The Securities and Exchange Commission has filed a complaint alleging illegal insider trading in connection with an acquisition by Toronto-based Hub International Ltd.
The SEC filed a complaint in the U.S. District Court for the Middle District of Florida, alleging insider trading in the securities of Kaye Group Inc. by Rand Shapiro, of Orlando, Fla, and John Weil, of St. Louis, Mo. These two individuals purchased the securities of Kaye Group in advance of a Jan. 20, 2001, announcement of the company’s acquisition by Hub International. Neither Shapiro nor Weil was an insider of Kaye Group, and each purchased Kaye Group stock after speaking with a director of Kaye Group and learning of the possibility that Kaye Group would be purchased by another company.
The complaint seeks permanent injunctions for violations of the antifraud provisions of the securities laws, disgorgement and civil penalties. Simultaneously with the filing of the complaint, and without admitting or denying the commission’s allegations, the defendants consented to the entry of final judgments permanently enjoining them from future violations; requiring that Shapiro disgorge US$35,804 plus prejudgment interest, and pay a civil penalty of US$35,804, and that Weil disgorge US$46,712 plus prejudgment interest, and pay a civil penalty of US$46,712.
Kaye Group, which was headquartered in New York was a holding company which, through its subsidiaries, engaged in insurance brokerage, underwriting and related activities. Its shares were listed on the Nasdaq until June 28, 2001, when it was acquired by Hub, an international insurance brokerage holding company.