Member Benefit Webinar

Moderator:Robert G. BerickManaging DirectorDix & Eaton, Cleveland, OH

Social Media and the IROSeptember 15, 2009 4-5 p.m. ET

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The Case for Jumping In

Robert L. Williams IIDirector, Investor Relations

DELL, Inc., Round Rock, TX

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“These conversations are going to occur whether you like it or not. Do you want to be part of that or not? My argument is you absolutely do. You can learn from them. You can improve your reaction time. And you can be a better company by listening and being involved in that conversation.”

- Michael DellBusiness Week – 10/17/07

WHY PARTICIPATE?

•DELL Investor Relations3

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DELL’S SOCIAL MEDIA TIMELINEDell’s Overall Timeline:• Dell Community Forum (1996)

– Peer‐to‐Peer conversations for guidance and support• Direct2Dell (July 2006)

– Corporate blog covering dell's products, services, and customers

• Participation off Dell.com (2006)– Dell engages with customers where the conversations are 

happening .  For example – blogs, micro‐blogs and social networks

• IdeaStorm (Feb 2007)– Harness customer innovation via crowdsourcing

Dell’s IR Timeline:• Dell’s IR Blog – DellShares (Nov 2007)

– First ever true investor relations blog to demystify and democratize

– Introduced quarterly earnings VLogs with CFO (Q4 FY09)• DellShares on Twitter (Aug 2008)

– Send headlines of new blogs to DellShares followers

Join the conversation…or, be pulled into it on someone else’s terms…

•DELL Investor Relations4

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• IRO already communicates to the market verbally and by email

• IRO is a member of Disclosure Review Committee• IRO is the most knowledgeable on company specific Reg FD

triggers• IRO uses situational judgment everyday to determine how and

what to communicate

A blog is a logical extension of what IR is already doing…     It’s scalable and manageable.

HOW DOES IT REALLY WORK?

•DELL Investor Relations5

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Earnings announcements Acquisitions Major programs 

& initiatives

Changes to senior leadership Capital structure Strategy 

Senior management 

video logs (Vlogs)

Analysis of business & 

inflection pointsSRI/Sustainability

Analyst meeting coverage Notice & Access

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• We establish a quarterly editorial calendar and interlock with communications weekly.• IR posts to the blog without review by legal/accounting unless IR determines it’s

required.

Topics on Dell Shares

•DELL Investor Relations

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• The SEC released new guidance on use of company web sites on August 1, 2008 available at: http://www.sec.gov/rules/interp/2008/34-58288.pdf

• SEC recognizes that web sites are an important means of communicating with stockholders and the market

• Release provides guidance on how web sites can be used in compliance with securities laws to:

• Enhance quality of information on web sites• Satisfy public disclosure requirements under Regulation FD• Communicate in new ways (e.g., blogs, discussion forums, RSS feeds

and push technology)• Use interactive and dynamic design features to permit investors to click

through to desirable level of detail

BE COGNIZANT OF SEC’S NEW GUIDANCE ON USE OF COMPANY WEBSITES

•DELL Investor Relations7

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1. The blog should not be used as a substitute for news releases, SEC filings, and the traditional means for communicating material information.

2. It must be credible by communicating factual and accurate information and avoid expressing opinions on investor issues.

3. It should be strictly for investor communications and should not be used for marketing the company’s products and services.

4. An IR blog can be an effective tool to counter misperceptions about the company without responding to specific market rumors.

5. Its important to view the blog not only as a means for distributing information, but as a way of listening to what your investors are saying.

THINGS TO CONSIDER BEFORE LAUNCHING YOUR OWN IR BLOG

www.dell.com/investor

•DELL Investor Relations8

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Another View

Peter SchumanManager, Investor Relations Intel Corporation, Santa Clara, CA

Peter SchumanInvestor RelationsPeter.schuman@intel.com(408) 765-4524

Intel (NASDAQ: INTC), the world leader in silicon innovation, develops technologies, products and initiatives to continually advance how people work and live. Additional information about Intel is available at www.intc.com and blogs.intel.com.

Investor Relations Website

intc.com

Intel Stockholder Forum

Intel Virtual Annual Meeting

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CarMax Social Media

Katharine W. KennyVice President, Investor RelationsCarMax, Inc., Richmond, VA

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CarMax Social Media• Dedicated New Media public relations manager hired in January 2007• Wrote New Media Strategy as road map to follow

– Primary goals • Position CarMax as the leading resource about the used car

industry by providing meaningful content for online journalists• Educate consumers about the CarMax consumer offer through

online venues• Protect and enhance the company’s reputation online• Increase links to carmax.com and drive traffic to website and

stores• Developed Twitter profile in April 2007• Launched Facebook Fan page in April 2009• Populates CarMax YouTube page with commercials• Corresponds with existing and potential customers on their blogs where

appropriate (and connects shoppers to customer relations department when needed)

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CarMax Social Media (continued)• Produced series of multi-media news releases resulting in

TV news coverage as well as online video placements

• Inserts meaningful hyperlinks in all press releases in order to boost online visibility and search engine rankings

• Monitors and measures online mentions of brand using K.D. Paine dashboard

• Provides CarMax management with a monthly report of online conversations, arranged by tonality of conversation (positive, neutral, negative)

• Responds to negative or erroneous comments in a timely and responsible manner

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Twitter• @CarMaxInc is the CarMax Twitter name

• Following 2,056 other Twitterers

• Followed by 1,975

• More than 1,832 Tweets so far

• Added Twitter links to press releases and online press room

• Twitter link coming soon to footer of Carmax.com

• Connect with potential and existing customers in nearly real-time

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Facebook

• Facebook.com/CarMax is our Fan page

• 1,287 Fans Facebook link coming soon to footer of Carmax.com

• Post car-related content, press releases, store information and links to interesting online automotive stories

• Respond to customer questions and offer polls for voting (fan interaction with brand)

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Complaint Sites• Monitor online complaint sites to assist when possible

and to correct erroneous information

• CarMax social media PR manager will transparently leave a response and contact number for CarMax Customer Relations

• Reinforces the fact that CarMax is listening and willing to help when able

• Complaints are shared with Customer Relations department who then contacts the appropriate store(s)

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ARE A PUBLIC COMPANY’S TWEETS TROUBLE?

Twitter and Securities Law Compliance

Julie H. JonesPartnerRopes & Gray, Boston, MA

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How are public companies using Twitter?

• Advertising, marketing and public relations• Customer service and support• Employee use – both by management and

general employee population• Investor relations/shareholder

communications

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Investor Relations

• Real-time dissemination of information being disclosed on web casts and conference calls – eBay has been conducting live Twitter sessions of the

company’s quarterly earnings conference calls for several consecutive quarters

– Walmart, Johnson & Johnson, Ingram Micro and United Airlines, via designated employee "tweeters", are examples of companies that held tweet sessions for their 2009 annual shareholders’ meetings

– Still a minority of public companies officially using Twitter for IR

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Securities Laws in the Spotlight

• Regulation FD • Rule 10b-5• Regulation G - non-GAAP financial information• Regulation 14A – proxy solicitation rules• Gun jumping (public offering concern)• Forward looking statement safe harbor

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Other Areas of Legal and Non-Legal Risk• Possible claims created by employee use –

defamation, harassment, discrimination• Intellectual property protection• Litigation discovery issues• Effect on brand

– Imposters could hijack the company’s brand • “Squatting” what would appear to be an official

company Twitter page. • User then disseminates false, disparaging or

misleading statements about the company

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Best Practices – the Top Seven

• Social Media is Here to Stay - adopt a socialmedia policy or revise your policies to address this form of communication

• Don't Turn a Blind Eye - monitor employee use and consider designating official tweeters

• Hyperlink Headaches - focus on hyperlinks to third party content

• Avoid being an Ostrich – look at what third parties may be doing with and to your company’s brand

ROPES & GRAY26

Best Practices – the Top Seven

• Turning the Other Cheek – Employees should talk with the GC’s office before engaging in an internet debate about the company

• Publicize your Tweeting – If you have an official blogger or tweet-er, especially for IR type functions, tell people about it

• Don’t Drop the Disclaimers - include appropriate disclaimers

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Best practices - disclaimers

– Employees should remind their followers that the opinions that they express do not represent the views of management

– Tweets containing forward-looking statements should be accompanied by reference to cautionary statements, with a hyperlink

– Live-tweets during earnings calls or annual meeting should also include non-GAAP disclaimers and cross-references.

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Ask a QuestionDuring the live event only

September 15, 2009 – 5:00 p.m ET

On the Telephone – follow the operator’s instructionsOn your computer – click on the “Questions” link on the right side of your screen

Telephone access provided by In Comm

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Replay via telephone until midnight on 9/29/09 (Eastern time). Call 877-660-6853 (USA) or 201-612-7415 (International) The account number is 286 and the conference I.D. is 332791.View this forum on the web until 3/31/10 by going to the Webinars on demand web page: http://www.niri.org/Main-Menu-Category/learn/on-demand.aspx

Webcast provided by VCall, a service of Precision IR

Replay Options

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Archived Webinars

If you miss the live event, all member benefit webinars are available on demand for six months.

See the full list here:http://www.niri.org/Main-Menu-Category/learn/on-demand.aspx