During a week in which the vice president was a touch slow in explaining that he mistook lawyer for fowl, it seems like a natural to (
) take a shot at an aspect of public posturing more relevant to investors.
Only a day after news broke that Mr. Cheney spread buckshot into a friend, The Business Press Maven got a question from a reader, Joseph Michael Shay, about to what degree a company is obligated to swing from the chandeliers to tell everyone and his brother about a
Securities & Exchange Commission
The Business Press Maven had to answer that being coy is not necessarily corrupt, though as a shareholder I would always tread carefully with the less-than-talkative.
But let's back up, careful of our fellow hunters.
China Natural Resources
, an outfit that filed an 8-K on Feb. 9 that included a little ditty about how heavies from both the SEC and NASDAQ have came a-knockin', requesting information about trading activity in the company's shares prior to a late January acquisition. The Business Press Maven tried to contact China Natural Resource for comment but did not hear back.
While the company must make account of the news in its filings and not lie in conversations with investors about the little men with magnifying glasses combing over the home office, Mr. Shay essentially asked why the company was not required to bang the drums to investors about the news.
To their credit, many companies start with a press release and, within strict limits from their lawyers, go from there. The laundered truth of the press release is always suspect, and trying to weave the less-than-innocuous little fact that 'the fuzz wuz here' into words on the wire is quite a dark art. But it only costs a fistful of change and is often a good first step toward semi-open discourse. And let's be fair: The SEC does sometimes overreach, entitling everyone to their protestations of innocence.
But let's also not miss an opportunity to look at the funny in business.
The Business Press Maven calls this form of press release "The Bart Simpson," because after noting dryly that the SEC hauled off everything but the kitchen sink and first born of the CFO, it usually reads like one of Bart's favorite lines:
"I didn't do it, no one saw me, can't prove it."
While there is no way to enshrine into law that companies must form
groups to set every suspicious mention in official filings to song in the public square, Mr. Shay's general suspicions in such cases are seconded by The Business Press Maven.
Incidentally, a China Natural Resources release did hit up on the wires on Feb. 16. It said that the
apparently considers the company's recent acquisition a reverse merger and, due to the failure of the company to file the right post-acquisition papers, will delist it. The company said in the release that it would appeal.
Mr. Shay's contention is that companies should beat the drums right away and broadly about such news. His point is well taken, but goes a little too far: A company shouldn't have to swing from the chandeliers, though if they appear overly circumspect, investors should probably beware. In this case, China Natural's release on the 16th, carrying news of the delisting, was too little, too late.
The Numbers Game
Although The Business Press Maven referenced our sharpshooting vice president up top,
courtroom drama reinforces the point that if there is much discrepancy between strangeness in the filings and public silence on the matter, investors should see the writing on the wall -- which says, "Run dummy, run."
Bethany McLean of
, one of the few business journalists who has written filings, let alone read them (she worked at Goldman Sachs before Fortune), gave Enron its first public lancing by highlighting opaqueness in the filings and silence in public.
While Ms. McLean stands as the Patron Saint of All Good in Business Journalism, The Business Press Maven also wants to fall at the feet of Jeff Matthews this week. Mr. Matthews, who writes the "I Am Not Making This Up" blog, took a stiletto to
in a way that needs to become more common: He was not fixated on the numbers expectation game, which puts the company at the advantage as they, their flaks and the investment banks manage the numbers to within a whisker of their lives.
Rather, Mr. Matthews merely compared what was happening (order cancellations) to what the company said would happen just a couple of months ago. Back then, the company prattled on publicly about how business was groovy, even improving in weaker markets.
Comparing and contrasting claims vs. reality is much more helpful to investors than telling them that a company hit a particular set of numbers, without even telling them if the numbers were last tweaked a year before or two seconds ago.
Another thing that gives investors only a soupcon of guidance is what you also saw with KB Homes coverage (see:
The Wall Street Journal
): a mention of the cancellations, then a sprint right to corroborating evidence in the form of
recent bad news.
All fine and good -- but management also needs to be hoisted by the petard of their own words, a la Mr. Matthews.
A journalist with a background on Wall Street, Marek Fuchs has written the County Lines column for The New York Times for the past five years. He also contributes regular breaking news and feature stories to many of the paper's other sections, including Metro, National and Sports. Fuchs was the editor-in-chief of Fertilemind.net, a financial website twice named "Best of the Web" by Forbes Magazine. He was also a stockbroker with Shearson Lehman Brothers in Manhattan and a money manager. He is currently writing a chapter for a book coming out in early 2007 on a really embarrassing subject. He lives in a loud house with three children.