Insider Trading

SAC Capital Advisors LP Expected to Plead Guilty to Insider Trading Criminal Charges

Published on: October 31, 2013 | by Shepherd Smith Edwards & Kantas, LLP

According to The Wall Street Journal, hedge fund SAC Capital Advisors is expected to plead guilty to criminal charges involving securities fraud allegations as early as next week. The multibillion-dollar hedge fund is owned by billionaire Stephen Cohen.

Sources told the WSJ that SAC will plead guilty as part of a settlement to resolve insider trading allegations made by federal prosecutors. Also, Cohen is expected to agree to stop managing money outside the fund and pay about $1.2 billion in government penalties—the largest penalty ever for insider trading.

Meantime, SAC and Cohen are still in the middle of hashing out the securities case filed by the Securities and Exchange Commission. That civil lawsuit also seeks a ban against Cohen from managing outside funds because he allegedly disregarded signs that insider trading was taking place at his firm. They say he inadequately supervised employees, allowing the fraud to happen.

Securities Fraud Roundup: 6th Circuit Affirms Ruling Affirms Broker’s Liability Over Reverse Merger, Ex-Stockbroker Pleads Guilty to Insider Trading Over IBM’s SPSS Acquisition, & Father and Son Convicted in $50M Real Estate Fraud

Published on: April 16, 2013 | by Shepherd Smith Edwards & Kantas, LLP

6th Circuit Affirms Ruling Affirming Broker’s Liability Over Reverse Merger

The U.S. Court of Appeals for the Sixth Circuit says that a district court was correct in granting summary judgment to the Securities and Exchange Commission over its claim that broker Aaron Tsai made disclosure and registration violations related to a “reverse merger” involving a shell company. The lower court had ordered Tsai to pay about $352,000 in disgorgement and prejudgment interest while barring him from future violations. Affirming that court’s decision, the appeals court said that the broker’s transactions in unregistered stock were not exempt, pursuant to 1933 Securities Act Rule 144(k).

Tsai was the former president and CEO MAS Acquisition XI Company, which had a reverse merger and sold shares on the OTCBB in 2000. After his initial filing was turned down, he moved shares from five former directors who were initial company shareholders, to 28 other shareholders via previously signed stock powers. Tsai then obtained approval to finish up the reverse merger with Blue Point. The SEC filed civil enforcement naming him and other defendants while alleging Securities Act and Exchange Act violations, including failure to register securities before their sale or offering and failure to reveal that he had beneficial ownership of the securities.

Galleon Group Founder’s Brother Pleads Not Guilty to Insider Trading

Published on: April 2, 2013 | by Shepherd Smith Edwards & Kantas, LLP

Rajarengan “Rengan”, the brother of Galleon Group founder Raj Rajaratnam, has entered a not guilty plea to federal fraud charges accusing him of securities fraud and conspiracy to commit securities fraud. The indictment stems from the same insider trading that landed Raj behind bars for 11 years and resulted in convictions for over two dozen co-conspirators.

The government had accused Raj of making up to $75 million dollars by trading on insider information given to him by other money managers or the employees of public companies. Now, federal prosecutors claim that Rengan made close to $1.2 million on illegal trades made in 2008 involving Advanced Micro Device and Clearwire Corp. He allegedly obtained insider tip about the securities of Hilton Hotels, Polycom, Akamai Technologies, Clearwater Corporation, and AMD from Raj.

In its related civil case, the Securities and Exchange Commission also is charging Rengan. The agency contends that between 2006 and 2008, Rengan repeatedly obtained insider information from his brother, making over $3 million in illicit gains not just for the hedge funds he oversaw at Sedna Capital Management, which he co-founded, and Galleon, but also for himself. The SEC is accusing Rengan of Securities Exchange Act of 1934 Section 10(b) and Rule 10b-5 violations.

SEC Reaches $600M Insider Trading Settlement with SAC Capital Advisors-Affiliated Hedge Fund Advisory Firm

Published on: March 29, 2013 | by Shepherd Smith Edwards & Kantas, LLP

Calling it its largest insider trading settlement to date, the Securities and Exchange Commission has settled its securities case with CR Intrinsic Investors LLC, an SAC Capital Advisors-affiliated hedge fund advisory firm, for $600 million. The regulator had sued the CR Intrinsic Investors and portfolio manager Matthew Martoma last year, accusing the latter of gaining access to inside information about an Alzheimer’s drug trial that was being developed by pharmaceutical companies Wyeth and Elan Corp. plc. before the results were released to the public.

The advanced information noted that the drug might be ineffective. This allegedly prompted Martoma to liquidate the position of his funds in both companies’ stocks and take on short positions. Martoma and his funds are said to have yielded $276 million in avoided losses (or profits) from the scam. He is now facing related criminal charges.

Earlier this month, the SEC amended its securities lawsuit, adding SAC and four affiliated hedge funds as relief defendants for allegedly receiving ill-gotten games from the insider trading scheme. According to the regulator’s acting director of enforcement George Canellos, the evidence in this case came from “the earth,” meaning that they were obtained from phone records, trading records, business records, and other information (as opposed to wiretaps).

The defendants resolved the securities case without denying or admitting to the claims. They agreed to pay about $275 million in disgorgement, a $275 million penalty, and $52 million in prejudgment interest. A court, however, must approve the settlement.

US v. Martoma (PDF)

SEC v. CR Intrinsic Investors (PDF)

More Blog Posts:
Investors are Not Raymond James Financial Customers for FINRA Arbitration Purposes, Rules 4th Circuit, Stockbroker Fraud Blog, March 28, 2013

Investment Advisors Report: SEC Division Reviews Application of Investment Advisers Act, New Commission Unit Will Watch For Adviser Risk, & Just 1 in 10 SEC Exams Leads to Enforcement Action, Stockbroker Fraud Blog, March 26, 2013 Continue Reading ›

District Court Turns Down Dallas Mavericks Owner Mark Cuban’s Summary Judgment Request in Insider Trading Lawsuit by SEC

Published on: March 16, 2013 | by Shepherd Smith Edwards & Kantas, LLP

In SEC v. Cuban, the U.S. District Court for the Northern District of Texas has rejected Dallas Mavericks owner Mark Cuban’s request for summary judgment in the Securities and Exchange Commission’s insider trading case against him. This ruling allows the SEC to take the securities claims to a jury.

There have been numerous court rulings already in the regulator’s financial fraud case against Cuban, made on the grounds of an alleged misappropriation theory of insider trading in 2008. The Commission believes that Cuban broke the federal securities laws’ antifraud provisions when he sold stock shares that he owned in Mamma.com after finding out about material non-public information about a PIPE offering that the company was about to make. By getting rid of 600,00 shares, he went on to avoid losing $750,000.

Per the SEC’s Texas securities claims, Cuban fooled Mamma.com when he consented to honor a confidentiality agreement about the information related to PIPE and agreed to not trade on this data but then proceeded to sell his stock without first telling the company that he was going to trade on the information. His action caused him to avoid taking huge losses when Mamma.com’s stock price fell after the PIPE offering was announced to the public.

SEC News Roundup: Commission to Present Money Market Mutual Fund Reform Proposal, Achieves Record Number of Insider Trading Settlements During FY 2012

Published on: January 24, 2013 | by Shepherd Smith Edwards & Kantas, LLP

Commission to Present Money Funds Reform Proposal

According to SEC Commissioner Daniel Gallagher, staff members are putting together a money market mutual fund reform proposal that will address the problems that occurred in 2008. Another area that will likely be looked at more closely in the proposal would be the floating the net asset value of the funds. Gallagher, who made his comments at a US Chamber of Commerce, said this was important because there are “serious” related issues involving tax, accounting, and operations that need to be tackled.

Meantime, the Financial Stability Oversight Council is looking at three draft money fund reform recommendations that it wants the SEC to deal with, including floating NAVs, a stable NAV that has a capital buffer with a cap of 1% of a fund’s value in addition to delayed redemptions, and a stable NAV along with a 3% capital buffer that could be lowered if applied along with other measures.

Criminal Securities Fraud News: Hedge Fund Founder Gets 12 Years for Fraud, Research Firm Executive Goes to Prison for Insider Trading, and Holding Firm CEO Enters Guilty Plea to Conspiring to Bribe Brokers

Published on: January 19, 2013 | by Shepherd Smith Edwards & Kantas, LLP

Hedge Fund Founder Gets 12 Years for Investment Fraud

Albert Ke-Jeng Hu, the hedge fund founder of Fireside LS and Asenqua Beta Fund, is to serve 12 years behind bars for running an investment fraud scam. Prosecutors say that he lied to clients and told them his funds contained over $200 million while promising they would get returns of up to 30%.

The US government, however, says none of this was true and that Hu placed “virtually none” of investors’ money into the funds and instead, used the cash to pay off earlier investors and cover his personal spending. Last year, Ke-Jeng Hu, who was extradited from Hong Kong in 2009, was convicted of seven counts of wire fraud. The Securities and Exchange Commission’s related securities case against him has not yet been resolved.

Stockbroker Fraud Headlines: Wells Fargo Banker Charged Over $11M Insider Trading, Morgan Stanley to Resolve Facebook IPO Action for $5M, & SEC Accuses Canadian Broker of Inadequate Day Trader Supervision

Published on: December 28, 2012 | by Shepherd Smith Edwards & Kantas, LLP

Wells Fargo Banker and 8 Others Accused of Alleged $8M Insider Trading Scam

The U.S. Attorney for the Western District of North Carolina is charging Wells Fargo (WFC) investment banker John Femenia and eight alleged co-conspirators with involvement in an alleged $11 million insider trading scam. Femenia is accused of stealing confidential data from his employer and its clients about acquisitions and mergers that were pending. He then either directly or via others tipped his co-conspirators, receiving kickbacks in return.

According to the N.C. government, the insider trading scam resulted in $11M in profits. While six of the co-conspirators opted to plead guilty to conspiracy to commit insider trading, Femenia and the other two have been indicted on multiple charges of conspiracy and insider trading. The same defendants, and another person, are also named in the SEC lawsuit over the scheme.

Insider Trading Headlines: Hedge Fund Manager Named in “Most Lucrative Tip” Ever, Ex-Real Estate Director & Friend Accused of Sharing Tips in Merger Targets Must Face SEC Charges, & Matter of Criminal Liability of Secondary Tippees is Clarified Again

Published on: December 13, 2012 | by Shepherd Smith Edwards & Kantas, LLP

Hedge Fund Manager Named in “Most Lucrative Tip” Ever
Prosecutors have unsealed a criminal complaint in what is being called an insider trading scam that lacks historical precedent involving the “most lucrative inside tip of all time.” Ex-hedge fund manager Mathew Martoma allegedly made or avoided losses of $276M when trading securities in pharmaceutical companies Wyeth and Elan Corp. plc.

The insider information related to the potential ineffectiveness of an Alzheimer drug clinical that both companies were working on, which consultant Sidney Gilman allegedly provided to Martoma, is purportedly the reason that the former hedge fund manager liquidated his funds’ long position (about $700M) in the two companies and took short positions instead. Martoma, advisory firm CR Intrinsic Investors LLC, and an affiliated adviser allegedly avoided $194M in losses and $82M in profits when the drug trial results were made public and the companies’ stock dropped. The SEC has filed a parallel civil case against Martoma, CR Intrinsic Investors, and Gilman.

Ex-Real Estate Director & Tippee Friend in Merger Targets Must Face SEC Charges
Ex-Royal Philips real estate director Ralph J. Pirtle Ralph J. Pirtle and his friend Berco Realty President Morando Berrettini do, indeed, have to face Securities and Exchange Commission insider trading charges. The SEC had filed charges against them in 2008 because Pirtle allegedly provided Berrettini with insider information that came from the due diligence he was conducting for Royal Philips about possible merger targets. Berrettini then allegedly used the tips to trade in the stocks of three of the companies under consideration and he made “substantial profit” when two of them were acquired.

The defendants’ countered that in filing its case the SEC did not provide evidence that would cause a jury to find that Berrettini benefited from the insider information. However, Judge Robert M. Dow Jr. of the U.S. District Court for the Northern District of Illinois says that the SEC did adequately allege its claims elements and the insider trading charges will stand.

Criminal Liability of Secondary Tippees Gets Court Clarification Again
When is a secondary tippee criminally liable for insider trading? Holding the conclusion made earlier this year by Federal Judge Jed Rakoff, the U.S. District Court for the Southern District of New York said that it is when that tippee had a “general understanding” that the information received came from an insider who breached a confidentiality duty for personal benefit.

The court rulings involved jury instructions in the criminal case against hedge fund manager Doug Whitman, who was convicted on securities fraud and conspiracy charges related to tips he received from tippees that got their information from the employees of three public companies. The court found that in addition to having this “general understanding,” a secondary tippee such as Whitman does not have to know the specifics of the breach or the benefits that the insider obtained to be held criminally liable. He/she, however, must have had a “specific intent” to defraud the company that the information is related to of that data’s confidentiality.

SEC Charges Former Corporate Director of Real Estate and Real Estate Broker For Insider Trading, SEC, April 1, 2010

More Blog Posts:
Texas Securities Case: Mark Cuban Asks District Court To Reconsider Compelling the SEC to Produce Documents Related to Insider Trading Allegations Over Mamma.com Stock Offering, Stockbroker Fraud Blog, June 19, 2012

Insider Trading Roundup: SEC Settlement Reached Over Alleged Tips In Insurers’ Merger, Court Won’t Throw Out Criminal Charges Related to Info From AA Member, & Asset Freeze Approved Against Broker In Burger King Acquisition, Stockbroker Fraud Blog, September 28, 2012

Insider Trading Roundup: Ex-MLB Player Indicted on Fraud Charges, Former Brokers Indicted in Scam Involving IBM Acquisition, & Health Care Company Execs. Charged Over Alleged Tippee Ring

Published on: December 5, 2012 | by Shepherd Smith Edwards & Kantas, LLP

MLB player Douglas DeCinces has been indicted by a federal grand jury
In California with 42 counts of securities fraud (including insider trading and tender offering fraud charges) related to the 2009 acquisition by Abbott Laboratories (ABT) of Advanced Medical Optics Inc. His friends Fred Scott Jackson, David Parker, and Roger Wittenbach have also been charged.

DeCinces is accused of made about $1.3 million from a tip that Advanced Medical Optics Inc. was thinking about letting Abbott Laboratories acquire it. Prosecutors say that the tip came from an Advanced Medical executive and DeCinces purchased nearly 100 shares of that company and sold it after the tender was announced. He also allegedly told his three friends, who traded the stock and made about $690,000 combined.

In another alleged insider trading scam, a grand jury in New York has indicted two ex-stockbrokers on securities fraud and conspiracy charges involving tips related to the acquisition of software manufacturer SPSS Inc. by IBM Corp. (IBM). The brokers are David Weishaus and Thomas Conradt.

The inside information is said to have come from a lawyer on IBM’s legal team during the deal, which took place in 2009. The attorney allegedly told a friend, who then told Conradt. Both that friend and Conradt then allegedly bought SPSS shares, as did Weishaus after Conradt told him about it. The two of them also allegedly tipped other colleagues.

Communication about the scam is said to have occurred via instant messaging. After the acquisition was announced, the participants allegedly made over $1 million.

Criminal charges against Conradt and Weishaus include conspiracy to commit securities fraud and securities fraud. They also face SEC civil charges.

In two other securities cases, one civil and one criminal, charges have been filed against three health-care company officials and their colleagues and friends that are accused of making over $1.7 million in kickbacks and illegal profits by trading on insider information related to technology and drug companies. The defendants in the Justice Department case are Celegene Corp. (CELG) financial official John Lazorchak, Sanofi (SNY) finance officer Mark Cupo, Stryker Corp. (SYK) marketing official Mark Foldy, Cuop friend Michael Castelli, Michael Pendolino, and Lawrence Grum. All six of them and James Deprado are named in the SEC fraud lawsuit.

According to the commission, Lazorchak, Cupo, and Foldy gave the others tips about their companies so that they could engage in insider trading. The defendants allegedly tried to avoid detection by making sure there was no direct contact between the traders and the insiders. One person would be designated to act as the non-trading middle person, who would get the tip from the insider and notify the others. Cash payments would then be made to the insiders as compensation. Grum and Castelli, who were allegedly the main traders, are also accused of by putting together binders of research activity as a “false basis” for trades that they made in an effort to hide their illegal conduct.

SEC CHARGES RING OF HIGH SCHOOL BUDDIES WITH INSIDER TRADING IN HEALTH CARE STOCKS, SEC, November 19, 2012

Ex-Orioles Player DeCinces Charged With Insider Trading, Bloomberg, November 29, 2012

SEC v. Conradt & Weishaus (PDF)

More Blog Posts:
Insider Trading Roundup: SEC Settlement Reached Over Alleged Tips In Insurers’ Merger, Court Won’t Throw Out Criminal Charges Related to Info From AA Member, & Asset Freeze Approved Against Broker In Burger King Acquisition, Stockbroker Fraud Blog, September 28, 2012

Texas Securities Case: Mark Cuban Asks District Court To Reconsider Compelling the SEC to Produce Documents Related to Insider Trading Allegations Over Mamma.com Stock Offering, Stockbroker Fraud Blog, June 19, 2012

Insider Trading: Former FrontPoint Partners Hedge Fund Manager Pleads Guilty to Criminal Charges, Institutional Investor Securities Blog, August 20, 2012