George Gutowski

St. Mary Land & Exploration Needs Regulations Refresher

My apologies for a tardy response. You are right that this is a grey area. The quiet period is more adequately defined in the context of IPO’s. However if you review many corporate investor relations web sites you will see that many companies have opted to implement quiet period policies before quarterly announcements. Many employees of publicly traded companies are frequently cautioned that their employer is about to enter this period and prudence is required if mentioning company affairs outside of the company. If you Google “quarterly quiet period” or “quarterly earnings quiet period” you will source numerous pages referring to quiet periods and how these policies are believed to relate to Reg. FD and Securities regulations.
The SEC appears to be remiss in not having issued regulations which have the necessary degree of clarity in the context of quarterly earnings. However many companies have adopted quarterly quiet period policies. Obviously the corporate lawyers have signed off on the policies as well as boards of directors. Corporate governance processes should therefore be reliant on these policies. The marketplace has developed a compliance practice in a regulatory context. The practice is uneven from company to company.
In the context of St Mary Land and Exploration. They are issuing guidance two weeks after the quarter is over but two weeks before earnings are announced. The announcement came out very late in the evening and was camouflaged by personnel change announcements. On their web site they claim to have a St Mary’s Fair Disclosure Policy however I could not find a copy of the document. Given their position in the disclosure time line a guidance update issued cryptically is not Fair Disclosure.
The criticism that may be directed at me is that the tone of my post assumed the 30 day period was a matter of hard regulation or even law. It is not.