Digital River - Under investigation for backdating stock options

Beautifully engraved Certificate from the Digital River . This historic document was printed by the American Banknote Company and has an ornate border around it with a vignette of the company's logo. This item has the printed signatures of the company's officers.


Certificate Vignette

Founded in 1994, Digital River is a leading global e-commerce outsource provider, offering more than 32,000 companies complete e-commerce systems and services. The company's world-class infrastructure and professional services are proven to grow businesses quickly and profitably while reducing risk. Digital River's commerce services include e-commerce strategy, site development and hosting, order and transaction management, system integration, product fulfillment and returns, e-marketing and customer service. Digital River's clients include Symantec, Fujitsu, 3M, Siemens, Polaris, Major League Baseball, Novell, Autodesk, SONICblue, Adaptec and Staples.com.

The company's stock was trading over $50 in 1999 and sunk to around $5 in 2002. It is now trading around $60.

In December 2006, the U.S. Securities and Exchange Commission has asked Digital River Inc. to voluntarily turn over documents related to stock option grants from Jan. 1, 1998 to the present, the company said on Friday.

Digital River, which manages online businesses, said in a filing with the SEC that it intends to cooperate fully and that an internal review of such practices by a special committee of its board was ongoing.

In October, proxy advisory firm Glass Lewis & Co. pointed to Digital River in a report as a company whose late Form 4s -- in which companies disclose their stock-option awards -- could have resulted in higher profits for executives.

The proxy advisory firm said late Form 4s, where the price of the underlying stock increased materially between the purported grant date and the day the form 4 was filed, raised questions about whether the grant was backdated.

A stock options timing scandal has embroiled more than 160 companies.

The SEC is investigating the practice of backdating, in which companies change the day that stock options were granted to an earlier date when the stock was trading at a lower price, potentially allowing executives to lock in higher profits when they exercise their options.

Digital River shares closed at $56.08 on the Nasdaq, not far from their 52-week high of $60.99. Since the beginning of 2006, the stock has gained nearly 89 percent.