Preet Bharara, the United States Attorney for the Southern District of New York, announced today that MICHAEL A. LUCARELLI, the former Director of Market Intelligence at Lippert/Heilshorn & Associates, Inc. (“LHA”), an investor relations firm, pled guilty today in Manhattan federal court to insider trading. Specifically, LUCARELLI admitted repeatedly using material nonpublic information that he acquired during his employment at LHA to take positions in the stock of LHA clients over the course of the year-long scheme. LUCARELLI was arrested on August 26, 2014, and pled guilty to a one-count Information before U.S. District Judge Jesse M. Furman.
Manhattan U.S. Attorney Preet Bharara said: “Michael Lucarelli, in violation of his company’s policies and his clients’ trust, illegally traded on material nonpublic information for his own financial gain. For using his company’s and clients’ secrets for his own personal gain, he now faces time in federal prison and the forfeiture of over $900,000 that he unlawfully obtained. If you are not deterred by the line of convicted felons who engaged in insider trading over the past several years then you will join the line.”
According to the allegations contained in the Information filed today in Manhattan federal court, the underlying criminal Complaint unsealed on August 26, 2014, the plea agreement, and statements made during court proceedings:
From at least August 2013 through at least August 2014, LUCARELLI engaged in an insider trading scheme to use and trade upon material nonpublic information that he acquired during his employment at LHA, an investor relations firm based in Manhattan. Specifically, LUCARELLI, as an LHA employee, had access to working drafts of press releases prepared by LHA for its clients prior to their issuance to the investing public. Those draft press releases contained material, nonpublic information about business events and announcements relating to LHA’s clients.
In violation of LHA’s policies and in breach of his duties to LHA and its clients, on multiple occasions, LUCARELLI took positions in the stock of LHA clients shortly before the announcement by these companies of material information through press releases prepared by LHA. Shortly after LHA issued the press releases, LUCARELLI sold these securities that he had acquired prior to the issuance, thereby profiting on the movement in the stock price.
LUCARELLI repeatedly traded in LHA client securities despite LHA’s written code of conduct, which strictly prohibited LHA employees from trading in any security issued by an LHA client. LUCARELLI carried out his scheme in at least four different brokerage accounts. When opening new brokerage accounts through which to conduct his illegal trades, LUCARELLI did not reveal his affiliation with LHA. And, on two occasions, LUCARELLI opened new brokerage accounts soon after his ability to trade in other accounts had been suspended by the respective brokerage firms.
On or about July 24, 2014, the Federal Bureau of Investigation (“FBI”) obtained a court-approved search warrant to search LUCARELLI’s office at LHA for evidence of his insider trading activities. During that search, which was conducted without LUCARELLI’s knowledge, the FBI located a locked briefcase that contained a draft press release for LHA client TREX Company (“TREX”). That press release was marked “DRAFT” and contained TREX’s second fiscal quarter 2014 financial results. The following day, after the FBI completed the search, LUCARELLI started purchasing shares of TREX. Between July 25, 2014, and August 1, 2014, LUCARELLI took a net position of 37,400 shares of TREX. Then, on August 4, 2014, shortly before the market opened, TREX issued a press release announcing its second fiscal quarter 2014 financial results. Among other things, TREX announced that sales and earnings before taxes had increased 23 percent and 62 percent, respectively, in comparison with the comparable period in 2013. TREX also issued revenue guidance for the third fiscal quarter of 2014, which was a 27 percent increase over the comparable period in 2013. Within two hours of the announcement, LUCARELLI sold 35,058 of the 37,400 TREX shares he previously purchased. Those sales yielded a profit of almost $90,000.
As a result of the 13 instances of insider trading specifically set forth in the Information, LUCARELLI earned at least $538,215.32 in illicit proceeds. Furthermore, as reflected in the plea agreement, on at least 18 additional occasions, LUCARELLI took positions in LHA client securities on the basis of inside information. In total, these 31 instances yielded LUCARELLI $955,521.62 in profits.
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LUCARELLI, 52, of New York, New York, pled guilty to one count of securities fraud. The securities fraud count carries a maximum sentence of 20 years in prison and a maximum fine of $5 million, or twice the gross gain or loss from the offense. As part of his guilty plea, LUCARELLI also agreed to forfeit $955,521.62 to the United States. The statutory maximum sentences are prescribed by Congress and are provided here for informational purposes only, as any sentencing of the defendant would be determined by the judge.
Mr. Bharara praised the investigative work of the FBI and thanked the Securities and Exchange Commission, which has filed civil charges in a separate action.
Today’s announcement is part of efforts underway by President Obama’s Financial Fraud Enforcement Task Force (FFETF) which was created in November 2009 to wage an aggressive, coordinated and proactive effort to investigate and prosecute financial crimes. With more than 20 federal agencies, 94 U.S. Attorneys’ offices and state and local partners, it’s the broadest coalition of law enforcement, investigatory and regulatory agencies ever assembled to combat fraud. Since its formation, the task force has made great strides in facilitating increased investigation and prosecution of financial crimes; enhancing coordination and cooperation among federal, state and local authorities; addressing discrimination in the lending and financial markets and conducting outreach to the public, victims, financial institutions and other organizations. Since the inception of FFETF in November 2009, the Justice Department has filed more than 12,841 financial fraud cases against nearly 18,737 defendants including nearly 3,500 mortgage fraud defendants. For more information on the task force, visit www.stopfraud.gov.
This case is being handled by the Office’s Securities and Commodities Fraud Task Force. Assistant U.S. Attorneys Brian R. Blais and Damian Williams are in charge of the prosecution. Assistant U.S. Attorney Carolina A. Fornos of the Office’s Money Laundering and Asset Forfeiture Unit is responsible for the forfeiture of assets.