Thinking Ahead

How often do you see or hear of someone and wonder “What were they thinking?”, or some less gentile variation of that? Too often it seems that there was no thinking involved.

This, of course, got me to thinking … about a training session for current and future group leaders I helped lead over the summer. The purpose of my portion of this training was to demonstrate with my partners an approach these group leaders could adapt and use to teach their teams basic critical thinking skills.

Critical thinking is not negative thinking.  It’s a process of

actively and skillfully conceptualizing, applying, analyzing, synthesizing, and/or evaluating information gathered from, or generated by, observation, experience, reflection, reasoning or communication

Foundation for Critical Thinking

In other words, it’s about reflecting and evaluating information received to transform it into knowledge and understanding.

For this training session our challenge was to not get into the technical – indeed there are whole college curriculums surrounding the subject matter that we could have addressed – but rather engage participants’ “whole person” to recognize and understand key concepts and when, where and how these concepts are used in the real world.

Our demonstration integrated somatic learning and intentional questioning techniques that participants could bring back to their teams to foster critical thinking.  For example, we:

Hands iconTranslated key concepts into simple activities that participants could experience for themselves;

color celebrate iconEngaged participants in group exercises to illustrate how key concepts work in the real world;

color light iconStrategically asked open-ended, focused and integrative questions to encourage mindful reflection and evaluation.

 

This approach helped participants internalize key learnings because they were forced to think about the material more deeply than a recitation of facts and figures could achieve.  In addition, by modeling these techniques, participates came away with some tools to engage their own teams in generating better insights and decisions.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

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Virtual Meeting Reality

It was inevitable.  Whether its a routine and recurring process or an opportunity to interact or engage, technology can offer a solution.  That’s exactly what’s happening with corporate annual meetings.  In July 2018, Broadridge reported that it hosted 212 virtual annual meeting in the first half 2018, up 18% from the same period in 2017.  Virtual annual meetings can reduce costs and expand shareholder access.  No wonder more companies are doing them.

Yet, this growth has some large institutions and their advisors wringing their hands that investors will lose a key opportunity to directly engage with boards and management teams if annual meetings go virtual.  I also suspect some institutions worry boards may become less accountable to shareholders if not forced to look them in the eye.

As previously discussed, I believe this is really a question of form over substance.  Annual meetings are a formality; the end of a process.  The real substance of the matter is shareholder engagement.  Managements and boards should understand investor perspectives and engage with them on issues meaningful to shareholder value.  Today, investors have many tools to engage with companies beyond the annual meeting.

Nevertheless, I believe annual meetings – live, virtual or hybrid – should be conducted in a manner respectful of investors’ position as part owner.  To that end, a committee of institutional investors, public company representatives and advisors have developed some basic principles and best practices for virtual annual meetings[1], which are generally reasonable.  virtual annual meeting 3Not surprisingly, the committee places heavy emphasis on ensuring shareholders participating virtually have the same opportunities to present proposals, ask questions or make a statement as they would at a live meeting.  The committee fairly notes this objective should be a determinant of how the meeting is conducted and what technologies are used.

I further agree with the committee that boards should thoroughly weigh the pros and cons of a virtual meeting in view of their shareholders’ sentiment toward such meetings (some have strong opinions which may affect the proxy vote), the issues to be voted upon (is it a routine meeting or are there controversial proposals) and other potential issues of concern.  Boards should explain their rationale for the meeting format and communicate formal rules of conduct for the meeting, including outlining the Q&A process such as when questions will be accepted, and the time allotted in total as well as per shareholder.

I have a more skeptical view of the committee’s suggestion that companies consider making an archived replay of the meeting available.  By their very nature virtual meetings are more accessible and snippets may go viral, potentially giving dissidents a larger platform to voice their agenda.  Given that annual meetings are a formality and no news is typically announced, why take that risk?

The reality is the use of virtual annual meetings will continue to grow.  In this brave new world, companies need to ensure the technology and format provides for a fair and equitable process, while investors need to recognize that engagement is not an annual event linked solely to the proxy.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

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[1] Principles and Best Practices for Virtual Annual Shareowner Meetings, The Best Practices Committee For Shareowner Participation In Virtual Annual Meetings, May 2018

Loose Lips, Part II

Sometimes, I just don’t get it.  I’ve gone through compliance training multiple times; so have friends and colleagues.  It’s ubiquitous at public companies and is designed to educate employees, officers and the board about the company’s code of conduct, which, of course, everyone should also read.

Corporate codes of conduct encompass the legal guidelines and standards of ethical behavior expected of employees, officers and the board, and covers topics like workplace discrimination and harassment; corrupt practices; conflicts of interest; protecting confidential information and insider trading.

So, I was flabbergasted on the news that New York Congressman Chris Collins was indicted on insider trading charges.  This has absolutely nothing to do with politics, but everything do with a breach of his fiduciary responsibility to the company, his fellow directors and the company’s shareholders.

Congressman Collins sits on the board of Innate Immunotherapeutics.  This company’s code of conduct outlines its expectations about disclosure and use of information as well as insider trading. Regarding disclosure and use of information, Innate’s code of conduct states confidential information should not be used in a way which creates a personal benefit or benefits another party not entitled to make use of such information.  It further states confidential information should be kept confidential, and to ask if there is any doubt about what information is considered confidential.

Regarding insider trading, Innate’s code of conduct reminds that it’s a criminal offence to trade company shares while in possession of inside information, which is defined as information not yet publicly available but is expected to have a material effect on the company’s stock price.  The code of conduct then says this trading prohibition applies not only to employees, officers and directors but anyone else – including family and friends – who is given access to inside information.

This is pretty standard stuff.  It places no undue burden on, nor has unrealistic expectations of directors, officers or employees.  Further, the expectations outlined helps ensures those who follow it do not violate Rule 10b-5 of the SEC Act of 1934, which prohibits insider trading.

Yet, the Congressman’s loose lips tipped his son about a failed clinical drug trial before the news became public.  While the Congressman did not trade on this information, his son did and tipped his fiancé’s family, who also traded on the information.  As a director, he should have known better and should not have put his own family in such a position.

Some say insider trading is a victimless crime. That trading is essentially an exchange of information, so the very act of buying or selling is putting information (regardless of source) into the market, enhancing market efficiency.  When all trades are accompanied by a simultaneous news flash of who is trading and why, then I can accept that argument.

Insider trading is a breach of a director’s fiduciary responsibility to shareholders to keep confidential information confidential.  It’s a violation of the law, a company’s code of conduct and the trust of the company’s officers, employees and other directors.  In my view, it’s also crime against trust and the sense of fair play I believe necessary for the effective functioning of the financial markets.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

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Sources:
Frenkel, J. (2018, August 8). Insider Trading Charges Against Rep. Collins Reminiscent Of Martha Stewart Conviction. Forbes.
Frenkel, J. (2018, August 13). Collins’ Protestations of Innocence Defy Meritorious Insider Trading Laws. Forbes.

Loose Lips Sink Ships

It’s strange times indeed when SEC disclosure rules and Regulation Fair Disclosure (FD) near the top of the news cycle. It seems the markets, media and regulators are all a-twitter over Tesla’s (NASDAQ: TSLA) CEO Elon Musk’s Twitter:

Musk Tweet 8.7.2018

Musk is known to be something of provocateur and iconoclast in his communications.  The world of Twitter – and social media in general – is often chaotic.  Messages, regardless of their veracity, get whipsawed around like dust in a tornado.  So, what’s the big deal?

Well, Tesla is a public company with publicly traded stock.  For the appropriate valuation of companies and fair operation of the capital markets, there needs to be a degree of trust that when companies disclose material information they do so broadly (so interested parties can readily find the information) and such disclosures not be intentionally misleading or omit material facts that make the disclosure misleading.  These expectations are so important the SEC codified them in the Acts of 1934 and Reg FD.

When it comes to disclosure, what is considered material?  The courts have defined information as being material when:

There is substantial likelihood a reasonable investor would consider the
information important in making an investment decision or view it as
significantly altering the total mix of information available about a company.

Determining materiality is often a judgement call but there are a few bright lines, which include mergers, acquisitions, tender offers and changes in control or management. Musk’s nine-word Twitter message:

  • Was about a material transaction – taking a company private entails a tender offer and could, in effect, result in a change in control; and
  • Neither contained, nor coincided with the disclosure of, additional information explaining the terms, timing and financing of such a transaction.

The timing of such a disclosure is also a judgement call.  Technically, outside of the mandatory 10-Q and 10-K disclosures, there is no duty to disclose so long as the silence is not misleading, does not result in previous disclosures becoming materially false and the company and insiders do not trade on such information.  This allows major negotiations, transactions, research and development activities, etc. to proceed in confidence and secrecy until completion when it does need to be disclosed.

There’s also a question of whether Twitter is an appropriate vehicle for disclosing material information. Given that this Tweet caused substantial market disruption – enough that trading in Tesla’s stock was suspended for 92 minutes – it certainly seems that the news was broadly disseminated.  However, Twitter is not generally where investors (or reportedly Tesla’s board) are accustomed to source their news.

By its very nature, one Tweet on a material topic like this can rarely, if ever, contain enough information for a reasonable investor to make an informed investment decision.  This is a key reason why the Investor Relations world has been slow to adopt social media as a primary means to share news even though the SEC allows for it if a company has previously advised shareholders they may do such (Tesla advised such in 2013).  A best practice would be to issue a press release and/or file an 8-K near simultaneous to posting a Tweet and include in that Tweet a link to the more fulsome source.

Because of this Tweet, the SEC has made some calls to Tesla about this disclosure according to news reports and will likely make some more.  No doubt the media will hound sources to obtain leaks about the terms and financing of any potential transaction.  Speculators who trade on news flow will remain all revved up.

Loose lips – or more precisely, an itchy Twitter finger – may not have sunk this ship, but this is not an ideal scenario if the real goal (as Musk states) was to focus on operations and long-term growth while minimizing short-term volatility and distractions.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

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It’s Personal, Redux

Last week the business world lost a giant. Sergio Marchionne, CEO of Fiat Chrysler Automotive,  chairman and CEO of Ferrari and FCA US, LLC and chairman of CNH Industrials and Maserti passed away due to complications from an undisclosed illness.  I join the thousands of others expressing their sympathies in his passing.

This news came as a surprise to many.  Indeed, Fiat Chrysler said it was unaware of the seriousness of Marchionne’s condition (Bloomberg, July 27, 2018), having been advised only days earlier that Marchionne’s would not be returning to work due to complications from shoulder surgery.  The situation reminded of the very delicate balance between respecting the personal privacy of a CEO and when disclosure is appropriate or necessary.

“A seriously ill CEO presents corporate boards with a range of complex questions about what to tell the public and when,” Doug Chia, the executive director of the Governance Center at the Conference Board told Bloomberg. “Frankly it’s a tricky situation, because there are medical privacy issues here and it’s a very personal thing,” Chia said.

To help guide you in such fraught situations, republished below is a previous post on this topic.


IT’S PERSONAL

January 5, 2018

Shortly before the holidays, news of CSX’s CEO passing renewed the debate on CEO health disclosures.  My sympathies go out to his family, friends, associates and the people who looked to him for leadership.

Seeing the news reminded of my own decade-old experience with the passing of my former company’s CEO.  At the time, I was fortunate to work with outstanding leaders who created the best practice for communicating about a CEO’s health and death.

When it comes to the health of a CEO or any person seen as pivotal to company success, there are no specific SEC disclosure requirements. Indeed, there is no duty to disclose so long as that silence is not misleading or does not result in previous disclosures becoming materially false.  However, public companies are required to disclose known risks and uncertainties that may materially affect future results as well as the departure of executive management. A CEO’s inability to perform his/her duties – depending on the duration – can be perceived to fall under these requirements.  Accordingly, there is an underlying assumption that such news will be shared.

Now, the question of what to say, how to say it and when, is difficult no matter the circumstance.  Complicating matters are the very real personal relationships both inside and outside the company that make such communications potentially fraught with emotion.

Recognizing this, it’s useful to have a disclosure framework that considers:

  • the executive’s importance (both real and perceived) to the organization and its strategy;
  • the nature of the circumstances, the impact on the CEO’s ability to perform his/her duties and expected duration;
  • status of contingency or succession plans.

Be sure to seek out input and perspective from the board, senior management, legal and human resources as well as key external advisors as necessary.  Designate key spokesperson(s) and family liaisons.  Think about potential ongoing disclosure needs and the types of information or permissions that may be needed as the situation evolves.

In the end, these are very personal matters. Issues of the transparency and disclosure expected of a public company need to be balanced with kindness, honor and respect for the individual.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

(Reference: February 2009, Compliance Week,  Rules for Disclosing a CEO’s Unexpected Absence by Harvey Pitt, Founder, Kalorama Partners and former SEC Chairman)


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Block by Block

You know it’s a bubble when mainstream news media run stories about bitcoin profits paying for a wedding.  But, in all the cryptocurrencies hoopla, what is often overlooked is the blockchain technology underlying it.

What is blockchain? It’s a distributed ledger, or database, that captures transaction data across a public or private network with each node in the network holding an exact copy.  The data is encrypted as a “block,” “chained” to the records before and after it and is viewable by others in the network.  Further, it cannot be altered retroactively without impacting all subsequent data and raising red flags or requiring approval from the network.  The blockchain ledger can also include “smart contracts,” programmed conditions that can be automatically triggered if certain criteria are met.

Basically, blockchain is a sophisticated database technology.  It has a myriad of potential uses, some disruptive, others not so much.  Its core advantage is it enables information to be verified and value to be exchanged and recorded on a ledger without third-party authentication, thereby eliminating the need for intermediaries.

On the surface, it sounds like the capital markets are ripe for blockchain technology.  But, the reality is more complex.  There are legal-, regulatory-, and governance-related questions as well as practical matters with no easy answers.

Probably the largest non-starter is blockchain in its current iteration cannot enable efficient price discovery.  Nor can it handle the trading speed and volume exchanges do today.

Utilizing blockchain for back-office processes like clearing, depositary, custody and recordkeeping services is a potentially big opportunity.  Private blockchains can help consolidate multiple internal ledgers to make trade settlement more efficient. However, to maximize the technology’s effectiveness, the industry will need to establish uniform standards, processes and interfaces between and amongst the entities involved.  Since this will involve brokers, clearing houses, depositories, etc., sharing and enabling access to internal data and systems, there is understandable trepidation.  Today, there is minimal industry-wide dialogue on what the governance of a blockchain environment should look like.

Other hurdles to wider use of blockchain are legal and regulatory.  A key conundrum is does the digitization of assets (as it would in blockchain environment) change the rights, privileges and responsibilities of asset ownership.  For example, what happens to digital assets in a corporate bankruptcy? What about state escheatment laws? What happens if an asset holder forgets the secure key code to their digital wallet (in the current blockchain environment no one can unlock a digital wallet or change the key code)?  The S.E.C., Delaware and other states have and are exploring such issues, all of which are solvable, but it’s not a simple process.

So, you can exhale.  Blockchain may be coming but its adoption in the capital markets will initially be slow.  There’s still a lot to be learned from the pilots currently in place such as Broadridge’s use of blockchain for proxy voting and Overstock.com’s Series A preferred stock which trades in the over-the-counter market.  It will be interesting to watch.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

Grand Illusion

Like motherhood and apple pie, everyone extols the individual (retail) investor.  Business leaders, regulators and institutional investors feel a strong fiduciary responsibility to growing and protecting the value of the investment everyday people have in the financial markets.

People bandy about big numbers like 43 million U.S. households have a retirement or brokerage account[1]; U.S. retail investors have discretion over approximately $9.8 trillion in equity capital[2]; or $812 billion of hedge fund assets belong to retail investors[3] to impress upon others the importance of individual investors.

So, with all that potential equity capital out there, why aren’t more companies actively trying to recruit them?  Well, from an investor relations perspective, the significance of individual investors is something of a grand illusion.  Let’s unpack this and go beyond the headlines by analyzing retail investor data in the Federal Reserve’s 2016 Survey of Consumer Finance.  This survey, repeated every three years, was what I relied on for individual investor data when I directed a retail investor program many years ago.


First, the most common reason the average person invests is to save for a long-term goal, like retirement.  Data backs this up, with more than 52% of U.S. households having retirement accounts.  Most often such retirement accounts are 401(K)s, where the account holder chooses among the various funds available through the 401(K).  In such cases, the account holder is not choosing specific companies to invest in, that’s the fund manager’s job.  Consequently, from an investor relations perspective, it’s the fund’s portfolio manager or analyst, not the retail investor, who IROs interact with.

Retirement accounts


Next, I suspect that the vast majority of retail investors have day jobs.  They only have so much time to spend researching and making investment decisions or monitoring the markets.  So, retail investors do the smart thing – they invest in vehicles like mutual or exchange traded funds to benefit from professional management and the resources fund managers bring to the table.  As you can see below, about 10% of U.S. families have pooled investment accounts, representing a median investment value of $114 thousand.  Again, the individual chooses the fund, not specific companies, so the IRO’s focus is on the portfolio manager or analyst, not the retail investor.

Pooled Investments


Now, where engagement with individual investors makes sense is when stock is owned directly.  Nearly 14% of U.S. families hold stock directly, which translates to roughly 17.5 million households.  However, with a median investment value of $25 thousand, likely split between a handful of companies, I’m hard pressed to see companies prioritize retail investors as a source of new or sustaining capital. What’s surprising is that these numbers aren’t higher and have, in fact, declined since 2001 despite the ease, low cost and ready access to information today’s brokerage industry provides retail investors through online and full‑service offerings.

Direct ownership


In my view, targeting retail investors shouldn’t be a priority for IROs.  However, I caution against disregarding them altogether.  For well-known or consumer-facing companies, retail investors may be customers and can be arbitrators of corporate reputation.  Further, retail investor ownership can have a stabilizing effect on a stock, as retail investors have long investment horizons and rarely act in herds.  Finally, the importance of retail investor support during proxy contests is well documented.  To that end, companies should:

  • Have an easy to use investor relations website with retail investor-focused information and FAQs
  • Leverage social media channels to cost-effectively keep retail investors informed and engaged
  • Offer a direct stock purchase plan (DSPP) if the company is a dividend payer or has significant employee stock ownership.

As for actively recruiting individual investors, there may be a few circumstances where this makes sense.  In such cases, I recommend IROs carefully consider the significant difference between the mean (average) and median investment values included in the tables above to help decide how to allocate time and resources.  For example, based on the data, you may decide you want to reach a high net worth audience via the wealth management and family offices that serve them, so consider opportunities like Three Part Advisors’ Ideas Conference or the Advisor Access newsletter.  Alternately, a more broad brush approach may have you look into forums like the Money Show.

Bottomline for IROs:  don’t let the big numbers associated with retail investors distract you.  The majority of retail investors invest via professionally managed funds at the institutions you already interact with.  But do treat retail investors with respect by ensuring access to information, quality services and updating them on important matters.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

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[1] The Evolving Market for Retail Investment Services, Remarks by Jay Clayton at Temple University, May 2, 2018

[2] Retail Investors:  How to develop a Strategy for Reaching These Sophisticated Investors, Money Show White Paper, June 2018

[3] Retail Investors Hold 38% of U.S. Equities, Vikas Shukla, ValueWalk, March 6, 2013

Clack!

Clack! The jo sticks met in the center.  Clack, again as we extended our reach and swung our jo to meet the others.  This is part of a 6 jo kata I’m learning in an embodied leadership program this summer. Each move appears simple. Each move has a certain grace. Yet, I initially struggled to string the steps together into a continuous movement and do so in harmony with the others.

Embodied (or somatic) leadership is not some new age fad, aspects of it have been around for decades.  Some have called it gut instinct, emotional intelligence, executive presence, etc., but these disparate elements never integrated the whole mind and body into its practice.  Today, embodied leadership, along with its close cousins – mindfulness or centered or agile leadership – is increasingly seen as essential for navigating dynamic, complex and chaotic environments.

The crux of the matter is the human nervous system has more neurons in the heart and stomach than in the brain.  But in a highly analytical, data-driven world, we tend spend all our time in our brain, not noticing what our heart or gut may be telling us.  We keep running faster, working harder, but lose sight of our values and what’s important to ourselves, our companies or communities.

Can we tap into this source of knowledge?  Embodied leadership is a way of accessing and understanding the wisdom inherent in your body to inform your behaviors or actions.  For example, one exercise we did was to recognize which of the fight, flight or freeze responses we fall back on most in stressful situations and use that knowledge to consciously pause, reflect and reset focus on our goals.  This pause frees your mind to better evaluate the situation in view of your purpose and take thoughtful action.

This is where the jo kata practice comes in.  Intentional practice and repetition increases awareness of your body’s length, width, depth – elements of posture and knowing your center.  Individually, it helps you connect to your purpose, internalize your sense of self and build your internal and external presence.  When you consider that 90% of your communication impact as a leader is related to your presence, you understand how critically important this can be.

When doing the jo kata as a group, you notice and feel where you or others are off.  Can you stay aligned when others are off-kilter?  If you’re off-kilter, how do you – or should you – re-center or move back into unison with the group?  How does this awareness translate to the individual or group dynamics in your office, teams or family? Does it signal differences in style, behaviors or purpose? Can you use the practice to strengthen your intentions and focus?

By building your self-awareness and clarity of purpose, you become open to exploring new ideas and to listening with empathy, enabling yourself to more actively pursue your direction calmly, confidently as a stronger leader.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

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Most Valuable

What do investors want?  Well, a lot of things, but when it comes to meetings, site visits are the most valuable according to a recent IR Magazine, (May 17, 2018, Roach), survey.  Site visits rank ahead of informal calls, non-deal roadshows, investor days and conferences as a means of engagement.

I found plant visits were one of the most productive of the investor engagements efforts I conducted as an IRO.  They tended to attract long-term oriented investors and provided them a deeper appreciation for the business – more than any spreadsheet or video could do.  In addition, plant visits helped showcase operating management depth and provided same a glimpse into the investor perspective.

While the survey indicates a high percentage of companies already host site visits, I wouldn’t be surprised to see this grow given how often this topic has come up in informal conversations with other IROs.  So, I thought I would share some tips from what I learned from hosting plant visits over the years:

Map

  • Location:  Proximity to cities with good airports or the ability to utilize a company or leased plane, is ideal.  I was fortunate to have plants within an hour drive of major cities such that with careful planning it was possible for east coast attendees to make it a day trip (albeit a long one).  Another consideration is if there is a nearby customer or supplier with whom you can tag-team a visit with.  This way investors can maximize the use of their time.
  • AgendaAgenda:  This could include a brief strategic business review; an orientation to plant operations within the larger business or industry context (such as customers served, production capacity, unique capabilities, etc.); an overview of site operations; safety briefing and facility tour.  The first few topics could be covered by a CFO, COO or Operating VP (or even IR) with the site-specific topics handled by the plant’s General Manager.

  • GroupGroup Size:  I found 8 – 15 people a good size –  large enough to make the visit worthwhile but small enough to enable attendees to get a first‑hand look but not disrupt operations.  However, this will largely depend on the facility, whether it will be a walking tour or if vans/shuttles will be used.  You should also consider how many operating staff will be needed to guide the tour.
  • SafetySafety:  Will attendees be required to wear certain safety equipment, i.e., hard hats, goggles, steel-toe boots, safety vests, etc.?  Be sure to coordinate with your plant, advise invited investors and request sizes as needed.

Now as for Reg FD – I know some get concerned when operating staff interact with investors for fear of inadvertent material disclosures.  I found some simple guidelines such as: feel free to talk about operations, operating processes and strategies but don’t talk about current quarter performance and refer financial questions to the IRO or CFO – nicely balanced disclosure concerns but were easy for operating staff to follow.  Of course, your guidelines will likely be driven by how much detail you provide in your disclosures and guidance (i.e., do you report or give guidance on any plant-level metrics) as well as to what extent your operations or technologies are proprietary or competitive.

Exposing investors to your operations gives them a different perspective on your business and help them understand your business better.  In my view, a better understanding can lead to a better (more appropriate) valuation.  Good luck with your site visits.

Lisa Ciota
President/Founder
Lead-IR Advisors, Inc.

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