To: JOE MEDSKER who wrote (7781 ) 8/12/1998 11:13:00 PM From: Mr. Cellophane Man Read Replies (2) | Respond to of 19331
Joe, I appreciate the sincerity and thoughtfulness of your response to my "freedom of speech" post. And you're right that I was probably "shooting from the hip" when I posted it. I think you'd probably agree the thread has been pretty emotionally charged lately and I'm certain that that was a factor. I had also spent some time in the past few days looking at posts from about a year ago this time. At that time there was quite a bit of talk about a NASDAQ listing, whether DCI could meet minimum requirements, etc. You also know (better than me I'm sure) that this same theme reoccurs with almost predictable frequency, including a couple of times earlier this year about an AMEX listing. Consequently, I'm certain the reference to moving the Speer Leads meeting was just the "straw that broke the camel's back" and, yes, I shot from the hip in responding. But just because my response was emotional doesn't mean I'm backing away from from what I said. Before explaining my thinking further, let me set the stage with two pieces of background information: (1) I've spent almost 30 years working for a large corporation. During all of that time, my company has always been extremely conservative in what information it makes available to the public. I've also learned there is a lot of information the public simply doesn't have a "need to know" and a lot the public probably **shouldn't** know because it involves events or products or (whatever) that may or may not happen. (2) In the past few years we've all seen examples of small startups that have had their stock prices gap-up 2 or 3 fold overnight because information comes out they're going to be bought (or their technology used) by an Intel or a Microsoft or WorldCom or a (whatever). We've also all heard about class action lawsuits resulting from information leaking about things like this because it was either untrue or because it was made available to different groups of people at different points in time. With this as background, I guess I'm confused about how much information the management of a small company such as DCI should be making publicly available; either directly via the CEO making a statement at a shareholder meeting or indirectly by the CEO requesting people who are not employees of the company to "spread the word" (via whatever mechanism available). Is what a company can say without threat of lawsuit a function of company size, i.e., can companies with different market caps "leak" different types or amounts of information? (I'm not being facetious because that's about the only discriminator I can see in publicly traded companies). With all the above as context, should a CEO be saying he's turning down offers in the $6-7 range (> 3X the stock price at the time); is it necessary -- or even judicious -- for him to say he's meeting with the officials of an exchange about a listing (or having a precursor meeting to having a meeting with officials); should he be saying there are 4 or 5 potential suitors for his company; or that one is going to write a definitive LOI shortly; or ... but you get my drift. I guess my basic question is whether **any* of this type of information should be made available -- either directly or "indirectly" (e.g., via friends) -- without any accountability? What if in examples like these we simply never hear about them again, much less hear about specific follow-up action? In cases like these, what's to differentiate information from "hype"? I ask these questions sincerely and I'm interested in any and all interpretations of what should be considered "kosher". From personal experience, I know I'd be canned on the spot and my employer **might** be faced with insider information charges if I was attributed with being the source of any information potentially affecting our stock price -- whether it turned out to be 100% true, 100% false, or someplace in the middle. I am not and never have said or done anything to stymie "freedom of expression" on this thread. I'm all for hearing any opinion, wild speculation, serious DD, editorial comment, or any other information that anybody on the thread may wish to share. The questions I pose are: (1) at what point should this free flow of information stop as it gets closer and closer to corporate management and (2) at what point should accountability begin? Dan