Salesforce.com 'Cooling Off' After Times Article

For its part, Salesforce said in its filing that it will "contest vigorously any claim that a violation of the Securities Act occurred."

Under federal law, companies aren't allowed to sell stock until their registration statement has passed muster with the SEC. If the registration hasn't gone into effect, they can get in trouble for seemingly mundane activities that could be construed as touting their stock, like issuing a press release or allowing interviews with their executives.

In such cases investors who bought the stock have a "rescission right," meaning they can sell the shares back to the company (since the investors presumably bought the stock without fully understanding its inherent risks). In the "risks" section of its prospectus filed on Friday, Salesforce cautioned that if it were found to have violated the law, it might be required to repurchase shares sold in its IPO at the original purchase price, for up to a year following the date of the violation.

But the risk of the potential buyback flagged by Salesforce, which hasn't debuted on the public markets yet, is "pretty darn unlikely," said Jerry Isenberg, a partner in the law firm of LeClair Ryan. It's "conceivable" that an investor who bought stock based on the Times article could have a rescission right, Isenberg said. But he characterized the updated filing as a "cautious disclosure" rather than something that's likely to actually come to pass.

According to Friday's SEC filing, Salesforce still aims to sell 10 million shares of stock priced at $7.50 to $8.50 a share in a listing on the New York Stock Exchange.

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