SECURITIES AND EXCHANGE COMMISSION
LITIGATION RELEASE NO. 16695 / September 11, 2000
SECURITIES AND EXCHANGE COMMISSION v. KENNETH STEINER AND WOODBRIDGE FAMILY MEDICAL ASSOCIATES, P.C., Civil Action No. 00-02145 (D.D.C.)
NEW JERSEY DOCTOR AND HIS MEDICAL PRACTICE PAY $1.3 MILLION TO SETTLE SEC CHARGES OF SELLING UNREGISTERED SYSTEMS OF EXCELLENCE SECURITIES
The Securities and Exchange Commission today announced that on September 8, 2000 the Honorable Gladys Kessler of the United States District Court for the District of Columbia entered final judgments against Kenneth Steiner ("Steiner"), a New Jersey physician, and his medical practice, Woodbridge Family Medical Associates, P.C. ("Woodbridge"), requiring them to collectively pay over $1.3 million in disgorgement, prejudgment interest and civil penalties.
The Commission's complaint, filed on September 7, 2000, alleges that in two separate transactions in March and June 1996, Steiner acquired -- for himself, his corporate medical practice and in the names of family nominees -- a total of 689,655 shares of newly-issued Systems of Excellence, Inc. ("SOE") stock in a private placement at a total cost of $200,000. The shares that Steiner and Woodbridge acquired were neither registered nor exempt from registration but were nevertheless conveyed to them without the required restrictive legend as part of a scheme orchestrated by Charles Huttoe, former president of SOE, to manipulate the market for SOE securities. According to the complaint, Steiner and Woodbridge soon resold nearly all of these newly-issued and unregistered shares into the manipulated market, realizing net profits of $924,789.
Simultaneously with the filing of the Complaint, Steiner and Woodbridge, without admitting or denying the SEC's allegations, settled the action by consenting to entry of the court's Order that: (i) permanently enjoins them from violating Sections 5(a) and (c) of the Securities Act of 1933; (ii) requires Steiner to disgorge his illegal profits of $602,648, plus prejudgment interest of $220,433; (iii) requires Woodbridge and Steiner to jointly and severally disgorge $322,141, plus prejudgment interest of $111,376; and (iv) requires Steiner to pay a civil penalty of $50,000.
With the filing of this Complaint, and the subsequent payment by Steiner and Woodbridge, the Commission will have collected approximately $12 million in disgorgement, which will later be distributed by the Court-appointed receiver to victims of the SOE fraud.
The Commission previously has made several announcements concerning these matters. See Lit Rel. 16632a (July 21, 2000), Securities Exchange Act Rel. 42616 (April 4, 2000), Lit Rel. 16343 (October 27, 1999), Lit. Rel. 15996 (December 9, 1998); Lit. Rel. 15906 (September 24, 1998); Lit. Rel. 15888 (September 18, 1998); Lit. Rel. 15617 (January 14, 1998); Lit. Rel. 15600 (December 22, 1997); Lit. Rel. 15571 (November 25, 1997); Lit. Rel. 15490 (September 12, 1997); Lit. Rel. 15286 (March 12, 1997); Lit. Rel. 15237 (January 31, 1997); Lit. Rel. 15185 (December 12, 1996); Lit. Rel. 15153 (November 7, 1996); Securities Exchange Act Rel. No. 33791 (October 7, 1996).
The Commission's investigation in this matter is continuing.
This enforcement action is part of the Commission's four-pronged approach to attacking Microcap abuses: enforcement, inspections, investor education and regulation. For information about the SEC's response to Microcap fraud, visit the SEC's Microcap Fraud Information Center at http://www.sec.gov/divisions/enforce/microcap.htm.