OVERLAND PARK, Kan., April 4 /PRNewswire-FirstCall/ -- TMNG Global , a leading provider of management consulting services to the global communications, media and entertainment industries, today announced that a special committee composed of independent members of its Board of Directors has completed its previously announced independent review of historical options granting practices.
The comprehensive review was conducted with the assistance of independent legal counsel and forensic accountants. The special committee reviewed the facts and circumstances surrounding all 856 stock option and restricted stock grants made by the Company from November 1, 1999 (prior to the Company's initial public offering) through October 2, 2006. The special committee determined that 582 of those stock option and restricted stock grants had measurement dates different than the recorded grant dates.
The special committee found no evidence of intentional filing of misleading financial statements or other public disclosures. None of the current executive officers or directors who received stock options that were incorrectly dated (seven grants in total during the seven years reviewed) exercised those stock options. The special committee did not find that incorrect dating of stock options resulted in any direct financial gain to executive officers or directors. All seven incorrectly dated stock option grants made to current executive officers or directors are being voluntarily surrendered and cancelled.
On a preliminary pre-tax basis, the special committee estimated that the cumulative intrinsic value (net of forfeitures) of the misdated options was approximately $9.7 million. The actual cumulative after-tax non-cash compensation expense over the period may be higher or lower than the special committee's preliminary estimate. The effects of errors related to misdated options on previously issued financial statements will be included in the Company's Annual Report on Form 10-K for the year ended December 30, 2006, in its Quarterly Report on Form 10Q for the quarter ended September 30, 2006 and in amended Quarterly Reports on Form 10-Q for the quarters ended April 1, 2006 and July 1, 2006. The Company is working to complete its restatement and become current with its public filings as soon as possible. Presently, the Company anticipates meeting all filing requirements prior to the May 14, 2007 deadline for filing its third quarter 2006 Form 10-Q set by the Nasdaq Listing Qualifications Panel.
About TMNG Global
TMNG Global is a leading provider of professional services to the converging communications industry. Its companies, TMNG, CSMG Adventis, and Cartesian, and its base of over 500 consultants, provide strategy, management, and technical consulting, as well as products and services, to more than 1200 communications service providers, entertainment, media, and technology companies and financial services firms worldwide. The company is headquartered in Overland Park, Kansas, with offices in Berlin, Boston, Chicago, London, New York, Shanghai and Washington, D. C.
This release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Forward-looking statements involve risks and uncertainties. In particular, any statements contained herein regarding the special committee's review, the planned restatement of the Company's financial statements, the potential impact of such restatement, the identification of accounting errors or corrections, and/or recommendations of the special committee or measures adopted by management and the Board of Directors are subject to known and unknown risks, uncertainties, and contingencies. Factors that might affect actual results, performance, or achievements include, among other things, the matters discussed in this release, the restatement of the Company's financial statements, legal, accounting and regulatory developments relating to our stock option grants and accounting for those grants, potential claims or liability that may arise as a result of these matters, that the anticipated accounting adjustments could have negative tax implications for the Company, the potential for delisting of our common stock on the Nasdaq Stock Market, the effectiveness of remedial measures adopted by management and our Board of Directors, and other actions that may be taken as a result of the special committee review. In addition to the matters described in this release, risks and uncertainties are described from time to time in our filings with the Securities and Exchange Commission. You should not place undue reliance on any forward-looking statements, which speak only as of the date on which they are made. We undertake no responsibility to update any of these forward-looking statements to reflect events or circumstances occurring after the date of this release.
