U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 22226 / January 13, 2012
Securities and Exchange Commission v. Compania International Financiera S.A., et al., Civil Action No. 11-cv-04904-JPO, United States District Court, Southern District of New York
SEC FILES AMENDED COMPLAINT ADDING ADDITIONAL CHARGE AGAINST THREE SWISS ENTITIES IN INSIDER TRADING CASE
The Securities and Exchange Commission announced today that it has filed an amended complaint in a pending action against three Swiss-based entities previously charged with insider trading. On July 15, 2011, the Commission filed a complaint charging defendants Compania International Financiera S.A. (Compania”), Coudree Capital Gestion S.A. (“Coudree”), and Chartwell Asset Management Services (“Chartwell”) with insider trading in violation of Section 10(b) of the Exchange Act, alleging that the defendants traded ahead of a July 11, 2011 public announcement that Swiss-based Lonza Group Ltd. would acquire Connecticut-based Arch Chemicals, Inc.
Today the Commission filed an amended complaint adding an additional claim for relief under the tender offer antifraud provisions of the Exchange Act, specifically Section 14(e) and Rule 14e-3 thereunder. The Commission amended its complaint because the Lonza acquisition of Arch Chemicals was in the form of a tender offer. The Commission’s amended complaint now charges the defendants with violating Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and Rule 14e-3. The amended complaint seeks permanent injunctions, disgorgement of illegal trading profits plus prejudgment interest, and civil monetary penalties.
The Commission’s action remains pending.