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Here's Jack Ciesielski's take on Bed Bath & Beyond's back-dating probe:

Lots of other interesting stuff, though. For instance, Wall Street wonders why it takes so long to complete these investigations. One reason: Bed Bath & Beyond’s investigation covered 19,000 individual grants. The special committee’s counsel interviewed 31 officers, directors, employees, advisors and others.

Also interesting is the way the company “positioned” the occurrence of the improper transactions. There were a variety of options grants made over BBBY’s publicly-traded life: annual grants, monthly grants, and special grants. They were handled by two different compensation committees: one composed of inside directors (”Committee A”), the other composed of outside directors (”Committee B”). The most interesting conclusion about the process: “Excluding grants only to Form 4 filers beginning in 2003, almost all annual grant dates in 1998-2004 likely were selected with some hindsight.” At the same time, “the special committee found no evidence that either the Company or any person involved in the grant process had engaged in willful misconduct.” Seems contradictory: how can you select grant dates with some hindsight without willfully doing so? Only if you’re completely mistaken, probably. And that leaves open the question of negligence. (We’ll leave that to the attorneys to fight over.)

As they say, read the whole thing.

Posted by edelfenbein at October 17, 2006 1:42 PM