UNITED STATES SECURITIES EXCHANGE COMMISSION LITIGATION RELEASE NO. 15779 / June 11, 1998 SECURITIES AND EXCHANGE COMMISSION v. CRAIG RYAN SPRADLING, 98 Civ. 4117 (MBM) (S.D.N.Y.) The Commission announced today that it filed a civil complaint charging a 25 year old associate of a prominent law firm with insider trading. Specifically, the Complaint alleges that the associate defrauded his employer and one of its clients by buying options to purchase common stock of a company that was the target of a planned tender offer by that client. Named in the Commission s Complaint is: CRAIG RYAN SPRADLING, an attorney currently associated with the law firm Cleary, Gottlieb, Steen & Hamilton (Cleary ) in its London office. At the time of the transactions and events alleged in the Complaint, CRAIG RYAN SPRADLING worked in Cleary's New York Office. The Complaint alleges that CRAIG RYAN SPRADLING made illegal profits of approximately $49,000 by purchasing Loctite Corp. ( Loctite ) call options on October 24, 1996. According to the Complaint, Henkel KGaA ( Henkel ) announced on Monday, October 28, 1996, that it intended to acquire the outstanding shares of Loctite at $56 per share ( Announcement ). Prior to the announcement of that tender offer, Clearly allegedly acted as counsel to Henkel. CRAIG RYAN SPRADLING allegedly purchased, on October 24, 1996, 65 December Loctite $50 call options for approximately $6,000 through a securities brokerage account he maintained with Charles Schwab & Co., Inc. ( Schwab ), a registered broker-dealer. According to the Complaint, CRAIG RYAN SPRADLING submitted to Schwab on October 23, 1996, the application necessary to trade options through his brokerage account at Schwab. Following the Announcement on October 28, 1996, CRAIG RYAN SPRADLING allegedly sold all of his Loctite call options for more than $55,000. The Complaint further alleges that when CRAIG RYAN SPRADLING purchased Loctite call options in October 1996, he knew that Henkel, a client of Cleary, was planning a tender offer for all outstanding common stock of Loctite. In the weeks prior to the announcement, CRAIG RYAN SPRADLING, while an associate at Cleary, allegedly worked on various projects relating to Henkel's planned tender offer for Loctite, including the preparation of tender offer documents. ======END OF PAGE 1====== The Commission seeks a final judgment: (1) permanently enjoining CRAIG RYAN SPRADLING from violating the general antifraud and tender offer antifraud provisions of the Securities Exchange Act of 1934 ( Exchange Act ) (Sections 10(b) and 14(e) of the Exchange Act and Rules 10b-5 and 14e-3); (2) ordering CRAIG RYAN SPRADLING to disgorge his illegal trading profits plus prejudgment interest; and (3) imposing a civil penalty against CRAIG RYAN SPRADLING of up to three times the amount of his illegal trading profits. The litigation is pending. The Commission thanks the Philadelphia Stock Exchange for its assistance in this matter. ======END OF PAGE 2======