SECURITIES AND EXCHANGE COMMISSION
LITIGATION RELEASE NO. 17495 / April 30, 2002
SEC V. ERIC PATTON, STEVEN PATTON, MICHAEL NICOLAOU, KONSTANTINE DRAKOPOUOS, DIMITRIOS KOSTOPOULOS, ANGELO RIGAS, GREGORY RIGAS, GEORGE RIGAS, ANTONIA BREGIANOS, LAMPROS MOUMOURIS, JOHN TSIFORIS, KONSTANTINOS ORFANAKOS, PANAYIOTIS PAPASERAPHIM, CONSTANTINE STAMOULIS, and KATHY DRAKOPOULOS, EUGENIA RIGAS, MARIA RIGAS, Civil Action No. 02 CV 2564 (RR) (E.D.N.Y. April 30, 2002)
SEC FILES INSIDER TRADING ACTION AGAINST 14 INDIVIDUALS, INCLUDING CURRENT AND FORMER REGISTERED REPRESENTATIVES, IN CONNECTION WITH THE ACQUISITION OF WLR FOODS, INC. BY PILGRIM'S PRIDE CORPORATION
The Securities and Exchange Commission today filed suit in the United States District Court for the Eastern District of New York against 14 individuals for violations of the antifraud provisions of the federal securities laws in connection with trading in the common stock of WLR Foods, Inc. ("WLRF") immediately preceding an announcement, on September 27, 2000, of the acquisition of WLRF by Pilgrim's Pride Corporation ("Pilgrim's"). In total, the unlawful trading produced profits of nearly $295,000.
Named as defendants in the Complaint are Eric Patton, then the Director of Manufacturing for the turkey division at WLRF; Steven Patton, Eric Patton's brother and an owner of a local Pennsylvania trucking company; Michael Nicolaou ("Nicolaou"), Steven Patton's former registered representative; Konstantine Drakopoulos, a registered representative and Nicolaou's friend; Dimitrios Kostopoulos ("Kostopoulos"), Konstantine Drakopoulos' friend and a former registered representative; Angelo Rigas, Konstantine Drakopoulos' client; Gregory Rigas, Angelo Rigas' father; George Rigas, Angelo Rigas' brother; Antonia Bregianos, Angelo Rigas' sister; Lampros Moumouris ("Moumouris"), a friend and former client of Konstantine Drakopoulos; John Tsiforis, Nicolaou's friend; Konstantinos Orfanakos ("Orfanakos"), John Tsiforis' friend; Panayiotis Papaseraphim ("Papaseraphim"), Nicolaou's cousin; and Constantine Stamoulis ("Stamoulis"), John Tsiforis' business partner and cousin, by marriage. Additionally, the Complaint names Eugenia Rigas, Gregory Rigas' wife; Maria Rigas, George Rigas' wife; and Kathy Drakopoulos, Konstantine Drakopoulos' sister, as relief defendants.
Nicolaou and Papaseraphim have agreed to settle the Commission's action against them.
The United States Attorney's Office for the Eastern District of New York, on the same day, announced the handing-up of an eleven-count indictment against Konstantine Drakopoulos, Kostopoulos, Angelo Rigas, Moumouris, Stamoulis, John Tsiforis, Orfanakos, Eric Patton and Steve Patton. The indictment charged Konstantine Drakopoulos, Kostopoulos, Angelo Rigas, Moumouris, Stamoulis, John Tsiforis and Orfanakos with conspiracy to commit securities fraud and securities fraud; Konstantine Drakopoulos with false statements made to the Commission staff; Orfanakos with false statements made to the Commission staff, among others, and with perjury; John Tsiforis with false statements and perjury; and Eric Patton and Steven Patton with perjury.
The Complaint alleges that:
On or about September 26, 2000, Eric Patton, then an executive with WLRF, at the time a large poultry producer headquartered in Broadway, Virginia, communicated to his brother, Steven Patton, that there would be an announcement within two or three days that a company would acquire WLRF at a price of $14 per share. On or about September 26, Steven Patton passed that information to Nicolaou, who, at the time, was his registered representative at GBI Capital Partners Inc. ("GBI"), now known as Ladenburg Capital Management Inc. ("Ladenburg"), and indicated the news came from his brother, Eric Patton. Nicolaou then passed material, nonpublic information concerning the announcement of the WLRF acquisition to three individuals: Konstantine Drakopoulos, then his colleague at GBI and currently a broker at Ladenburg, who bought 2,000 shares of WLRF stock in the account of his sister, Kathy Drakopoulos, and earned profits of $14,209; Papaseraphim, his cousin, who bought 700 shares of stock and earned profits of $5,297; and his friend, John Tsiforis.
Two of Nicolaou's tippees then passed material, nonpublic information concerning the announcement of the WLRF acquisition to other individuals. Konstantine Drakopoulos tipped Kostopoulos, a friend and, at the time, a registered representative at National Discount Brokers Corporation, who bought 200 shares and earned profits of $1,437; Moumouris, a friend and former client, who bought 11,100 shares of stock and earned profits of $74,330; and Angelo Rigas, a client and friend, who bought 3,000 shares in an account he maintained at GBI with Drakopoulos and earned profits of $18,039. Additionally, John Tsiforis tipped: Orfanakos, a friend, who bought 500 shares and earned profits of $3,172; Stamoulis, who is Tsiforis' business partner and the husband of Tsiforis' cousin, who bought 10,000 shares and earned profits of $59,380; and Sandra Tsiforis, his sister, who bought 1,000 shares and earned profits of $5,286.
The Complaint further alleges that Konstantine Drakopoulos and Angelo Rigas then passed material, nonpublic information concerning the announcement of the WLRF acquisition to three additional members of the Rigas family: Gregory Rigas, Angelo's father, who bought 5,000 shares of WLRF stock in each of two accounts - one in the name of his wife, Eugenia, and the other in a joint account with her - and earned profits of $64,514; George Rigas, Angelo's brother, who bought 5,000 shares in the account of his wife, Maria, and earned profits of $31,151; and Antonia Bregianos, Angelo's sister, who bought 3,000 shares in an account she maintained at GBI with Drakopoulos.
In its Complaint, the Commission requests that the Court issue a final judgment of permanent injunction and other relief restraining and enjoining the defendants (except the relief defendants) from violating the antifraud provisions of the Securities Exchange Act of 1934 ("Exchange Act"), Section 10(b) of the Exchange Act and Exchange Act Rule 10b-5. The Commission also is seeking an order that these defendants disgorge illegal trading profits with prejudgment interest, and that the defendants pay civil money penalties for insider trading, pursuant to Section 21A of the Exchange Act. As to the relief defendants, the Complaint seeks an order that these defendants disgorge illegal trading profits with prejudgment interest.
SEC SETTLES WITH NICOLAOU AND PAPASERAPHIM
Nicolaou, without admitting or denying the Commission's allegations, has consented to the entry of a Final Judgment settling the Commission's Complaint against him. The Complaint alleges that Nicolaou unlawfully tipped Konstantine Drakopoulos and Papaseraphim, both of whom traded and profited, and John Tsiforis, who did not trade. Nicolaou consented to an order permanently restraining and enjoining him from violating Section 10(b) of the Exchange Act and Exchange Rule 10b-5. The order also directs Nicolaou to pay disgorgement, including prejudgment interest, in the amount of $22,419, but which, based upon the sworn representations in Nicolaou's Statement of Financial Condition that he submitted to the Commission, waives payment of $21,859, and does not order him to pay a civil money penalty. Following the entry of an injunction, Nicolaou has consented to the entry of a Commission Order pursuant to Section 15(b)(6) of the Exchange Act barring him from association with any broker or dealer.
Papaseraphim, without admitting or denying the Commission's allegations, also has consented to the entry of a Final Judgment settling the Commission's Complaint against him. The Complaint alleges that Papaseraphim purchased WLRF common stock while in possession of material, nonpublic information. Papaseraphim consented to an order permanently restraining and enjoining him from violating Section 10(b) of the Exchange Act and Exchange Rule 10b-5, and has agreed to pay disgorgement, including prejudgment interest, in the amount of $5,906, representing the amount of profits earned by his trading, and a civil penalty of $5,297.
The Commission's investigation that led to these actions was conducted in cooperation with the United States Attorney's Office for the Eastern District of New York. The Commission also acknowledges the assistance provided by NASD Regulation Inc. in connection with this matter.
The Commission's investigation in this matter is continuing.