Whitepapers

SEC’s Division of Corporation Finance Expands Popular JOBS Act Benefit to All Companies

The Securities and Exchange Commission today announced that the Division of Corporation Finance will permit all companies to submit draft registration statements relating to initial public offerings for review on a non-public basis. This process will be available for IPOs as well as most offerings made in the first year after a company has entered the public reporting system. It will take effect on July 10, 2017. "This is an important step in our efforts to foster capital formation, provide investment opportunities, and protect investors," said Director of the Division of Corporation Finance, Bill Hinman. "This process makes it easier for more companies to enter and participate in our public company disclosure-based system." Permitting all companies to submit registration statemen... Read More

SEC Charges Oil and Gas Company and Top Finance Executives with Accounting Fraud

The Securities and Exchange Commission today charged a Canadian-based oil and gas company and three of its former top finance executives for their roles in an extensive, multi-year accounting fraud.

The SEC's complaint alleges that Penn West Petroleum Ltd., which has since been renamed Obsidian Energy Ltd., fraudulently moved hundreds of millions of dollars in expenses from operating expense accounts to capital expenditure accounts. This alleged fraudulent movement caused Penn West to artificially reduce its operating costs by as much as 20 percent in certain periods, which falsely improved reported metrics for oil extraction efficiency and profitability. Penn West was one of Canada's largest oil producers at the time.

According to the SEC's complaint, the fraud was o... Read More

Additional Charges Announced in Case Involving Pre-Released ADRs

The Securities and Exchange Commission today announced additional charges in an enforcement investigation involving the improper handling of American Depositary Receipts (ADRs) by a Wall Street firm’s securities lending desk.

The SEC’s order finds supervisory failures by Anthony Portelli, a former managing director and head of operations at broker-dealer ITG Inc.  Portelli supervised ITG’s securities lending operations and was responsible for the firm’s compliance with “pre-release agreements” for ADR transactions.  ADRs are U.S. securities that represent foreign shares of a foreign company.  Before obtaining a “pre-released ADR” to lend to a customer, brokers like ITG must own, or determine that a customer owns, the number of foreign shares that corresponds to the number of ... Read More

Robert Evans III Named Deputy Director in SEC’s Division of Corporation Finance

The Securities and Exchange Commission today announced that Robert Evans III has been named Deputy Director in the agency’s Division of Corporation Finance. He will join Deputy Director Shelley Parratt as a senior advisor to the division’s director, William H. Hinman. 

Most recently, Mr. Evans worked at Shearman & Sterling LLP as a partner in the firm’s capital markets practice. Mr. Evans has experience advising on public and private offerings, securities law compliance, and corporate governance. 

“For over 20 years, Rob has been a leading voice on a wide range of issues relating to how investors and companies interact in the public and private markets, and we are excited to have him join the team here at the SEC,” said SEC Chairman Jay Clayton. “The Division of Corpo... Read More

Kelly L. Gibson Named as Associate Regional Director for Enforcement in the SEC’s Philadelphia Office

The Securities and Exchange Commission today announced that Kelly L. Gibson has been named the Associate Regional Director for Enforcement in the SEC’s Philadelphia Office.  Ms. Gibson succeeds G. Jeffrey Boujoukos, who became Regional Director of the SEC’s Philadelphia office in January.

Ms. Gibson joined the SEC as a staff attorney in the Enforcement Division in 2008.  When the Division was reorganized in 2010, she joined the Market Abuse Unit.  In 2013, she was promoted to Assistant Regional Director.

Ms. Gibson has investigated or supervised a number of significant matters within the Enforcement Division, including those that resulted in the SEC’s charges against:

Kathryn A. Pyszka Named as Associate Regional Director for Enforcement in the SEC’s Chicago Office

The Securities and Exchange Commission today announced that Kathryn A. Pyszka has been named an Associate Regional Director for Enforcement in the SEC’s Chicago Office.  Ms. Pyszka succeeds Timothy L. Warren, who retired from the SEC in January.  In her new role, Ms. Pyszka will co-lead the Chicago Office’s Enforcement program with Robert Burson, who serves as the office’s other Associate Regional Director for Enforcement.

Ms. Pyszka has over 19 years of experience at the SEC.  She joined the SEC as a staff attorney in the Enforcement Division in 1997, was promoted to branch chief in 1998, and became senior trial counsel in 2000.  After a brief time in private practice, she rejoined the SEC as senior trial counsel and was promoted to Assistant Regional Director in 2007.  She ... Read More

Keith Cassidy Named Associate Director of Technology Controls Program in OCIE

The Securities and Exchange Commission today announced that Keith E. Cassidy has been named Associate Director, Technology Controls Program, in the Office of Compliance Inspections and Examinations (OCIE).  Mr. Cassidy began his career at the SEC as an Attorney Advisor in the Office of Legislative and Intergovernmental Affairs in 2010 before being promoted to Deputy Director in 2011 and Director of the office in 2016. 

“Keith’s experience and knowledge of a wide range of issues have made him a tremendous asset to the SEC, and I am pleased that he will continue to work on behalf of our agency’s mission in the Office of Compliance Inspections and Examinations,” said SEC Chairman Jay Clayton. “As proven by his work here at the SEC and his service to our country as a Marine, Keit... Read More

SEC Announces Agenda for June 22 Investor Advisory Committee Meeting

The Securities and Exchange Commission today announced the agenda for the June 22 meeting of its Investor Advisory Committee. The meeting will begin at 10:00 a.m. in the Multipurpose Room at SEC headquarters at 100 F Street, N.E., Washington, D.C. and is open to the public.  The meeting will be webcast live and archived on the committee’s website for later viewing. The committee will hold a discussion in the morning on capital formation for smaller companies and the declining number of initial public offerings.  An afternoon session will feature an overview of certain provisions of the Financial CHOICE Act of 2... Read More

SEC Names Stephanie Avakian and Steven Peikin as Co-Directors of Enforcement

The Securities and Exchange Commission today announced that Acting Director of the Division of Enforcement Stephanie Avakian and former federal prosecutor Steven Peikin have been named Co-Directors of the Division of Enforcement. The Division of Enforcement is the agency's largest unit with more than 1,200 investigators, accountants, trial attorneys, and other professionals.

“There is no place for bad actors in our capital markets, particularly those that prey on investors and undermine confidence in our economy,” said Chairman Jay Clayton. “Stephanie and Steve will aggressively police our capital markets and enforce our nation’s securities laws as Co-Directors of the Division of Enforcement. They have each demonstrated market knowledge, impeccable character, and commitment t... Read More

SEC Charges Brokerage Firm With Failing to Comply With Anti-Money Laundering Laws

The Securities and Exchange Commission today charged a Salt Lake City-based brokerage firm with securities law violations related to its alleged practice of clearing transactions for microcap stocks that were used in manipulative schemes to harm investors.

To help detect potential securities law and money laundering violations, broker-dealers are required to file Suspicious Activity Reports (SARs) that describe suspicious transactions that take place through their firms.  The SEC’s complaint alleges that Alpine Securities Corporation routinely and systematically failed to file SARs for stock transactions that it flagged as suspicious.  When it did file SARs, Alpine Securities allegedly frequently omitted the very information that formed the bases for Alpine knowing, suspectin... Read More

Fee Rate Advisory #3 for Fiscal Year 2017

The Securities and Exchange Commission today announced that starting on July 4, 2017, the fee rates applicable to most securities transactions will be set at $23.10 per million dollars. Consequently, each SRO will continue to pay the Commission a rate of $21.80 per million for covered sales occurring on charge dates through July 3, 2017, and a rate of $23.10 per million for covered sales occurring on charge dates on or after July 4, 2017. For more information on the term “charge date,” please refer to Rule 31(a)(3) and Exchange Act Release No. 49928 at http://www.sec.gov/rules/final/34-49928.htm. The assessment on security futures transactions will remain unchanged at $0.0042 for each round turn transaction. The Commi... Read More

SEC Files Charges in Trading Scheme Involving Confidential Government Information

The Securities and Exchange Commission today announced charges in an alleged insider trading scheme involving tips of nonpublic information about government plans to cut Medicare reimbursement rates, which affected the stock prices of certain publicly traded medical providers or suppliers.

The SEC’s complaint alleges that David Blaszczak, a former government employee turned political intelligence consultant, obtained key confidential details about upcoming decisions by the Centers for Medicare and Medicaid Services (CMS) from his close friend and former colleague at the agency, Christopher Worrall.  According to the SEC’s complaint, Worrall serves as a health insurance specialist in the Center for Medicare and tipped Blaszczak about at least three pending CMS decisions that a... Read More