U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 19312 / July 26, 2005
Securities and Exchange Commission v. Philip Evans and Paul Evans, Case No. CV 05 1168 (AA) (D. Or. filed July 26, 2005)
SEC FILES INSIDER TRADING CHARGES AGAINST OREGON TECH COMPANY EMPLOYEE AND BROTHER
The Securities and Exchange Commission today charged a financial analyst for Beaverton, Oregon circuit board company Merix Corporation with trading on inside information and tipping his brother, allowing the pair to net over $400,000 in illegal profits. The Commission alleges that Philip E. Evans, 43, of Beaverton, Oregon, sold Merix stock in May 2004 after learning the company was preparing to report disappointing financial news. According to the Commission, Evans also passed the information to his brother Paul, 41, of Mt. Shasta, California, who bought speculative Merix put options - securities of value only if the company's stock price fell in the short term. When the company publicly announced the bad news days later, Merix investors saw the value of their stock plummet by 30% while the Evans brothers reaped substantial profits.
According to the Commission's complaint, filed in the United States District Court for the District of Oregon, Philip Evans learned from his boss on May 4, 2004, that Merix would likely announce the following week that its earnings were falling short of investor expectations. Although told that the information was confidential, and aware that a trading "black-out" was in effect prohibiting him from trading, Philip Evans sold all the Merix stock he held in his brokerage account the next day. In addition, according to the Commission, Philip used an account he maintained in the name of his fianc©e to sell Merix stock short - trades that would be profitable if the price of Merix stock fell. When Merix announced on May 13 that it would miss its fourth quarter earnings guidance, its stock price fell by 30%, and Philip Evans avoided losses and made profits of over $30,000.
The Commission's complaint also alleges that, after learning the confidential financial information on May 4, Philip called his brother Paul Evans to relay the news. Beginning the next morning, and continuing throughout the following week, Paul Evans sold Merix stock short and bought numerous Merix put options. When the public announcement drove down Merix's stock price, Paul Evans made profits in excess of $400,000.
The Commission also alleges that Philip Evans shared the nonpublic information with his mother, who avoided losses of over $3,000 by selling all of her Merix stock, and that Paul Evans shared the nonpublic information with a friend who profited approximately $14,000 by trading Merix securities. Neither the mother nor friend is charged in the Commission's complaint.
The Commission's complaint alleges that through their fraudulent trading and tipping, Philip and Paul Evans violated Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. The Commission seeks injunctive relief, disgorgement of all ill-gotten gains as well as the gains of the people they tipped plus pre-judgment interest and civil monetary penalties.
The Commission acknowledges the assistance of the Philadelphia Stock Exchange in this matter.