U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 20803 / November 13, 2008
Accounting and Auditing Enforcement Release No. 2898 / November 13, 2008
Securities and Exchange Commission v. Lawrence B. Evans et al., , Civil Action No. 07-CV-10027-JLT (D. Mass) (January 8, 2007)
Former Aspen Technology, Inc. Chairman and CEO Settle SEC Charges For Their Roles in Corporate Accounting Fraud
The Securities and Exchange Commission ("Commission") announced today that on November 12, 2008, the United States District Court for the District of Massachusetts entered final judgments by consent against former Aspen Technology, Inc. ("Aspen") founder and Chairman of the Board of Directors Lawrence B. Evans and former Chief Executive Officer David L. McQuillin in a case filed by the Commission in January 2007. The Commission's action charged Evans and McQuillin with, among other things, securities fraud in connection with their participation in a revenue inflation scheme with another senior officer of Aspen, a Cambridge, Massachusetts software company. Without admitting or denying the allegations in the Commission's complaint, McQuillin and Evans each consented to the entry of a final judgment enjoining them from violating the anti-fraud and other provisions of the securities laws. McQuillin was also ordered to pay an $85,000 civil penalty, $28,381.61 in disgorgement and pre-judgment interest, and was barred from serving as an officer or director of any public company, and Evans was ordered to pay a $75,000 civil penalty and $21,478.01 in disgorgement and pre-judgment interest.
According to the Commission's complaint, Evans and McQuillin, along with former Aspen Chief Financial Officer Lisa W. Zappala, caused Aspen to report inflated revenue in the company's publicly-filed financial statements and in press releases on at least six software transactions during fiscal years 1999 through 2002. The Complaint alleged that the three defendants caused Aspen to recognize revenue during the relevant period despite knowing that Aspen was prohibited from doing so under Generally Accepted Accounting Principles because contracts were not signed within the appropriate quarter and/or the earnings process was incomplete due to contingency arrangements which changed the terms of the customers' payment commitments under the contracts. The Complaint alleged that, as a result of the fraudulent scheme, Aspen overstated license revenue for its fiscal year ended June 30, 2000 by 5.5% and for the fiscal year ended June 30, 2001 by 9.3%. The Complaint further alleged that, as a result of prematurely recognized revenue from those earlier periods, license revenue for the fiscal years ended June 30, 2002, 2003, and 2004 was understated by 1.8%, 13.9%, and 4.0% respectively.
Separately, in a related criminal action, McQuillin pled guilty to one count each of conspiracy and securities fraud. In October 2007, the United States District Court for the Southern District of New York sentenced McQuillin to three years of probation and a $12,000 criminal fine for that conduct.
In addition to the financial penalties (and, as to McQuillin, the officer and director bar), the final judgments imposed permanent injunctions prohibiting Evans and McQuillin from violating Section 17(a) of the Securities Act of 1933, Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934, and Exchange Act Rules 10b-5, 13b2-1 and 13b2-2; and from aiding and abetting violations of Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act, and Exchange Act Rules 12b-20, 13a-1, 13a-11 and 13a-13.
The Commission's action against Zappala remains pending.
The Commission acknowledges the assistance of the U.S. Attorney's Office for the Southern District of New York and the FBI.