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Ex-Comverse execs charged in options probe
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EE Times


SAN FRANCISCO — Three former executives of software vendor Comverse Technology Inc. were charged Wednesday (Aug. 9) with orchestrating a scheme to manipulate the grant of millions of Comverse stock options to themselves and to employees, the U.S. Justice Department said.

Former Comverse CEO Jacob Alexander, former Chief Financial Officer David Kreinberg, and former General Counsel William Sorin allegedly orchestrated the scheme by fraudulently backdating the options and operating a secret stock options slush fund, according to the Justice Department.

The charges were announced Wednesday by Paul McNulty, deputy attorney general, as well as officials with the U.S. Securities and Exchange Commission (SEC) and the FBI. The charges stem from a coordinated investigation led by the Justice Department's Corporate Fraud Task Force, according to a statement issued Wednesday by the Justice Deparment.

Alexander, Kreinberg and Sorin, all of whom resigned from Comverse on May 1, have been charged by criminal complaint filed in the Eastern District of New York with conspiracy to commit securities fraud, mail fraud and wire fraud, the Justice Department said. According to the complaint, between 1998 and 2002, the defendants reaped millions of dollars in profits as a result of their scheme and issued false and misleading financial statements to the company's shareholders and the investing public regarding the true value of the options grants, the statement said.

The ex-Comverse executives are the second set of executives to be charged with criminal wrongdoing in the swirling scandal over stock options backdating. Last month, the Justice Department and SEC separately filed charges against two former Brocade Communications Systems Inc. executives, including the company's former CEO. The SEC's action in that case also included a third person, Antonio Canova, Brocade's former chief financial officer.

"The Justice Department is determined to see that our markets operate fairly and honestly," McNulty said through the statement. "Investors take risks and do their best to see into the future when picking companies in which to invest. We cannot allow corporate leaders to operate under different rules, using 20-20 hindsight to line their own pockets. We will continue to pursue misconduct in any boardroom where we find it."

The Justice Department said it seized more than $45 million from two U.S. investment accounts in Alexander's name based on his alleged participation in a stock options fraud and a money laundering scheme involving the secret transfer of more than $57 million to accounts in Israel in an effort to conceal the funds from U.S. authorities. The SEC commenced a civil fraud and injunctive case against the ex-Comverse executives for their alleged roles in causing Comverse to publicly file false annual and quarterly financial reports and proxy statements from 1991 through 2005, according to the Justice Department.

Initial appearances for Kreinberg and Sorin are scheduled for this afternoon before U.S. Magistrate Judge Viktor Pohorelsky in Brooklyn, N.Y., the DoJ said. An arrest warrant has been issued for Alexander, according to the statement.

More than two dozen high-tech companies have been implicated the scandal over historical stock options granting practices. The controversy generally centers on backdating, the practice of retroactively granting stock options on a date when a company's share price hit a periodic low, thus increasing the potential for profit for the option holder.

SEC Chairman Christopher Cox said last month that the agency is investigating more than 80 companies for possible violations of U.S. securities laws on stock options granting. In Northern California, U.S. Attorney Kevin Ryan has created a backdating task force to investigate allegations that Silicon Valley companies and individuals defrauded shareholders by retroactively changed grant dates for stock options. Ryan has declined to specify how many companies the task force is investigating, but a number of companies have acknowledged being subpoenaed by Ryan's office in SEC filings.



Page 2: Alleged slush fund for favored employees

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Related Links:

  • Analysis: U.S. taking hard line on options investigations
  • Stock option scandal archives
  • Ex-Brocade execs charged with fraud



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