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Showing posts from July, 2010

Penson Worldwide and Comtech Telecommunications Need to Learn How to Properly Calculate EBITDA under SEC Rules

Updated

Both Penson Worldwide (NASDAQ: PNSN) and Comtech Telecommunications (NASDAQ: CMTL) have issued recent earnings reports which include a calculation of EBITDA that apparently does not comply with Regulation G governing non-GAAP financial measures. As I will describe below, their EBITDA calculations include an erroneous adjustment for stock-based compensation costs.

How is EBITDA supposed to be calculated?

According to the SEC Compliance & Disclosure Interpretations, EBITDA is means net income before interest, taxes, depreciation, and amortization. See below:
Question 103.01

Question: Exchange Act Release No. 47226 describes EBIT as "earnings before interest and taxes" and EBITDA as "earnings before interest, taxes, depreciation and amortization." What GAAP measure is intended by the term "earnings"? May measures other than those described in the release be characterized as "EBIT" or "EBITDA"? Does the exception for EBIT and EBI…

My Life as a White-Collar Criminal

Last Friday evening, Marcia MacMillan from CTV News Channel (a 24-hour news network in Canada) interviewed me and asked me what it's like to be a white-collar criminal and what role, if any, did morality play in my decisions to commit crime. 

You can watch the interview by clicking on this link.

Reflecting on my own white-collar criminal mind leaves no doubt that money is not the only motivating force compelling hardcore criminals to commit crimes. There was also a passion for the act, a sense of accomplishment, that made me enjoy committing my crimes. It is perhaps the same positive feelings of success that law-abiding citizens experience for a legitimate job well-done.

To better understand the behavior of white-collar criminals, take morality out of the equation. During my years at Crazy Eddie, we never had a single conversation about the morality of our actions. We did not give a damn about right and wrong.

Hardcore criminals don't question their unethical and immoral cond…

I Have A Question

Nice timing. NBTY Inc. (NYSE: NTY) Directors Michael L. Ashner and Peter J. White May purchased company stock just about two months before last week's announcement that NBTY is being acquired by the Carlyle Group, according to publicly available information.

On May 13, 2010, Michael Ashner purchased 5,000 NBTY common shares at a total cost of $171,295 or an average price per share of $34.26. Five days later on May 18, 2010, Peter White purchased 4,000 NBTY common shares at a total cost of $140,398 or an average price per share of $35.10.

On July 15, 2010, NBTY agreed to be purchased by the Carlyle Group. According to Dow Jones Newswires:
NBTY Inc. (NTY) agreed to be acquired by private-equity firm Carlyle Group in a deal valued at $3.5 billion in one of the largest transactions to take a public company private since the credit bubble burst.

Carlyle and Blackstone Group LP (BX), two of the world's largest buyout firms, had been eyeing the vitamin and nutritional-supplement make…

Goldman Sachs Settlement with SEC Ignores Company’s Duty to Provide Timely Disclosures to Shareholders about Investigation Leading up to Litigation

The Securities and Exchange Commission's settlement of a lawsuit against Goldman Sachs (NYSE: GS) over a certain subprime mortgage product sold to investors misses a key issue concerning the company's duty to provide timely and transparent disclosures to its own shareholders about government subpoenas, investigations, and pending enforcement actions against the firm. In this particular case, Goldman did not make timely disclosures about the regulator's investigation and pending lawsuit against the firm, right under the SEC investigator's noses.

Goldman Sachs chooses to keep shareholders in the dark about SEC investigation and pending enforcement action

During the summer of 2008, the SEC started investigating Goldman's marketing of a certain subprime mortgage product, known as ABACUS CDO, to investors who lost over $1 billion from that transaction.
At that time, Goldman Sachs knew that the SEC was investigating its failure to disclose material information to investo…

Open Letter to the Securities and Exchange Commission: Investigate Troubling Issues at Amedisys Missed by Wall Street Journal

To Securities and Exchange Commission Chairperson Mary Schapiro:

On June 30, 2010, Amedisys (NASDAQ: AMED) announced that it "received notice of a formal investigation from the Securities and Exchange Commission (SEC) pertaining to the company, and received a subpoena for documents relating to the matters under review by the Senate Finance Committee." The SEC investigation follows an April 2010 Wall Street Journal report questioning Amedisys’s Medicare reimbursement patterns and raising serious questions about possible abuse by the company of Medicare’s reimbursement system. In mid-June 2010, several class action lawsuits were filed against Amedisys alleging securities fraud, based on the Wall Street Journal report.

In my analysis below, I will provide additional troubling data and issues missed in the Wall Street Journal report and not cited in the various class action lawsuits for the SEC to consider in its investigation.

Background

The analysis is based entirely on informa…