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Univ. of Toledo College of Law

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Wednesday, September 1, 2010

SEC Settles Insider Trading Charges Based on AstraZeneca-MEDI Merger

The SEC settled charges against James W. Self, Jr. (Self), an Executive Director of Business Development at a pharmaceutical company located in New Jersey (the Company), and Stephen R. Goldfield (Goldfield), a former hedge fund manager, for engaging in unlawful insider trading in advance of the April 23, 2007 announcement that AstraZeneca would acquire MedImmune, Inc. (MEDI). The SEC alleged that Self tipped Goldfield, a friend and former business school classmate, with material nonpublic information regarding the MEDI acquisition and that Goldfield unlawfully purchased 17,000 MEDI call options and 255,000 shares of MEDI stock while in possession of the material nonpublic information provided to him by Self. Goldfield realized actual profits of approximately $14 million from his unlawful trading.

According to the SEC, Self had been assigned to the Company's team that was tasked with evaluating a potential acquisition of MEDI, and learned nonpublic information about the potential MEDI acquisition. During a meeting with Goldfield on or about March 12 or 13, 2007, Self, in violation of his duty to the Company, told Goldfield that he had been assigned to work on the potential MEDI acquisition and showed Goldfield a confidential deal sheet, which described MEDI and the procedure and planned timing for the subsequent confidential auction process. The Complaint further alleges that, following this meeting, Self continued to provide nonpublic information to Goldfield on the status of the potential acquisition. From March 15, 2007 continuing through April 20, 2007, Goldfield traded while in possession of the material nonpublic information that Self provided to him. Goldfield closed out his MEDI position entirely within the four business days immediately following the April 23, 2007 announcement about the acquisition, and realized $13,978,752 in profits from his unlawful trading. By May 31, 2007, Goldfield lost all of the profits he had earned trading MEDI through aggressively trading index options.

http://lawprofessors.typepad.com/securities/2010/09/sec-settles-insider-trading-charges-based-on-astrazeneca-medi-merger.html

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Comments

The Complaint further alleges that, following this meeting, Self continued to provide nonpublic information to Goldfield on the status of the potential acquisition.

Posted by: Guild Wars 2 gold | Sep 2, 2010 1:07:09 AM

In a matter invloving 14 million of profit you might think the Justice Dept. might take some criminal action. Was there such action?

Posted by: stuart sinai | Sep 7, 2010 11:58:27 AM

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