To hear Overstock.com (NASDAQ: OSTK) CEO Patrick Byrne tell it, everyone is gunning for them. The company is fantastic. Patrick is fantastic. Everything is above board and everyone is forthcoming with everything.
However, another issue has come up. It’s now clear that there were shenanigans with the resignation of President Jason Lindsey and the statements made and documents filed in the days around the resignation.
Sam Antar has discovered proof that Jason Lindsey’s resignation from Overstock.com was backdated.
Here’ the 8-K that Overstock.com filed on January 2, 2008 with the SEC (click on it to see it full-size):
Here’s the header and an excerpt from a credit agreement between Overstock.com and Wells Fargo Bank, dated January 1, 2008 and filed with the SEC on January 2, 2008 (click on it to see it full-size):
And here is Jason Lindsey’s recent declaration in Overstock’s lawsuit against Gradient Analytics (click on it to see it full-size):
The casual observer may wonder who cares if Lindsey resigned on December 31 or January 1 or January 2.
It is less about what date it happened on, and more about the dishonesty in reporting this. From the start, Sam Antar suggested that Lindsey resigned on January 2nd, but for some reason the resignation and the letter were backdated to December 31. That’s unusual in light of a bank note dated January 1, which lists Lindsey as an officer and director. It’s even more unusual when this declaration indicates Lindsey was an officer and director until January 2.
Investigative journalist Gary Weiss notes:
One thing perplexes me: why do such a blatantly stupid, reckless thing as lie in an SEC filing?
I really don’t know, and given the sheer weight of the sliminess of this company, it’s hard to figure out whether one lie is more important than another lie, or why liars lie. Perhaps just for the sake of lying? One thing I do know: those SEC investigators must be having a field day.
It is just one more example of the Overstock.com and Patrick Byrne manipulating reality. Why? Who knows! But it’s par for the course and flies directly in the face of Byrne’s occasional statements about how forthcoming he is.
I don’t get it. The resignation was announced the second so in the Gradient declaration, he used the date of the announcement. No backdating.
For the Wells Fargo deal, that’s a little more strange. The agreement would not have been all worked out and written up on the 1st. It was already worked out with Lindsey’s name on it. Maybe they should have removed Lindsey’s name from the list on the 1st. And the agreement changed again not long after so there might have been a little surprise as WF. But this isn’t proof of backdating.
The declaration is the proof that the resignation was backdated. You’re right that the WF document doesn’t prove one way or another what date he resigned, just that it was either the 31st or the 2nd, neither of which are reflected in the WF document.
How is the declaration proof? His resignation was announced January 2nd. In the declaration, he said he was president till the 2nd. What’s the problem? He didn’t say that he was president until he “resigned effective the 2nd”. Sure this might call for clarification but it’s not hard to believe it can be explained.
The 8-K says he resigned on December 31, effective immediately. The declaration says he was president until January 2. Those statements cannot both be true. Please look at the highlighted portions above.
To Overstock.com Director Defendants:
Have you gotten to the point yet where your last call on Friday afternoon is to your attorneys and then you sit and wait through the weekend until you make your first call on Monday morning to your attorneys?
Anxiety setting in?
Your sworn declarations show it.
Sam E. Antar (former Crazy Eddie CFO and a convicted felon)