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Investing Between The Lines How To Make Smarter Decisions by Decoding CEO Communications 1st Edition L.J. Rittenhouse
Investing Between The Lines How To Make Smarter Decisions by Decoding CEO Communications 1st Edition L.J. Rittenhouse
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Praise for Investing Between the Lines
L.J. Rittenhouse
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My word is my bond
Since 1801 the motto of the London Stock Exchange
(in Latin, “dictum meum pactum”), where bargains
are made with no exchange of documents
and no written pledges being given.
—Urban Dictionary
Acknowledgments vi
Introduction ix
vii
viii Contents
Notes 275
Index 283
Introduction
ix
x Introduction
Executive Communications
and Performance
Disclosure, noun
1. Something that is disclosed.
2. The act of disclosing; revelation.1
1
2 Investing Between the Lines
directors and the executive team read the letter? If so, why didn’t any-
one tell the CEO it needed a critical review?
If investors cannot make sense of this communication, why would
they trust the corporate leadership, let alone the company’s accounting
numbers?
Executive communication reveals the character of the CEO. Is a
letter written in a personal or an impersonal style? Is the CEO com-
fortable with disclosing his unique persona, or is he protected by han-
dlers? Does he offer a frank report about mistakes that were made and
challenges that were met, or does he report only successes? Authentic
leaders write balanced reports that build trust. Inauthentic leaders will
twist facts and weaken trust.
Shareholder letters can reveal a CEO’s underlying motivations. If
the primary goal is to promote the company without informing or edu-
cating investors about the business, expect fluff, not facts. The ratio of
facts to fluff is an important indicator of financial integrity and share-
holder value. This is the goal of Investing Between the Lines.
ment, it was missing. Instead of $1.3 billion, Enron’s net income was
listed as $979 million.
Searching through Management’s Discussion and Analysis of
Results, I discovered an explanation for this discrepancy in a financial
footnote under the heading: “IBIT [Income before Interest and Taxes]
before items impacting comparability.” Reading between the lines, it
appeared that Enron had written down its investment in the troubled
Azurix water company and triggered an operating earnings loss of
$326 million.2 This $326 million plus the reported net income of $979
million totaled $1.3 billion—the number reported in the shareholder
letter.
Now I could explain how the numbers added up, but this raised
an important question: Why did Enron include a loss as income in the
shareholder letter? In time, legions of lawyers and accountants would
learn that the accounting for Azurix was one of a number of “financial
innovations” that Enron used to report fictitious income.
When the company declared bankruptcy on December 2, 2001,
Enron’s employees saw their pensions evaporate overnight, stockhold-
ers lost their capital, suppliers were stuck with unpaid bills, and cus-
tomers wondered who would honor their power delivery contracts. On
December 28, 2001, Enron’s stock, which had traded as high as $70 a
share eight months earlier, closed out the year at $0.60 per share.
After a four-month trial in 2006, Lay and Skilling were convicted
of fraud and conspiracy. Lay died two months later, before he was sen-
tenced, and Skilling was fined $45 million and sentenced to 24 years in
prison. It was a tragic end to a company that defined an era of limitless
ambition.
Corporate Culture,
Integrity, and Values
Culture, noun
1a. The integrated pattern of human behavior that includes
thought, speech, action, and artifacts and depends upon
the human capacity for learning and transmitting knowl-
edge to succeeding generations.
b. The customary beliefs, social forms, and material traits of
a racial, religious, or social group.1
[Derivation: from Latin cultura meaning to cultivate, to care,
tend agriculture. Used in 1500s to describe “cultivation
through education”; in 1805 to describe the intellectual pur-
suits of a civilization; and in 1867 to describe the collective
customs and achievements of a people.] 2
15
16 Investing Between the Lines
Fly JetBlue. You might bond with the pilot who completes his
checklist and then greets passengers in the aisle. He introduces him-
self and describes the flight plan and weather. Notice how the cabin
crew pays attention to details. They embody the company’s mission to
“[bring] humanity back to air travel by combining product innovation
with excellent service and communication.”
When did you last call your commercial bank with a service ques-
tion? Was the representative respectful and helpful, or unpleasant and
unhelpful? The former experience reveals a bank with a culture that
cares about satisfied customers; the latter does not.
Corporate culture has been called the “glue” that holds an organi-
zation together. Like a compass, it provides direction. But culture is so
ubiquitous that we take it for granted. We don’t even see it. Words are
needed to name the tools, assumptions, and shared values that make
up a culture. Culture cannot exist without language.
Neil Postman, author of the classic Amusing Ourselves to Death,
described culture as a “corporation of conversations conducted in a
variety of symbolic modes [and technologies].” 3 For instance, the digi-
tal and print technologies that transmit American culture today include
tweets, social media pages, videos, blogs, websites, digital journals, vid-
eos, television, movies, and also newspapers, magazines, and books.
The complexity and variety of a corporate culture are revealed in
the richness of its technologies and vocabulary. Language gives mean-
ing to cultural artifacts such as company logos, unique practices, and
tall tales, so these can be shared and passed along to future generations.
Consider this passage from Wells Fargo CEO Richard Kovacevich’s
2001 shareholder letter. It describes the iconic Wells Fargo stagecoach
that carried mail and money across the continent in the mid-1800s and
that symbolizes the bank’s culture: