-------------------- BEGINNING OF PAGE #1 ------------------- SECURITIES AND EXCHANGE COMMISSION Washington D.C. Litigation Release No. 14744 / December 5, 1995 Accounting and Auditing Enforcement Release No. 738 SECURITIES AND EXCHANGE COMMISSION v. PIERCE LOWREY, JR. AND RICHARD ESTRIN, 95 CiV 10242 (SHS) (S.D.N.Y. Dec. 5, 1995) NEW YORK -- The Securities and Exchange Commission announced today that it filed a civil injunctive action in the United States District Court for the Southern District of New York charging two former corporate officers with engaging in a fraudulent revenue recognition scheme to overstate materially the company's accounts receivable, sales revenue and net income. Named in the complaint were: Pierce Lowrey, Jr. ("Lowrey"), who was the chief executive officer ("CEO") and chairman of the board of Information Management Technologies Corp. ("IMTECH") and the president of IMTECH's wholly-owned subsidiary, INSCI Corp. ("INSCI") during the time of transactions and events alleged in the complaint. In November 1991, Lowrey resigned as IMTECH's CEO and chairman and as INSCI's president. Richard Estrin ("Estrin"), who was assistant controller of IMTECH from in or about September 1987 until September 1990, at which time he became general business manager of INSCI. Estrin's employment with INSCI was terminated in November 1991. The Commission's complaint alleges that, during the period April 1990 through October 1991, Lowrey and Estrin (collectively, "Defendants") fraudulently inflated by material amounts the accounts receivable, sales revenue and net income of IMTECH and INSCI in financial statements for the year ended March 31, 1991 and the quarter ended June 30, 1991. These financial statements were included in the following documents filed with the Commission and disseminated to the public: IMTECH's annual report and its quarterly report; a registration statement filed by IMTECH; and a registration statement filed by INSCI. The Defendants allegedly each knowingly or recklessly participated in this fraudulent revenue recognition scheme by recording sales revenue prematurely and by recording revenue from fictitious sales. In addition, the Defendants allegedly prepared, or directed others to prepare, fictitious shipping documents and presented these documents to IMTECH's outside auditors as support for the fraudulent accounts receivable and sales revenue recorded. According to the Commission's complaint, as a result of the fraudulent accounting scheme: (1) for its year ended March 31, 1991, IMTECH reported in its filings with the Commission accounts receivable of $2.05 million, which was overstated by $278,000, and a net loss of $784,000, which was understated by $180,000; (2) for its quarter ended June 30, 1991, IMTECH reported in its filings with the Commission accounts receivable of $3.6 million and sales revenue of $5.4 million, which were overstated by $1.3 million and $1.01 million, respectively, and reported net income of $207,000, when, in fact, IMTECH incurred a net loss of $601,000. -------------------- BEGINNING OF PAGE #2 ------------------- In the complaint, the Commission seeks a final judgment permanently enjoining Lowrey from violating Section 17(a) of the Securities Act of 1933 ("Securities Act"), and Sections 10(b) and 13(a) of the Securities Exchange Act of 1934 ("Exchange Act") and Rules 10b-5, 12b-20, 13a-1, 13a-13, 13b2-1 and 13b2-2. In addition, the Commission seeks the imposition of civil penalties on Lowrey and an order that he be permanently barred from acting as an officer or director of any issuer that has a class of securities registered pursuant to Section 12 of the Exchange Act, or that is required to file reports pursuant to Section 15(d) of the Exchange Act. The Commission also seeks a final judgment permanently enjoining Estrin from violating Section 17(a) of the Securities Act, and Section 10(b) of the Exchange Act and Rules 10b-5 and 13b2-1 and the imposition of civil penalties. Simultaneous with the filing of the complaint, Estrin consented, without admitting or denying the allegations in the complaint, to the entry of a final judgment permanently enjoining him from violations of Section 17(a) of the Securities Act, Section 10(b) of the Exchange Act, and Rules 10b-5 and 13b2-1 thereunder. Estrin also consented to pay a civil penalty of $25,000.00. On October 1, 1992, the Commission filed a complaint against IMTECH and INSCI alleging that they violated the securities laws as a result of the fraudulent revenue recognition scheme alleged in the complaint filed today. Also on October 1, 1992, IMTECH and INSCI were permanently enjoined, on consent, from violating Section 17(a) of the Securities Act, and Sections 10(b), 13(a) and 13(b)(2) of the Exchange Act and Rules 10b-5, 12b-20, 13a-1, 13a-13 and 13b2-1. [See SEC v. Information Management Technologies Corp. and INSCI Corp., 92 Civ. 7108 (LAP) (S.D.N.Y. 1992), LR 13398, AAER 427] The litigation is pending against Lowrey.