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SEC LITIGATION RELEASE
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EXTRACTED KEY WORDS
MARCUS SECURITIES EXCHANGE ABL JOINT VENTURE DISTRICT CONGOLEUM EXCHANGE COMMISSION VIOLATING COMPLAINT EXCHANGE ACT CARL UNITED STATES DISTRICT STATES DISTRICT COURT MASSACHUSETTS TRADING ALLEGES MATERIAL NON-PUBLIC INFORMATION JOINT VENTURE AGREEMENT HILLSIDE THEREUNDER ENTRY JUDGMENTS PERMANENT INJUNCTION PRESIDENT CHIEF OPERATING OFFICER PROPOSED JOINT VENTURE JOINT VENTURE TRANSACTION STOCK |
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SECURITIES AND EXCHANGE COMMISSION
LITIGATION RELEASE NO. 14829 / February 27, 1996
SECURITIES AND EXCHANGE COMMISSION v. RICHARD G. MARCUS AND CARL
M. YOUNGMAN (United States District Court for the District of
Massachusetts, C.A. No. C-96-10382-JLT)
The Securities and Exchange Commission today announced that
it filed in the United States District Court for the District of
Massachusetts an action against Richard G. Marcus ("Marcus") and
Carl M. Youngman ("Youngman"), alleging that they violated the
federal securities laws' prohibitions against illegal insider
trading. The Commission's complaint alleges that Youngman
purchased securities of American Biltrite Inc. ("ABL") while in
possession of the material non-public information that ABL
intended to enter into a joint venture agreement with Hillside
Industries, Inc.'s ("Hillside") Congoleum Corporation
("Congoleum"). The complaint also alleges that Marcus tipped
Youngman the material non-public information about the joint
venture. Defendants are charged with violating Section 10(b) of
the Securities Exchange Act of 1934 ("Exchange Act") and Rule
10b-5 thereunder. Both Marcus and Youngman have consented,
without admitting or denying the allegations in the complaint, to
the entry of Final Judgments of Permanent Injunction.
During the period from approximately June 1992 through
December 3, 1992, Marcus was the president, chief operating
officer and a member of the board of directors of ABL. Youngman
was a personal friend of Marcus. As part of his duties as
president and chief operating officer, Marcus negotiated with
Hillside and Congoleum regarding the proposed joint venture
transaction between ABL and Congoleum. On December 1, 1992,
after learning of the proposed joint venture transaction from
Marcus, Youngman purchased 1,500 shares of ABL stock. On
December 3, 1992, ABL publicly announced its intention to enter
into the joint venture agreement with Congoleum. The
announcement caused the price of ABL's stock to increase four
points, or approximately 25%. Youngman realized approximately
$9,000 in ill-gotten gains.
Marcus and Youngman consented to the entry of Final
Judgments of Permanent Injunction against them, restraining and
enjoining them from committing further violations of Section
10(b) of the Exchange Act and Rule 10b-5 thereunder; ordering
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