SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 16932 / March 14, 2001
SECURITIES AND EXCHANGE COMMISSION V. SIMON M. ROSENFELD, TERRY D. KOCHANOWSKI, AND JOHN F. YAKIMCZYK, 97 Civ. 1467 (S.D.N.Y.) (WHP)
The Securities and Exchange Commission ("Commission") announced today that on March 12, 2001, the Honorable William H. Pauley III, United States District Judge for the Southern District of New York, entered a final judgment against defendant Simon M. Rosenfeld ("Rosenfeld"). Rosenfeld, a lawyer, resides in Toronto, Canada and formerly served as the president, treasurer and director of the publicly traded corporation Synpro Environmental Services, Inc. (f/k/a Sherwood Corporation) ("Synpro"). In connection with his activities with Synpro, Rosenfeld violated the antifraud, registration and other provisions of the federal securities laws, and the Court previously enjoined Rosenfeld from violating these provisions of the securities laws. Based on Rosenfeld's violations of the securities laws, the Court's final judgment required Rosenfeld to pay $1,093,189 in disgorgement, $630,386.63 in prejudgment interest, and $1,093,189 in civil penalties, for a total award of $2,816,764.63.
On April 21, 2000, the Court entered a partial default judgment against Rosenfeld. The Court found that from 1991 through 1994, Rosenfeld orchestrated a "pump and dump" scheme involving Synpro common stock. Rosenfeld furthered this scheme by disseminating materially false and misleading information, and failing to disclose material information, in a number of Synpro's annual, quarterly and other reports. For instance, Rosenfeld directed Synpro to overstate the value of the company's assets by falsely reporting, among other things, that Synpro owned a $15 million, 17-acre property on the Isle of Rhodes, Greece. Rosenfeld also failed to disclose the related party nature of numerous transactions to which Synpro was a party. Rosenfeld made these misrepresentations to make Synpro appear to have significant value, and "pump up" the value of its stock, and thereby permit Rosenfeld to sell (or "dump") millions of unregistered shares of his personal holdings in Synpro stock through a complex network of offshore corporations and brokerage accounts to unsuspecting investors. The Court also found that Rosenfeld took a number of actions to condition the market for Synpro stock. Rosenfeld was able to sell his Synpro stock by, among other things, making undisclosed stock and/or cash kickbacks to defendant John Yakimczyk, a broker, and other stock promoters, for inducing investors to purchase the Synpro shares in the market.
The partial final judgment entered against Rosenfeld permanently enjoined him from violating Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933, Sections 10(b), 13(a), 13(b), and 13(d) of the Securities Exchange Act of 1934 ("Exchange Act"), and Rules 10b-5, 12b-12, 13a-1, 13a-13, 13b2-1 and 13b2-2 and Rules 101 and 102 of Regulation M. The judgment also barred Rosenfeld from serving as an officer or director of a public reporting company.
The Commission previously reached settlements with defendant Yakimczyk and defendant Terry Kochanowski, a former vice president and director of Synpro.
For further information, see Litigation Release No. 16504 (April 4, 2000), Litigation Release No. 16413 (January 20, 2000) and Litigation Release No. 15274 (March 5, 1997).