Item 4.02(a) |
Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review |
Move, Inc - Recent Material EventSince fiscal 2006, Move, Inc. (the Company) has licensed software from a third party provider to
automate the administration of its employee equity programs and calculate its stock-based
compensation expense (the Software). After learning this month that the Software contained an
error in how it calculated stock-based compensation expense and that the Software provider had a
new version of the Software that was designed to correct this error, the Company upgraded to the
new version of the Software and identified differences in the stock-based compensation expense
of prior periods. After reviewing such differences, the Company identified an error in its
accounting for stock-based compensation expense.
The prior version of the Software incorrectly calculated stock-based compensation expense by
continuing to apply a weighted average forfeiture rate to the vested portion of stock option awards
until the grants final vest date, rather than reflecting actual forfeitures as awards vested,
resulting in an understatement of stock-based compensation expense in certain periods prior to the
grants final vest date. As stock-based compensation expense is a non-cash item, there is no
impact to net cash provided by operations in any period.
As a result of identifying the error, on October 30, 2009, the Company concluded that accounting
adjustments were necessary to correct certain previously issued financial statements. Accordingly,
the Company will restate those financial statements and record total cumulative additional
stock-based compensation expense of approximately $3.7 million for the fiscal years ended December
31, 2006, 2007 and 2008 and the quarters ended March 31, 2009 and June 30, 2009. Specifically, the
Company will record increases in stock-based compensation expense of approximately $1.25 million in
fiscal 2006, $1.30 million in fiscal 2007 and $1.63 million in fiscal 2008, and will record
reductions in stock-based compensation expense of approximately $0.39 million in the quarter ended
March 31, 2009, and $0.10 million in the quarter ended June 30, 2009.
In light of the error and pending restatement, the Companys consolidated balance sheets as of
December 31, 2006, 2007 and 2008, and the related consolidated statements of operations,
stockholders equity (deficit), and cash flows for each of the fiscal years ended December 31,
2006, 2007 and 2008 and the related reports of the Companys
independent registered public accountants theron, and the Companys consolidated balance
sheets as of March 31, 2009 and June 30, 2009 and the related consolidated statements of
operations, stockholders equity (deficit), and cash flows for each of the periods ended March 31,
2009 and June 30, 2009, should no longer be relied upon.
The Company expects to file restated financial statements for the affected periods as soon as
practicable. The Company also expects to file its Quarterly Report on Form 10-Q for the quarter
ended September 30, 2009 on a timely basis and expects that it will be able to announce its
financial results for the quarter ended September 30, 2009 as previously scheduled.
The decision to restate the Companys previously issued financial statements was made by the Audit
Committee of the Companys Board of Directors, following consultation with and upon the
recommendation of management. The Companys Audit Committee and management discussed the matters
relating to the restatement with Ernst & Young, LLP, the Companys independent registered public
accounting firm.
This report contains forward-looking statements within the safe harbor provisions under The Private
Securities Litigation Reform Act of 1995. These forward-looking statements are the Companys
current expectations and beliefs. These forward-looking statements include statements about
anticipated filing dates for the restated financial statements. Factors that could cause actual
results to differ materially with respect to our anticipated results include the fact that the
review process, which includes that of our independent registered public accounting firm, is
ongoing and could take longer than anticipated. If any such risks or uncertainties materialize or
if any of the assumptions proves incorrect, our results could differ materially from the results
expressed or implied by the forward-looking statements we make.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: November 2, 2009
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