SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 16445 / February 18, 2000
Securities and Exchange Commission v. Bruce Van Wagner, et al., U.S. District Court for the Northern District of Illinois, Civil Action No. 97 C 6826 (N.D. Ill. September 30, 1997)
On February 14, 2000, Bruce Van Wagner (Van Wagner), of Lake Forest, Illinois, and Sea Island, Georgia, consented to settle a Complaint brought by the Securities and Exchange Commission alleging that he illegally passed confidential non-public information regarding the stock of Antec Corporation (Antec), to his family and neighbors who, in turn, sold Antec shares while in possession of the inside information. Van Wagner, who is the former Chairman of Antec, a publicly-held company formerly based in Rolling Meadows, Illinois and now based in Atlanta, Georgia, settled without admitting or denying the allegations in the Commission's Complaint. Van Wagner is the former Chairman of Anixter, Inc. and Anixter, International. He currently is a member of Antec's Board of Directors.
In its Complaint, filed in the United States District Court for the Northern District of Illinois, the Commission alleged that Antec issued a press release on June 9, 1995, announcing that its second quarter earnings would be significantly short of analysts' expectations. On the day of the announcement, the stock dropped $8.00 per share, or 34%, from its previous day's close of $23.50 per share. Van Wagner learned of the potential shortfall in earnings on our about June 1, 1995 and he or his wife illegally passed this confidential non-public information to their children and three of their neighbors, all of whom sold Antec stock within the four days prior to the June 9 press release, thereby avoiding a aggregate losses of approximately $75,000. Five of Van Wagner's children; Peter Van Wagner, Mary Jane Reed, Laurey Van Wagner, Ellis Van Wagner and Mark Van Wagner, and his neighbor, Carol Gwaltney, have consented to settle to the Commission's allegations that they engaged in insider trading in stock of Antec.
The Defendants have consented, without admitting or denying the allegations in the Complaint, to the entry of a Final Judgment and Order of Permanent Injunction which enjoins them from future violations of Section 17(a) of the Securities Act and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. In addition, Van Wagner's children have agreed to disgorge their profits as follows: Peter Van Wagner will pay $2,115.00; Mary Jane Reed will pay $2,612.40; Laurey Van Wagner will pay $11,124.20; Ellis Van Wagner will pay $15,112.18; and Mark Van Wagner will pay $2,150.54. The Van Wagner Children also will pay prejudgment interest on their disgorgement and pay a civil penalty equal to the amount of their disgorgement. Relief Defendants Donald Gwaltney and Jane Gwaltney of Lake Forest, Illinois, also consented to disgorge $26,687.50 and $3,812.50, respectively, plus prejudgment interest, resulting from trades made by Carol Gwaltney. Finally, Van Wagner and Carol Gwaltney have agreed to pay $33,114.32 and $30,500.00, respectively, representing a one-time penalty equal to the amount of disgorgement paid by their family members.
Two other Defendants, Barbara Blanchard and Dudley Blanchard, previously consented to settle without admitting or denying the allegations in the Complaint. They also agreed to disgorge $10,650 plus pre-judgment interest, and to pay a $10,650 civil penalty