November 23, 2024

F.T.C. Takes Aim at Unwarranted Cellphone Charges

WASHINGTON — Those surreptitious charges for flirting tips, yoga lessons and psychic services, long a problem on landlines, have become a costly nuisance for mobile phone users — and a new focus for regulators.

In the last two years, regulators have found that hundreds of thousands of mobile phone users have been charged for “premium text” services that they did not authorize, a practice known as bill cramming.

The crackdown has begun. On Wednesday, the Federal Trade Commission announced its first cellphone cramming case, accusing a company of taking advantage of consumers by tacking unwarranted charges onto their mobile bills.

In a civil complaint filed in Federal District Court in Atlanta on Tuesday, the F.T.C. charged Wise Media and two of its owners, Brian M. Buckley and Winston J. Deloney, all of the Atlanta area, with unfair or deceptive business practices. A fourth company, Concrete Marketing Research, was charged with receiving funds that could be traced to Wise Media’s actions.

The messages — promising horoscopes, love tips and other services — are sent as premium SMS service. The technology, in legitimate use, allows a consumer to buy digital content like games, with the cost being added to the consumer’s phone bill.

But the F.T.C. said that Wise Media illegally charged mobile phone users. In the typical instance, those charges amounted to $9.99 a month and recurred indefinitely, showing up on a consumer’s bill “with abbreviated and uninformative descriptions.” While the initial text messages often included instructions to text “STOP” to a given number to end the messages, the F.T.C. said the company frequently failed to honor that request.

The trade commission wants to freeze Wise Media’s assets and order the company to return to consumers all unauthorized payments it received from wireless customers. In its complaint, the F.T.C. said only that the defendants had made “millions of dollars” from placing unauthorized charges on phone bills.

Wise Media and Concrete Marketing could not be reached for comment. Wise Media’s most recently known phone number has been changed to an unlisted number. Mr. Buckley and Mr. Deloney also could not be reached. In a news release, the F.T.C. said the company had typically gone to “great lengths to hide its contact information from consumers.”

Jessica Rich, an associate director in the F.T.C.’s division of financial practices, said, “We’re now seeing mobile phone cramming emerging as more of a problem.”

More cases could follow.

Consumers are increasingly complaining about unwarranted charges to regulators, wireless providers and organizations like the Better Business Bureau. The commission recently found that 30 percent of the complaints it received in 2011 over cramming involved wireless phones, up from 16 percent the previous year.

Over the last year, the F.T.C. said, phone companies have at times refunded some of the charges to consumers, but most consumers do not notice the charges for months after they begin to occur, if at all.

Wireless phone companies in California alone refunded an average of more than $2 million a month last year to consumers who complained about unauthorized wireless text charges, according to the California Public Utilities Commission. Refunds were requested on only about 12 percent of the total monthly charges for those premium text services, the public utilities commission said.

Senator John D. Rockefeller IV, Democrat of West Virginia and chairman of the Senate Commerce Committee, said Wednesday that he believed phone companies had not done enough to prevent cramming from migrating from landline to wireless phones. “The F.T.C.’s action today confirms my fear that our success in stopping wireline cramming has forced crammers to find other ways to scam consumers,” he said.

Regulators are trying to be proactive.

On Wednesday, the communications commission conducted a workshop with companies and advocacy groups focused on cramming, and bill shock, a similar issue that arises when consumers receive large charges on their phone bills for going over their monthly allotment of data or phone minutes. The F.T.C. is conducting a similar workshop on May 8 to study mobile cramming.

The agency is also considering expanding its anti-cramming rules to include mobile phones.

Article source: http://www.nytimes.com/2013/04/18/business/ftc-takes-aim-at-unwarranted-cellphone-charges.html?partner=rss&emc=rss

In Anticipation of Tax Changes, Companies Are Expected to Increase Buybacks

Investors are bracing for companies to ramp up purchases of their own shares in response to expected tax changes in the new year, despite growing criticism of buybacks.

Companies have two main ways to return cash to investors: paying money in quarterly dividends or repurchasing shares on the open market. A number of academics and investors, and a new industry survey, suggest that companies are likely to shift more money to buybacks after this year because taxes on those gains are expected to grow less than a proposed tax increase on dividends.

Peter C. Andersen, a portfolio manager at Congress Asset Management, expects share repurchases to increase and has added them to his list of the 10 most important things to consider when analyzing a stock. Last week, Mr. Andersen added News Corporation to the 23 other stocks in a mutual fund he runs because of, in part, the company’s growing buyback program over the last two years.

“Dividends were the big thing,” said Mr. Andersen, who manages the All Cap Opportunity mutual fund. “I think we’ll stop seeing that popularity, and the new focus will be on stock buyback programs.”

Wall Street and corporate America have been taking steps to prepare for the broad array of tax increases and spending cuts set to fall into place at the end of the year. While the White House and Congress are negotiating a compromise that could avert some of these changes, most executives and investors expect at least some tax rates to grow even if a deal is struck.

The Obama administration is pushing to sharply increase the rate at which dividends are taxed, to 39.6 percent from 15 percent. At the same time, the White House has proposed that the benefits derived from share repurchases, capital gains, be subject to a smaller tax increase: to 20 percent from 15 percent. Both types of investment income would also be hit by a 3.8 percent surcharge tied to the administration’s health care legislation.

Companies including Wal-Mart and Las Vegas Sands recently decided to pay out their fourth-quarter dividend this year instead of early in 2013 to take advantage of the current tax rate on dividends. Some investors have sold off winning stock positions to lock in the current rate on capital gains. But while these are one-time changes aimed at capitalizing on existing rates, any moves to increase share buybacks could continue in the long run.

Mr. Andersen likes the prospect of more buybacks because he thinks they lift the price of a stock. Share repurchases are popular with executives because they lower the number of outstanding shares and increase the amount of profit per share, a popular measure used to evaluate companies and determine executive pay.

But some academics and investors believe the growth of the practice could lead to more misuse of corporate funds.

Gregory V. Milano, chief executive of Fortuna Advisors, said that companies frequently buy back their stock when it is at a peak; then the price drops, erasing any potential benefit to shareholders.

The number of share buybacks hit a low in 2009 when companies would have had the greatest advantage from buying their own shares. More important, he said, companies generally get lower returns from buying back stock than they do from investing in their businesses and staff.

Mr. Milano is expecting the number of buybacks to tick up with the coming changes, but he is not happy about it.

“When you buy back stock with money you could have reinvested, you not only deliver worse returns, you wind up employing less people,” he said.

A surge in stock repurchases is still far from a sure thing. Taxes on dividends could rise less than is currently projected, allowing dividends to maintain their appeal to corporate executives. Even if those rates do rise, executives could choose to use their cash for other purposes, such as acquiring other companies or investing in new facilities and employees.

But in recent years, buying back stock has become one of the most popular ways for executives to use their excess cash.

In recent days, Chipotle, Starbucks and Bebe Stores all announced plans to ramp up their buyback programs.

Procter Gamble executives announced this month that they were increasing the amount of money available for stock buybacks to $6 billion from $4 billion at the same time that they were preparing to lay off over 5,000 employees.

None of these companies has mentioned the prospect of tax increases as a motivating factor. But in a recent survey of 100 American companies, conducted by the financial data firm Markit, half of the companies willing to talk about their dividend policies said that if the tax rate on dividends increased, they were likely to shift money to share buybacks.

Article source: http://www.nytimes.com/2012/11/28/business/companies-are-expected-to-increase-buybacks.html?partner=rss&emc=rss

DealBook: Quest for Patents Brings New Focus in Tech Deals

Motorola MobilityTim Boyle/Bloomberg NewsMotorola Mobility holds a treasure-trove of patents.

Wall Street bankers and technology executives have been busy with their calculators in the wake of Google’s $12.5 billion offer for Motorola Mobililty.

It isn’t just the rich 63 percent premium for the cellphone company that has them rethinking valuations, but how Google justified its price by pointing to Motorola’s trove of patents.

Now other companies with large mobile patent portfolios, like Alcatel-Lucent, Kodak, Research in Motion and Nokia are being scrutinized as possible targets for licensing deals or full-on takeovers.

”The Motorola deal was a seismic event,” said Ronald S. Laurie, a former intellectual property lawyer who is now managing director of patent advisory firm Inflexion Point Strategy. Patents are now driving mergers and acquisitions, he said, “and that’s driving up valuations.”

The Google deal highlights the growing significance of patents in mobile and the steep prices that companies are willing to pay to keep them from rivals. As the Web gravitates to mobile and patent litigation rises, patent portfolios will only increase in value, analysts say.

The question is how much more valuable they will become.

”Before, nobody really paid attention to patents. Now patents are emerging as a new currency,” said Alexander I. Poltorak, chief executive of the General Patent Corporation, a patent licensing and enforcement firm. “I’ve recently received several calls from financial analysts and bankers who want to know how to value patents and what does it mean.”

So far this summer, patent deal making has been on a roar.

Last month, Google bought 1,000 patents from I.B.M. after losing a bid to buy an even larger lot from Nortel Networks. The Nortel prize, 6,500 patents, ended up in the arms of a consortium, led by Apple and Microsoft, two of Google’s fiercest competitors. The winning bid was $4.5 billion.

Mr. Laurie, who helped advise one of the suitors in the Nortel deal, said he had estimated that the patents would fetch $500 million to $700 million, a little less than the approximate $1 billion estimate from Nortel’s financial adviser, Lazard. “Usually the sellers’ bankers overvalue the deal, and they were off by a factor of 4.5,” Laurie said. “The final number amazed everyone.”

What has also been surprising about these deals is the identity of the sellers able to command such premium prices; technology pioneers that have faltered in recent years. Nortel Networks, the Canadian telecommunications maker, filed for bankruptcy in 2008. Motorola has struggled to innovate after the decline of its Razr phone, which was once the best-selling cellphone in the United States. Eastman Kodak, which announced in July that it was considering selling 1,100 patents, was the leader in photography before ceding share to other digital camera makers.

“It’s a unique confluence of events. There are these new players in the mobile device industry, like Google and Apple, that have disrupted the market and caused incredible growth. Meanwhile, you have a lot of older companies that have a lot of patents but are not performing as well,” said Daniel M. McGavock, a vice president at the consulting firm Charles River Associates.

The divide between a company’s perceived health and the potential value of its patents is creating significant opportunity for patent-hungry companies.

“Many companies are cheap relative to their intellectual property,” said Christopher A. Marlett, the chief executive of the boutique investment bank MDB Capital. Kodak, for example, is one of the most mispriced on the market, Mr. Marlett said. Despite its $576 million market value, he contends that the company’s digital imaging patents are worth $3 billion on their own.

Patents have not always been so popular. Mr. Laurie, a former lawyer at Skadden, Arps, Slate, Meagher Flom, said technology patents were barely footnotes to deals a decade ago and rarely figured in the valuation of companies. That thinking started to shift in the early 2000s, according to Mr. Marlett, as more small plaintiffs began to win patent judgments against large corporations. With lawsuits becoming popular, the big companies paid more attention to their intellectual property and spent more money on buying patents to defend their portfolios.

But patent-shopping has picked up significantly this year, particularly in the mobile arena, because of the growing importance of the industry and a perceived imbalance in the market. Google has one of the thinnest mobile patent portfolios in the industry, with just 317 granted patents or applications, according to data from MDB Capital. Microsoft and Nokia, in contrast, have thousands. That vulnerability, in part, incited the patent grab, analysts say.

“When one buys a major portfolio, the other wants to make sure they have patents as well. Litigation in this space is here to stay for a while,” said Richard G. Gervase Jr., a patent lawyer with Mintz, Levin, Cohn, Ferris, Glovsky Popeo. Mr. Gervase says his office has received more phone calls from potential buyers looking for acquisitions since the Nortel deal.

Still, there is a concern that companies may overpay for their bounties and fail to conduct the proper due diligence. Assessing the value of patents can be a long and arduous process. And pricing can be highly subjective.

During the Nortel auction, Mr. Laurie said, it took about nine months to value the company’s patents. If a single patent is really complicated, it can often take a week or more. To ease the burden on buyers, sellers offering large batches will usually try to showcase what they consider to be the top patents.

“The value of a patent can change dramatically, according to who owns it, whether they plan to use it and how they plan to use it,” Mr. Gervase said.

With the recent prices being paid, Mr. Laurie said, “Now, I wonder, will everyone think their patent portfolio is worth more than it is?”

Article source: http://feeds.nytimes.com/click.phdo?i=31bd9967f3ed0abb03881d6faf4629aa