KB Home chief resigns over options
LOS ANGELESE (Bloomberg) — KB Home, the fifth-largest US homebuilder, said chief executive officer Bruce Karatz resigned, the latest among more than 50 officials to leave publicly traded companies in the widening scandal over stock-options backdating.Gary Ray, head of human resources, was fired and chief legal officer Richard Hirst resigned, the Los Angeles-based company said on Sunday in a statement. Karatz and Ray picked the grant dates under the company’s option plan and Karatz will repay $13 million to cover gains he shouldn’t have received. Karatz was paid about $38 million last year not including options, according CoreData Inc.
Karatz has been with the company for more than three decades, is leaving as KB Home is struggling amid a US housing slump and its share price has tumbled 40 percent this year. At least 176 companies have disclosed internal or federal investigations into whether the value of options awarded to senior executives were inflated by backdating or timing the grants to coincide with days when the stock price was low.
“Unfortunately, the resignations are only the end of a chapter, not the book,” said Stephen East, a Chesterfield, Missouri-based analyst with Susquehanna Financial Group LLP, in a report today. “KB Home will still endure an investigation, as well as potential fines and lawsuits.’
East rates the shares “positive.”
Jeffrey Mezger, who has been responsible for the company’s US homebuilding operations, will succeed Karatz, KB Home said. Mezger, 51, was appointed chief operating officer in October 1999. He will also serve as president and be a company director.
Mezger’s total compensation last year was $12.8 million, according to CoreData’s US executive pay database.
“Clearly he can hit the ground running,” said George Skoufis, a credit analyst at Standard & Poor’s in New York. “I don’t think they’ll be missing a step running the business day- to-day.”
Shares of KB Home rose $1.02 to $44.84 at 12:05 p.m. in New York Stock Exchange composite trading. The stock is the third worst performer year-to-date among homebuilder shares in Standard & Poor’s indexes.
KB Home spokesman Ray Gomez said the company will have no further comment beyond the press release.
UnitedHealth Group Inc. and Medarex Inc., whose CEOs previously quit because of their roles in picking dates for options grants, said yesterday they’re still unable to file restated financials with the US Securities and Exchange Commission. Actel Corp., which is conducting an internal probe into its own stock awards, also delayed its quarterly SEC filing.
UnitedHealth last week said it would reduce the value of stock options awarded to two top executives in addition to delaying the submission of the quarterly report.
Karatz, 61, spent 34 years at KB Home and has been its only CEO since the company went public. He was also chairman of the board and a director. He owned about 4.4 percent of the company’s common stock as of February 2006, according to an SEC filing.
Karatz, who serves on the board of Honeywell International Inc. and Edison International, was awarded 250,000 stock options in fiscal 2005 at an exercise price of $62.34, according to the filing. They had a value $9.8 million if the stock price rose 5 percent a year during the option term. If the stock rose ten percent a year, they would be worth $24.8 million, the filing said.
In a move to improve its corporate governance, KB Home said it created the position of non-executive chairman and is conducting a search to fill the post. Until the job is filled, Temple-Inland Inc. CEO Kenneth Jastrow, a KB Home director since 2001, will assume the new position of lead director.
In August, the company started reviewing options awarded in 1999 to Karatz. None of KB Home’s other top executives were involved in dating options, the company said.
KB Home found that options awarded from 1998 to 2005 were dated incorrectly. Consequently, it may have to restate some financial statements. The incorrect option dating will result in a non-cash compensation-related expense of as much as $50 million, KB Home said.
“Getting the options scandal fiasco behind the company is obviously good news, as the entire management team can now start focusing on the real business at hand,” wrote East. “Unfortunately, the flip side of the equation is that Karatz is also carrying away from KB Home a tremendous amount of experience and vision that has actually served KB Home very well, not only during the boom, but also in the early phase of the downturn.”
As a result of the investigation, KB Homes has delayed the publication of its results for the third quarter. Net income probably fell to $155.3 million, or $1.93 a share, from $227.5 million, or $2.55, a year earlier, the company said in a filing on Oct. 10. Construction operating income declined 36 percent to $238.6 million from $373.8 million a year earlier.
Seventy-three companies have announced they must restate some earnings because of option-related errors. So far, the restatements, revisions and charges exceed $4.5 billion.
