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The AAO Weblog covers accounting issues and current events as they relate the practice of investment analysis.

 
 
Aug 31

Written by: Jack Ciesielski
8/31/2006 6:19 AM 

Yesterday, Progress Software announced that its study of misdated options was not yet complete but far enough along to give some guidance on how bad things might be. The study began in June, about the same time that many companies were announcing regulatory investigations of one sort or another. Progress' conclusions to date:

"... the Company currently expects to record additional non-cash charges in the range of $20 million to $30 million for stock-based compensation over the period from December 1, 1995 to February 28, 2006. The Company has not yet determined the amount to be recorded in any specific period, nor has the Company determined the tax consequences that may result from these matters or whether any tax consequences will give rise to additional tax liabilities.

Earlier today, the Audit Committee, in consultation with management and after discussion with the Company's independent registered public accounting firm, concluded that the Company's financial statements, including the reports of the Company's independent registered public accounting firm thereon, and its earnings releases and similar communications for fiscal 1996 and subsequent periods should no longer be relied upon.

The errors affected the accounting treatment of the Company's regular broad-based stock option grants as well as grants that occurred outside the Company's normal option grant cycle, and were not limited to stock option grants to executive officers, whose options were generally granted on the same date and at the same price as options granted to other employees.

The Company expects that it will be unable to announce its financial results for the third quarter of fiscal 2006 or file its related Quarterly Report on Form 10-Q until a determination of the appropriate stock-based compensation expense has been made..."


Progress' statement is probably a microcosm of the larger universe of companies investigating backdating issues. To the outsider, a couple months may seem like long enough to wade through option transactions. But Progress is talking about going back over ten years to review option grants that were part of the regularly scheduled programs and some that were not regularly scheduled. And they covered all employees, not just the top dogs. You have to wonder if adequate documentation even exists.

Think of this: how quickly could you recover a mere bank statement from 1995?

No wonder then, that Progress and its ilk are threatened with delisting and pummelling from hedge funds. Much as we'd all like to see this wrapped up quickly, just getting the facts is going to take a while. And "taking a while" to get the facts is leading to other unpleasant, unforeseen consequences.

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Pension & Other Benefit Plans: A Look Ahead


    Investors in firms with defined benefit pension plans always face the risk of suddenly being pushed farther back in line when it comes to being served their returns. Variability in plan assets and variability in benefit plan obligations are the reason: poor asset returns coupled with sinking interest rates always spell tough times for defined benefit plan funding. In that regard, this year’s asset returns combined with the Fed’s “Operation Twist” add up to “Operation Agony” for defined benefit pension plans. If trends continue along their current path, firms that may have anticipated moving to more realistic pension accounting - like Honeywell, AT&T and Verizon already have done - might forego that decision. It could be just too painful. 

    Pensions aren’t the only kind of benefit plan affected by Operation Twist. Other postemployment benefit (OPEB) plans share much the same accounting model as pensions, including the calculation of a projected benefit obligation that similarly incorporates a discount rate - one that will also be affected by Operation Twist. The net OPEB obligations were slightly less than pension obligations at the end of 2010, but also promise to grow in 2011. Investors perceive them as less threatening than pension obligations because they don’t require funding. Strangely, there are a number of firms that are recognizing income from these benefit plans - without ever creating a dime of cash for investors.

A recent edition of The Analyst’s Accounting Observer dissects these issues, and is available only to paid subscribers. A condensed version is available for free upon request. To receive it, send an e-mail to Brenda Rappold at brappold@accountingobserver.com, with “PENSIONS” in the subject line.

For information about subscribing to The Analyst’s Accounting Observer, click here.