SEC Complaint: Lawrence J. Robbins - MemoFin.fr
SEC Complaint: Lawrence J. Robbins - MemoFin.fr SEC Complaint: Lawrence J. Robbins - MemoFin.fr
knew, recklessly disregarded, or should have known, that the information was conveyedin breach of a fiduciary duty, or obligation arising from a similar relationship oftrust andconfidence.70. Robbins knew, recklessly disregarded, or should have known, that theinformation that he received concerning Millennium and Sepracor was disclosed ormisappropriated in breach of a fiduciary duty, or similar relationship of trust andconfidence.71. By virtue of the foregoing, Robbins, in connection with the purchase orsale of securities, by the use ofthe means or instrumentalities ofinterstate commerce, orofthe mails, or a facility ofa national securities exchange, directly or indirectly: (a)employed devices, schemes or artifices to defraud; (b) made untrue statements ofmaterialfact or omitted to state material facts necessary in order to make the statements made, inthe light ofthe circumstances under which they were made, not misleading; or (c)engaged in acts, practices or courses ofbusiness which operated or would have operatedas a fraud or deceit upon persons.72. By virtue ofthe foregoing, Robbins, directly or indirectly, violated, andunless enjoined, will again violate, Section 10(b) of the Exchange Act [15 U.S.C. §78j(b)] and Rule 10b-5 thereunder [17 C.P.R. § 240.10b-5].CLAIM II Violations of Section 14(e) of the Exchange Act and Rule 14e-3 thereunder 73. The Commission realleges and incorporates by reference paragraphs 1through 72, as though fully set forth herein.74. Prior to the public announcement of the tender offers for Millennium andSepracor and after a substantial step or steps to commence each ofthe tender offers had18
een taken, Robbins purchased securities of Millennium and Sepracor while inpossession ofmaterial information relating to the tender offers, which information heknew or had reason to know was nonpublic and had been acquired directly or indirectlyfrom the offering company, the issuer, or any officer, director, partner, or employee, orother person acting on behalf ofthe offering companies or issuer.75. By reason ofthe conduct described above, Robbins violated, and unlessenjoined, will again violate, Section 14(e) ofthe Exchange Act [15 U.S.C. § 78n(e)] andExchange Act Rule 14e-3 [17 C.F.R. § 240.14e-3] thereunder.RELIEF SOUGHTWHEREFORE, the Commission respectfully requests that this Court enter aFinal Judgment:I.Permanently restraining and enjoining Robbins, his officers, agents, servants,employees, and attorneys, and those persons in active concert or participation with themwho receive actual notice ofthe injunction by personal service or otherwise, and each ofthem, from violating Section 10(b) ofthe Exchange Act [15 U.S.C. § 78j(b)] and Rule10b-5 thereunder [17 C.F.R. § 240.10b-5], and Section 14(e) ofthe Exchange Act [15U.S.C. § 78n(e)] and Exchange Act Rule 14e-3 [17 C.F.R. § 240.14e-3] thereunder;II.Ordering Robbins to disgorge, with prejudgment interest, all illicit trading profits orother ill-gotten gains received as a result ofthe conduct alleged in this Complaint.19
- Page 1 and 2: Sanjay WadhwaAttorney for Plaintiff
- Page 3 and 4: JURISDICTION AND VENUE 4. This Cour
- Page 5 and 6: expected to rise, or sells a call w
- Page 7 and 8: nonpublic written offer to buy Mill
- Page 9 and 10: Bennett's Millennium Securities Tra
- Page 11 and 12: markets, by issuing a joint press r
- Page 13 and 14: Bennett 's Sepracor Securities Tran
- Page 15 and 16: profits from his Sepracor investmen
- Page 17: 64. The operating agreement for the
een taken, <strong>Robbins</strong> purchased securities of Millennium and Sepracor while inpossession ofmaterial information relating to the tender offers, which information heknew or had reason to know was nonpublic and had been acquired directly or indirectly<strong>fr</strong>om the offering company, the issuer, or any officer, director, partner, or employee, orother person acting on behalf ofthe offering companies or issuer.75. By reason ofthe conduct described above, <strong>Robbins</strong> violated, and unlessenjoined, will again violate, Section 14(e) ofthe Exchange Act [15 U.S.C. § 78n(e)] andExchange Act Rule 14e-3 [17 C.F.R. § 240.14e-3] thereunder.RELIEF SOUGHTWHEREFORE, the Commission respectfully requests that this Court enter aFinal Judgment:I.Permanently restraining and enjoining <strong>Robbins</strong>, his officers, agents, servants,employees, and attorneys, and those persons in active concert or participation with themwho receive actual notice ofthe injunction by personal service or otherwise, and each ofthem, <strong>fr</strong>om violating Section 10(b) ofthe Exchange Act [15 U.S.C. § 78j(b)] and Rule10b-5 thereunder [17 C.F.R. § 240.10b-5], and Section 14(e) ofthe Exchange Act [15U.S.C. § 78n(e)] and Exchange Act Rule 14e-3 [17 C.F.R. § 240.14e-3] thereunder;II.Ordering <strong>Robbins</strong> to disgorge, with prejudgment interest, all illicit trading profits orother ill-gotten gains received as a result ofthe conduct alleged in this <strong>Complaint</strong>.19
Change language