Comverse Technology Announces Completion Of The Independent Investigations By Its Board's Special Committee.8-K Filed Summarizing Findings, Conclusions, Remedial Measures & Recommendations NEW YORK New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of -- Comverse Technology Comverse Technology, Inc. (Pink Sheets: CMVT) is an American Technology company located in Woodbury, New York, which develops and markets telecommunications software. Founded in 1982, the company focuses on providing services to third party telecommunication service providers. , Inc. (Pink Sheets: CMVT CMVT Converse Technology .PK) today announced that the Special Committee of the Board of Directors of the Company has completed its independent investigations, along with a comprehensive final report. The report details two investigations conducted by the Special Committee in the areas of stock option backdating Predating a document or instrument prior to the date it was actually drawn. The negotiability of an instrument is not affected by the fact that it is backdated. and earnings management. A summary of the facts, findings, conclusions, remedial measures and recommendations is contained in a Current Report on Form 8-K Form 8-K The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock. Form 8-K See 8-K. that has been filed with the Securities and Exchange Commission. Mark C. Terrell, Chairman of the Board of the Company and Special Committee Member, said, "The completion of the investigations and the subsequent report is a major accomplishment and a significant first step in putting the issues addressed by the investigations behind us. As a result of the Special Committee's work, a number of remedial measures have been or will be implemented. These measures are designed to enhance corporate governance Corporate Governance The relationship between all the stakeholders in a company. This includes the shareholders, directors, and management of a company, as defined by the corporate charter, bylaws, formal policy, and rule of law. , internal controls, training and compliance. On behalf of the Special Committee, I want to acknowledge the cooperation and dedication of the many loyal employees of Comverse around the world and thank them for their patience during this lengthy and extremely trying period in the history of Comverse." Andre Dahan, President and Chief Executive Officer of the Company, said, "This is a major milestone and will serve as the foundation for the new Comverse. We have already taken a number of actions to strengthen the Company's governance, controls, processes and performance. We remain focused on delivering value to our customers and committed to our objective of building and delivering a new Framework for Profitable Growth. With this chapter behind us, we can concentrate our efforts on realizing the opportunities ahead for our customers, our shareholders and our employees. I am very optimistic about the strength of our business and its prospects, and we look forward to carrying our positive momentum into 2008." About Comverse Technology, Inc. Comverse Technology, Inc. is the world's leading provider of software and systems enabling network-based multimedia enhanced communication and billing services. The company's Total Communication portfolio includes value-added messaging, personalized data and content-based services, converged IP communications A general term for networks that use the IP protocol for voice (VoIP) and video traffic. See IP telephony. solutions, and real-time converged billing solutions. Over 500 communication and content service providers in more than 130 countries use Comverse products to generate revenue, and improve customer loyalty and operational efficiencies. Other Comverse Technology subsidiaries include: Verint Systems Verint Systems (Pink Sheets: VRNT) is a leading provider of analytic software and hardware based solutions for the security and business intelligence markets. See also
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For additional information, visit the Comverse Technology website at www.cmvt.com. All product and company names mentioned herein may be registered trademarks or trademarks of Comverse or the respective referenced company(s). This release contains "forward-looking statements" under the Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995 that involve risks and uncertainties. There can be no assurances that any forward-looking statements will be achieved, and actual results could differ materially from forecasts and estimates. Important factors that could affect the company include: the results of the investigation of the Special Committee, appointed by the Board of Directors on March 14, 2006, of matters relating to the company's stock option grant practices and other accounting matters, including errors in revenue recognition, errors in the recording of deferred tax accounts, expense misclassification, the possible misuse of accounting reserves and the understatement of backlog; the impact of any restatement of financial statements of the company or other actions that may be taken or required as a result of such investigation or as result of the company's VSOE VSOE Vendor-Specific Objective Evidence (accounting/contracting) VSOE Venice Simplon-Orient-Express VSOE Viveka School of Excellence evaluation; the company's inability to file reports with the Securities and Exchange Commission; the effects of the delisting of the company's Common Stock from NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on and the quotation of the company's Common Stock in the "Pink Sheets," including any adverse effects relating to the trading of the stock due to, among other things, the absence of market makers; risks relating to the company's ability to relist its Common Stock on NASDAQ; risks relating to alleged defaults under the company's ZYPS ZYPS Zero Yield Puttable Securities (exchange offer) indentures, including acceleration of repayment; risks of litigation An action brought in court to enforce a particular right. The act or process of bringing a lawsuit in and of itself; a judicial contest; any dispute. When a person begins a civil lawsuit, the person enters into a process called litigation. (including the pending securities class action and derivative lawsuits) and of governmental investigations or proceedings arising out of or related to the company's stock option practices or any other accounting irregularities or any restatement of the financial statements of the company, including the direct and indirect costs of such investigations and restatement; risks related to Verint Systems Inc's. merger with Witness Systems, Inc., including risks associated with integrating the businesses and employees of Witness; risks associated with integrating the businesses and employees of the Global Software Services division acquired from CSG CSG - constructive solid geometry Systems International, Netcentrex S.A. and Netonomy, Inc.; changes in the demand for the company's products; changes in capital spending capital spending Spending for long-term assets such as factories, equipment, machinery, and buildings that permits the production of more goods and services in future years. among the company's current and prospective customers; the risks associated with the sale of large, complex, high capacity systems and with new product introductions as well as the uncertainty of customer acceptance of these new or enhanced products from either the company or its competition; risks associated with rapidly changing technology and the ability of the company to introduce new products on a timely and cost-effective basis; aggressive competition may force the company to reduce prices; a failure to compensate any decrease in the sale of the company's traditional products with a corresponding increase in sales of new products; risks associated with changes in the competitive or regulatory environment in which the company operates; risks associated with prosecuting or defending allegations or claims of infringement of intellectual property rights; risks associated with significant foreign operations and international sales and investment activities, including fluctuations in foreign currency exchange rates, interest rates, and valuations of public and private equity; the volatility of macroeconomic mac·ro·ec·o·nom·ics n. (used with a sing. verb) The study of the overall aspects and workings of a national economy, such as income, output, and the interrelationship among diverse economic sectors. and industry conditions and the international marketplace; the risk of declines in information technology spending; risks associated with the company's ability to retain existing personnel and recruit and retain qualified personnel; and other risks described in filings with the Securities and Exchange Commission. The company undertakes no commitment to update or revise forward-looking statements except as required by law. |
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