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An earnings call is a teleconference, or webcast, in which a public company discusses the financial results of a reporting period ("earnings guidance"). The name comes from earnings per share (EPS), the bottom line number in the income statement divided by the number of shares outstanding. The US-based National Investor Relations Institute (NIRI) says that 92% of companies represented by their members conduct earnings calls and that virtually all of these are webcast.[ citation needed ] Transcripts of calls may be made available either by the company or a third party.
The calls are usually preceded or accompanied by a press release containing a summary of the financial results, and possibly by a more detailed filing under securities law. Earnings calls usually happen, or at least begin, while the stock market on which the company's shares are traded is closed to trading, so that all investors will have had a chance to hear management's presentation before trading in the stock resumes.[ citation needed ]
Generally, the call will begin with a company official, typically the Investor Relations Officer (IRO), reading a safe harbor statement to limit the company's liability should actual results prove different from expected indicators reported in the discussion. Then one or more company officials, often including the Chief executive officer and Chief financial officer, will discuss the operational results and financial statements for the period just ended and their outlook for the future. The teleconference will then be opened for questions by investors, financial analysts, and other call participants. Management will answer many of these questions, although if the data is unavailable to them they may decline or defer response. Depending on the size and complexity of the company, the difference between actual and expected results, and other factors, the length of the call will vary.
There is no general requirement for how far in advance notice of a call must be given. However, keeping the investor and analyst communities happy is part of management's job, so the call will generally be announced a few days or weeks in advance. If the company has a website, then there will probably be a section titled Investor Relations or Investors, where call schedules and archived past calls will typically be posted.
Many companies are tracked by financial analysts that publish estimates of earnings per share (EPS). The company may also provide financial guidance as to what EPS are likely to be. If management knows that its results are going to be significantly different from its guidance or from analyst expectations, it may choose to make a preannouncement of differing results.
In 2013, the National Investor Relations Institute (NIRI) published Standards of Practice: Earnings Release Content, available to NIRI members.
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If the call occurs within 48 hours of a press release filed with the United States Securities and Exchange Commission (SEC) on Form 8-K and meets certain other criteria, there is no obligation to separately report the call to the SEC. Otherwise, it must be reported on Form 8-K. If the call contains non-Generally Accepted Accounting Principles (GAAP) information, then there are additional requirements under SEC regulations, including Regulation FD.
Companies headquartered in the United States with securities traded on a US-based stock market or other exchange are required to file audited annual reports with the SEC on Form 10-K following the end of a fiscal year and unaudited reports on Form 10-Q following the end of a fiscal quarter. These companies announce earnings and generally hold an earnings call quarterly.
Some companies with shares traded on foreign stock exchanges also have American Depositary Receipts (ADRs) that are traded on US stock exchanges and are required to file Forms 20-F and 6K with the SEC. They are likely to have their earnings announcements and calls coordinated with the schedule required in the country where their shares are traded.
Fundamental analysis, in accounting and finance, is the analysis of a business's financial statements ; health; and competitors and markets. It also considers the overall state of the economy and factors including interest rates, production, earnings, employment, GDP, housing, manufacturing and management. There are two basic approaches that can be used: bottom up analysis and top down analysis. These terms are used to distinguish such analysis from other types of investment analysis, such as quantitative and technical.
A security is a tradable financial asset. The term commonly refers to any form of financial instrument, but its legal definition varies by jurisdiction. In some countries and languages people commonly use the term "security" to refer to any form of financial instrument, even though the underlying legal and regulatory regime may not have such a broad definition. In some jurisdictions the term specifically excludes financial instruments other than equities and fixed-income instruments. In some jurisdictions it includes some instruments that are close to equities and fixed income, e.g., equity warrants.
Initial public offering (IPO) or stock market launch is a type of public offering in which shares of a company are sold to institutional investors and usually also retail (individual) investors. An IPO is underwritten by one or more investment banks, who also arrange for the shares to be listed on one or more stock exchanges. Through this process, colloquially known as floating, or going public, a privately held company is transformed into a public company. Initial public offerings can be used to raise new equity capital for companies, to monetize the investments of private shareholders such as company founders or private equity investors, and to enable easy trading of existing holdings or future capital raising by becoming publicly traded.
The Sarbanes–Oxley Act of 2002, also known as the "Public Company Accounting Reform and Investor Protection Act" and "Corporate and Auditing Accountability, Responsibility, and Transparency Act" and more commonly called Sarbanes–Oxley, Sarbox or SOX, is a United States federal law that set new or expanded requirements for all U.S. public company boards, management and public accounting firms. A number of provisions of the Act also apply to privately held companies, such as the willful destruction of evidence to impede a federal investigation.
The Harken Energy scandal refers to a series of transactions entered into during 1990 involving Harken Energy. These transactions are alleged to involve either issues relating to insider trading, or influence peddling. No wrongdoings were found by any investigating authorities although the matter generated political controversy.
The Securities Act of 1933, also known as the 1933 Act, the Securities Act, the Truth in Securities Act, the Federal Securities Act, and the '33 Act, was enacted by the United States Congress on May 27, 1933, during the Great Depression and after the stock market crash of 1929. It is an integral part of United States securities regulation. It is legislated pursuant to the Interstate Commerce Clause of the Constitution.
A mutual fund is an open-end professionally managed investment fund that pools money from many investors to purchase securities. Mutual funds are "the largest proportion of equity of U.S. corporations." Mutual fund investors may be retail or institutional in nature. The term is typically used in the United States, Canada, and India, while similar structures across the globe include the SICAV in Europe and open-ended investment company (OEIC) in the UK.
An American depositary receipt is a negotiable security that represents securities of a foreign company and allows that company's shares to trade in the U.S. financial markets.
Mark-to-market or fair value accounting refers to accounting for the "fair value" of an asset or liability based on the current market price, or the price for similar assets and liabilities, or based on another objectively assessed "fair" value. Fair value accounting has been a part of Generally Accepted Accounting Principles (GAAP) in the United States since the early 1990s, and is now regarded as the "gold standard" in some circles. Failure to use it is viewed as the cause of the Orange County Bankruptcy, even though its use is considered to be one of the reasons for the Enron scandal and the eventual bankruptcy of the company, as well as the closure of the accounting firm Arthur Andersen.
In financial markets, stock valuation is the method of calculating theoretical values of companies and their stocks. The main use of these methods is to predict future market prices, or more generally, potential market prices, and thus to profit from price movement – stocks that are judged undervalued are bought, while stocks that are judged overvalued are sold, in the expectation that undervalued stocks will overall rise in value, while overvalued stocks will generally decrease in value.
Employee stock options (ESO) is a label that refers to compensation contracts between an employer and an employee that carries some characteristics of financial options.
Investor relations (IR) is a strategic management responsibility that is capable of integrating finance, communication, marketing and securities law compliance to enable the most effective two-way communication between a company, the financial community, and other constituencies, which ultimately contributes to a company's securities achieving fair valuation. The term describes the department of a company devoted to handling inquiries from shareholders and investors, as well as others who might be interested in a company's stock or financial stability.
Shares outstanding are all the shares of a corporation that have been authorized, issued and purchased by investors and are held by them. They are distinguished from treasury shares, which are shares held by the corporation itself, thus representing no exercisable rights. Shares outstanding and treasury shares together amount to the number of issued shares.
A privately held company, private company, or close corporation is a corporation that is not owned by the government, non-governmental organizations and by a relatively small number of shareholders or company members, which does not offer or trade its company stock (shares) to the general public on the stock market exchanges, but rather the company's stock is offered, owned and traded or exchanged privately or over-the-counter. More ambiguous terms for a privately held company are closely held corporation, unquoted company, and unlisted company.
Regulation FD , ordinarily referred to as Regulation FD or Reg FD, is a regulation that was promulgated by the U.S. Securities and Exchange Commission (SEC) in August 2000. The regulation is codified as 17 CFR 243. Although "FD" stands for "fair disclosure," as can be learned from the adopting release, the regulation was and is codified in the Code of Federal Regulations simply as Regulation FD. Subject to certain limited exceptions, the rules generally prohibit public companies from disclosing previously nonpublic, material information to certain parties unless the information is distributed to the public first or simultaneously.
Naked short selling, or naked shorting, is the practice of short-selling a tradable asset of any kind without first borrowing the asset from someone else or ensuring that it can be borrowed. When the seller does not obtain the asset and deliver it to the buyer within the required time frame, the result is known as a "failure to deliver" (FTD). The transaction generally remains open until the asset is acquired and delivered by the seller, or the seller's broker settles the trade on their behalf.
A preannouncement occurs when a company or individual announces something either prior to the time that they do it or prior to the time that they would normally announce it. Preannouncements can take the form of a press release, filing a form with the government, a conference call, or a webcast.
Equifax Workforce Solutions, formerly known as TALX, is a wholly owned subsidiary of Equifax. It is based in St. Louis, Missouri. The company was originally founded in 1972 under the name Interface Technology Inc. The company maintains a database named "The Work Number" that holds and maintains employment and payroll information on 54 million American people. The company is the largest source of employment information in the United States, and collects information from over 7,000 employers.
Regulation S-K is a prescribed regulation under the US Securities Act of 1933 that lays out reporting requirements for various SEC filings used by public companies. Companies are also often called issuers, filers or registrants.
The social networking company Facebook, Inc. held its initial public offering (IPO) on Friday, May 18, 2012. The IPO was the biggest in technology and one of the biggest in Internet history, with a peak market capitalization of over $104 billion.