July 1 (Bloomberg) -- A former Dow Chemical Co. executive and two others were accused by U.S. regulators of reaping more than $1 million from illegal trades ahead of a 2008 announcement that the company would acquire Rohm & Haas Co.
Mack Murrell, who was vice president of information services at Dow at the time, obtained confidential details about the takeover plan from his then-girlfriend, who was an administrative assistant to Dow’s chief financial officer, the Securities and Exchange Commission said in a lawsuit filed today in federal court in Michigan.
Murrell then tipped a friend, David Teekell, who in turn passed the information to his broker, Charles Adams, according to the complaint. Teekell and Adams began purchasing common stock and call options in Rohm & Haas the next business day, the SEC said. Adams purchased call options in his own account and bought stock in two discretionary customer accounts.
Rohm & Haas’ stock jumped 64 percent when the merger was announced on July 10, 2008, leaving Teekell with an illicit profit of $534,526 and Adams and his discretionary clients gains of $107,043, the SEC said.
Teekell has agreed to pay about $1.1 million in disgorgement and penalties to resolve the claims without admitting or denying guilt. SEC claims against Murrell and Adams haven’t been resolved.
Raymond James Financial Inc., the brokerage where Adams was registered and held accounts, was listed as a relief defendant. The St. Petersburg, Florida-based company wasn’t accused of wrongdoing.
Phone calls to numbers listed for Murrell and Adams weren’t immediately returned. A phone call to a number listed for Teekell wasn’t answered.
Dow agreed to buy Rohm & Haas for $15.4 billion in cash in its biggest acquisition ever at the time. Midland, Michigan-based Dow agreed to pay $78 for each Rohm & Haas share, 74 percent more than the previous day’s closing price.
The acquisition was completed in April 2009 after terms were revised to settle a lawsuit over the terms of the deal.
Dow spokeswoman Nancy Lamb declined to comment on the insider-trading litigation.
“Dow is not a party to the litigation; however, we fully cooperated with the SEC investigation,” Lamb said in an e-mailed statement. “Dow takes compliance with insider trading laws and the company’s securities trading policy very seriously, and it is a critical component of our company’s code of business conduct.”
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