U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 20541 / April 28, 2008
SEC v. Edward O. Boshell and Donald J. Pochopien, Civil Action No. 08-CV-2392, United States District Court for the Northern District of Illinois (Chicago Division)
SEC Files Settled Insider Trading Action Against Edward O. Boshell and Donald J. Pochopien
On April 28, 2008, the Securities and Exchange Commission filed an insider trading action in the United States District Court for the Northern District of Illinois against Edward O. Boshell and Donald J. Pochopien. At the time of the alleged misconduct, Boshell was an outside disinterested director of a Dallas-based business development company (BDC) and Pochopien was a shareholder of a Chicago-based law firm. The Commission alleges that Boshell and Pochopien engaged in unlawful insider trading in the securities of Laserscope in advance of a public announcement on June 5, 2006 that Laserscope would be acquired by American Medical Systems Holding, Inc. (American Medical).
In its complaint, the Commission alleges that, in May 2006, Boshell and Pochopien purchased Laserscope securities based on material, non-public information regarding the acquisition of Laserscope by American Medical. The Commission alleges that Boshell was made aware of the acquisition during a routine board meeting of the Dallas-based BDC approximately a month before the public announcement. The Commission alleges that Pochopien was made aware of the acquisition approximately a month before the public announcement when his law firm was hired by American Medical to conduct a due diligence review of the Laserscope acquisition. On the day of the announcement, Laserscope's common stock closing price of $30.65 was 43% higher than the proceeding day closing price of $21.41. By selling their Laserscope stock, Boshell profited $85,750 and Pochopien profited $134,970.
Without admitting or denying the allegations in the complaint, Boshell and Pochopien have agreed to settle the Commission's charges by consenting to the entry of final judgments that would: (i) permanently enjoin them from further violations of Section 10(b) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder; (ii) order them to pay $85,750 and $134,970, respectively, in disgorgement; (iii) order them to pay $11,381 and $17,914, respectively, in prejudgment interest; and (iv) order them to pay civil penalties of $85,750 and $134,970, respectively.