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United States district court, northern district of California was the start of Verisign’s (“the Company”) class action complaint for a violation of securities laws. Plaintiff, James H. Harrison Jr., on behalf of himself and all others similarly situated filed vs. Verisign, Inc., Stratton D. Sclavos, Robert J. Korzeniewski, Dana L. Evan and Quintin P. Gallivan. The “class” period is for people who purchased shares of the company between January 25 and April 25 2002.
The defendant Verisign is headquartered belviq class action in Mountain View California and offers users the ability to engage in secure digital commerce and communications. Verisign’s stock is traded on the NASDQ national market.
Allegations
The allegation is that the defendants tried to artificially increase the Company’s revenue and create the perception that its deferred revenue was being generated organically rather than through acquisition. It is claimed that the Company derived a portion of its revenue from non-monetary barter transactions and investments in other companies. The later claim stated simply, they were financing the payments they were receiving for their goods and services.
The complaint states that the revenues were dubious at best and claimed that “whenever a two-way set of transactions occurs in which a company acts as the lender and service provider, an investor lacks assurance as to whether the related parties would have made a similar decision regarding purchases in the absence of financing from the company”. They claimed that because of this it was not possible to get an accurate measure of the real demand for Verisign’s products.
The complaint also alleges that the defendants misrepresented the company’s prospects and failed to properly disclose improper acts until they were able to sell at least $26 million of their own stock, and also to buy companies in stock-for-stock transactions. Verisign violated Generally Accepted Accounting Principles and Securities Exchange rules by engaging in improper barter transactions. These activities dramatically overstated the company’s margins in its financial statements.
The final complaint states that in addition to the above activities, the defendants had other material information that they concealed from the plaintiffs. The defendants concealed an acquisition because they wanted the public to get the impression that the company’s revenue growth was organic when in fact it was not. Statements were made concerning the company’s ability to grow its operating margins that were “simply impossible”. The integration of two acquisitions was a disaster and clients began to decline rather than grow as the defendants had stated. Other information that was withheld by the defendants included; quickly losing market share to the competitors because of outrageous prices, the company’s web certificate business would post zero growth for the year, the ESP division would post zero organic growth and the fact that 100% of the growth was from acquisitions, the domain name business was losing customers at the rate of 11,000 per day, contrary to statements made by the defendants recent acquisitions would cost $80 million more than expected, receivables were dubious and allowance for doubtful accounts had increased five times over the prior period and lastly the company manipulated its Days Sales Outstanding to paint a rosier picture.
