Comverse Technology, founded in Tel Aviv in 1982 and NASDAQ-listed since 1986, pioneered voicemail software and rode the telecom boom to the S&P 500 and the NASDAQ-100 with more than 5,000 employees. Chairman and CEO Jacob "Kobi" Alexander was the face of the company — and, federal prosecutors later alleged, the architect of a 15-year scheme to manipulate the value of its stock options.

The scheme was simple: option grant dates were set after checking the stock chart, so grants landed "in the money" the day they were issued. The compensation expense those grants created was never recorded. When the backdating investigation reached Comverse in 2006, the consequences compounded: the company published no financial statements from the fall of 2005 into 2007, and NASDAQ delisted the S&P 500 member, leaving its stock in the pink sheets.

The company moved against its own executives. On August 17, 2006 it terminated every agreement with Alexander, CFO David Kreinberg and general counsel William Sorin, revoked their vested and unvested equity and paid no severance. Kreinberg and Sorin pleaded guilty — Sorin drew a year and a day, Kreinberg cooperated and got time served. Alexander, indicted on 35 counts and facing up to 25 years, left the country before the indictment was unsealed and settled in Namibia, which had no extradition treaty with the US.

The civil side closed in increments. On December 17, 2009, Comverse agreed to pay $165 million into a class settlement fund — in installments stretching to 2011 — while Alexander agreed to pay $60 million into the derivative fund, on top of the $54 million he paid to settle SEC charges in 2010 and the $72 million severance countersuit he dropped. He returned to the US in August 2016, pleaded guilty, and was sentenced to 30 months in February 2017.

$225M in settlement funds — $165M from the company, $60M from Alexander personally; NASDAQ delisting to the pink sheets; over a year without published financials

Grant dates were chosen from the stock chart rather than the calendar, so millions of dollars of options were in the money the moment they were issued — pay disguised as timing luck.

The unrecorded expense cut both ways: it inflated the executives' pay and overstated the earnings that justified more pay.

Alexander chaired the board whose special committee eventually stripped his equity and pursued him — the beneficiary was administering his own compensation.

Withholding financial statements for over a year cost the company its NASDAQ listing, converting an accounting scandal into a market-structure event for shareholders.

When an executive controls his own grant dates, every option is priced by its beneficiary. Compensation paperwork needs the independence revenue gets: the clock belongs to the board, not the paid.

Comverse Technology did not survive: the company that once defined voicemail was dismantled and declared defunct. Alexander served 20 months at Allenwood before being transferred to Israel under a treaty transfer in March 2018; an Israeli parole board commuted a third of his sentence and released him. From his Namibia exile he had funded soup kitchens that served more than 750,000 meals to children — a charity that continued even as his extradition fight dragged through Windhoek's courts for a decade.

FOLLOW THE EVIDENCE

The sources

  1. Comverse Technology 8-K: settlement agreements in class action and derivative litigation sec.gov
  2. Comverse Technology press release: terminates former executives' employment arrangements sec.gov
  3. Comverse Technology DEFC14A proxy statement sec.gov
  4. Decade later, indicted CEO Kobi Alexander will return to US to face charges cnbc.com
  5. Convicted Comverse CEO Kobi Alexander Released From Israeli Jail calcalistech.com
  6. A decade on the lam, ex-Comverse CEO to return to US nypost.com