporting companies under Section 12(g) of the Securities… Continue Reading
New Cybersecurity Disclosure Obligations for SEC Filings
Posted in Disclosure Guidance, Technology Company IssuesRisks of Cyber Attacks If you are an executive for a public company, new SEC guidance requires you to consider cybersecurity in your ongoing periodic reports. As evidenced by the barrage of news reports over the past couple of years, cyber incidents have become very significant events for all types of companies. A recent example… Continue Reading
Technology IPOs – Where Do We Go From Here?
Posted in IPOs, Technology Company IssuesSome of the best known names in technology were able to conduct initial public offerings during 2011. These included technology companies like LinkedIn, Pandora, Groupon, Zillow, Demand Media and others. This will likely continue tomorrow as one of the most highly anticipated technology company offerings of the year (Zynga, a developer of online games for… Continue Reading
Positive Events in Small Company Capital Raising Arena
Posted in Capital Raising, Technology Company IssuesThe economic events of recent years have hit small companies particularly hard. While virtually everyone has suffered, small companies endured a double hit as they experienced substantial challenges to sales and profitability as well as a widespread inability to raise capital. This inability to raise capital was made worse by these economic events, but the… Continue Reading
Financing Early Stage Companies–Dealing With the “New Normal”
Posted in Capital Raising, Technology Company IssuesWe have recently experienced some of the worst financial and economic conditions that we (hopefully) will see in our lifetimes. Most of us have been touched personally by these conditions. It appears that economic and financial conditions will continue to get better, but these situations have created some ongoing challenges that will continue to face… Continue Reading