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SEC LITIGATION RELEASE
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EXTRACTED KEY WORDS
TUTORNET FORDE COMMISSION INVESTMENT EXCHANGE DISCLOSE AOL CONTRACT SECURITIES SHAREHOLDER LETTER EXCHANGE ACT PRINCETON PILOT PROGRAM VIOLATIONS THEREUNDER CIVIL UNITED STATES MISLEADING STATEMENTS MATERIAL INFORMATION PROSPECTIVE INVESTORS CASH FLOW TERMINATION DISTRICT VIRGINIA WEBSITE DEFICIENT INJUNCTION REVENUE TROUBLING |
U.S. Securities and Exchange Commission
Litigation Release No. 16667 / August 29, 2000
SEC v. Tutornet.com Group, Inc. and Euburn R.A. Forde, Civil Action
No. 00-1472-A (U.S.D.C. E.D.Va, Alexandria Division)
On August 29, 2000 the Securities and Exchange Commission filed a
complaint in the United States District Court for the Eastern District
of Virginia, Alexandria Division, against Tutornet.com Group, Inc.
("Tutornet"), of Chantilly, Virginia, and Euburn R.A. Forde ("Forde"),
the president, chief executive officer and chairman of the board of
Tutornet.
The Commission's complaint alleges that Tutornet and Forde made false
and misleading statements, and omitted to state material information,
in a Form 8-K filed with the Commission on May 18, 2000, and in a
January 2000 letter to shareholders ("Shareholder Letter") published
on Tutornet's website, in an effort to lull current and prospective
investors into a false sense of security in the face of Tutornet's
precarious financial condition. The Complaint also alleges that
Tutornet's Form 10-Q filed with the Commission on August 21, 2000 was
deficient because it failed to include a statement of cash flow. The
Commission also filed with the Complaint a motion for a Preliminary
Injunction against Tutornet and Forde.
The Complaint alleges that Tutornet's Form 8-K, signed by Forde, made
misleading statements and failed to disclose material information
concerning Tutornet's relationship with America Online, Inc. ("AOL").
Specifically, the Complaint alleges that Tutornet stated in the Form
8-K that it was in the process of "co-branding" with AOL, which would
result in a revenue sharing arrangement with AOL that would provide
the financially troubled Tutornet with access to over 18 million AOL
subscribers, and the potential to generate annual revenues of $324
million. The Complaint alleges that this statement was false when made
in the Form 8-K which was filed with the Commission on May 18, 2000
because, in April 2000, AOL terminated its contractual relationship
with Tutornet based upon Tutornet's failure to make certain payments
under the terms of the contract. The Complaint also alleges that
Tutornet failed to disclose the termination of the contract. The
Complaint further alleges that Tutornet failed to issue any corrective
statement concerning Tutornet's earlier characterizations of the AOL
contract in the Shareholder Letter which first appeared on Tutornet's
website in January 2000, which were rendered inaccurate by the
termination of the contract in April 2000.
The Complaint also alleges that Tutornet and Forde made false and
misleading statements in the Form 8-K concerning a prospective $30
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