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SEC LITIGATION RELEASE
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EXTRACTED KEY WORDS
REVENUE EXCHANGE ACT COMPLAINT SECURITIES RECOGNITION EXCHANGE COMMISSION DAWS DISTRICT FRAUD OVERSTATEMENT TRANSACTION ACCOUNTING FINANCIALS VIOLATIONS ALLEGES NET INCOME CUSTOMER CREDIT THOMAS BUTLER MARK FOLIT DISTRICT COURT CALIFORNIA OFFICERS PERIODIC REPORTING COMPLAINT CHARGES DEFENDANT THEREUNDER INTERNAL CONTROLS RECORDS PROVISIONS |
SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 16728 / September 27, 2000
Accounting and Auditing Enforcement Release No. 1312
SECURITIES AND EXCHANGE COMMISSION v. JOHN DAWS, THOMAS BUTLER AND
MARK FOLIT, United States District Court for the Northern District of
California, Civil Action No. C00-20797 EAI
The U.S. Securities and Exchange Commission today filed an action in
federal district court in San Francisco against three former officers
of Silicon Valley-based Cylink Corporation ("Cylink" or the "Company")
for their roles in a financial reporting fraud that overstated
Cylink's results by millions of dollars in 1997 and 1998. In a
separate action, the Commission brought charges against Cylink for
related violations. According to the filings, in order to meet
Cylink's ambitious revenue goals, former Cylink officers led the
Company to recognize revenue on numerous transactions that violated
Cylink's own revenue recognition policy, generally accepted accounting
principles or both. Cylink overstated its quarterly revenue by as much
as 97.5% during the period of the fraud, according to the filings.
Named in the Commission's federal court suit were former Chief
Financial officer John Daws, age 56, of Orinda, California; former
Vice President of Sales Thomas Butler, age 52, of Pebble Beach,
California; and former head of North American Sales Mark Folit, age
39, of New York, New York. The Commission's complaint charges each
defendant with securities fraud (Section 10(b) of the Securities
Exchange Act of 1934 ("Exchange Act") and Rule 10b-5 thereunder);
circumvention of Cylink's internal controls and falsification of
records (Section 13(b)(5) of the Exchange Act and Rule 13b2-1
thereunder); and aiding and abetting Cylink's violations of the
periodic reporting and books and records provisions (Sections 13(a)
and 13(b)(2)(A) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13
thereunder) of the federal securities laws. In addition, the complaint
charges Daws with failing to devise and maintain adequate internal
accounting controls (Section 13(b)(2)B) of the Exchange Act) and
failing to provide material information to Cylink's outside auditors
in connection with Cylink's 1997 audit (Exchange Act Rule 13b2-2).
In a separate action, the Commission instituted, and simultaneously
settled, administrative cease-and-desist proceedings against Cylink.
The Commission's Order Instituting Proceedings ("Order") finds that
Cylink materially misstated its financial results for the fourth
quarter of fiscal 1997 and the first two quarters of fiscal 1998 and
directs Cylink to cease and desist from violations of the periodic
reporting, internal controls and books and records provisions. Cylink
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