U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 20789 / October 23, 2008
Securities and Exchange Commission v. Brett C. Maas, United States District Court for the District of Arizona, Civil Action No. 2:08-cv-01947-MHM
SEC Charges Owner of Hayden Communications, Inc. With Insider Trading
The Securities and Exchange Commission today charged Brett C. Maas with insider trading in the stock of Michigan-based Manatron, Inc., prior to the announcement of its pending acquisition by Chicago-based Thoma Cressey Bravo.
At the time of his trading, Maas was the owner of Hayden Communications, Manatron's investor relations firm. Maas has agreed to the entry of a final judgment that will enjoin him from violating certain provisions of the federal securities laws and will require him to pay a total of $88,615.
The SEC's complaint, filed in U.S. District Court for the District of Arizona, alleges that on Jan. 14, 2008, through his position as owner of Hayden Communications, Maas learned of Thoma Cressey Bravo's pending acquisition of Manatron. Shortly thereafter and in contravention of a confidentiality agreement with Manatron, Maas purchased 20,000 shares of Manatron stock. Prior to the market opening on Jan. 15, 2008, Manatron issued a press release announcing the pending acquisition and the closing price of Manatron's stock increased 32 percent on the day of the announcement. Maas sold all 20,000 of his Manatron shares that same day, realizing a profit of $59,077.31.
The SEC's complaint charges Maas with violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. To settle the SEC's charges, Maas has consented, without admitting or denying the allegations in the complaint, to the entry of a final judgment permanently enjoining him from committing future violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. Maas has also agreed to pay $59,077, representing the disgorgement of his illegal trading profits and prejudgment interest, and a financial penalty of $29,538, for a total payment of $88,615. The Commission took into consideration Maas's cooperation during the staff's investigation.
The Commission acknowledges the assistance and cooperation of the Financial Industry Regulatory Authority (FINRA) in this matter.