RIM Announces Settlement with the SEC
Waterloo, ON - Research In Motion Limited (“RIM”) (Nasdaq: RIMM; TSX: RIM) announced that RIM and four of its officers, Jim Balsillie, Mike Lazaridis, Dennis Kavelman and Angelo Loberto, have entered into settlements with the Securities and Exchange Commission (the “SEC”) that resolve the previously-disclosed SEC investigation of RIM’s historical stock option granting practices. RIM previously disclosed a management-initiated, voluntary review of its historical stock option granting practices that had commenced in 2006 and had been self-reported to the SEC and the Ontario Securities Commission (“OSC”).
In the settlement with the SEC that was filed today, RIM consented, without admitting or denying allegations in a complaint filed by the SEC, to the entry of an order enjoining it from violations of certain provisions of the U.S. federal securities laws, including the antifraud provisions. RIM is not required to pay disgorgement or a monetary penalty.
Messrs. Balsillie and Lazaridis have consented, without admitting or denying allegations in the complaint filed by the SEC, to the entry of an order enjoining them from violations of certain provisions of the U.S. federal securities laws, including the non-scienter based antifraud provisions. The order also provides that Messrs. Balsillie and Lazaridis are liable for disgorgement of profits gained as a result of conduct alleged in the complaint together with prejudgment interest, although it also provides that those amounts are deemed paid in full because Messrs. Balsillie and Lazaridis have already voluntarily paid those amounts to RIM. These repayments were made earlier as part of a series of recommendations of a Special Committee of RIM’s Board of Directors following RIM’s internal review of its historical stock option granting practices.
Messrs. Kavelman and Loberto have consented, without admitting or denying allegations in the complaint filed by the SEC, to the entry of an order enjoining them from violations of certain provisions of the U.S. federal securities laws, including the antifraud provisions. The order also provides that Messrs. Kavelman and Loberto are liable for disgorgement of profits gained as a result of conduct alleged in the complaint together with prejudgment interest, although it also provides that those amounts are deemed paid in full because Messrs. Kavelman and Loberto have already voluntarily paid those amounts to RIM at the same time and on the same basis as Messrs. Balsillie and Lazaridis. In addition, Messrs. Kavelman and Loberto each agreed to be prohibited, for a period of five years from acting as an officer or director of a company that is registered or required to file reports with the SEC, and to be barred from appearing or practicing as an accountant before the SEC with a right to reapply after five years.
Messrs. Balsillie, Lazaridis, Kavelman and Loberto also agreed to monetary penalties totaling, in aggregate, US$1.425 million.
As previously disclosed, on February 5, 2009, the Commissioners of the OSC approved a separate settlement agreement with RIM and certain of its officers and directors relating to RIM’s historical stock option granting practices.
About Research In Motion (RIM)
Research In Motion is a leading designer, manufacturer and marketer of innovative wireless solutions for the worldwide mobile communications market. Through the development of integrated hardware, software and services that support multiple wireless network standards, RIM provides platforms and solutions for seamless access to time-sensitive information including email, phone, SMS messaging, Internet and intranet-based applications. RIM’s portfolio of award-winning products, services and embedded technologies are used by thousands of organizations around the world and include the BlackBerry® wireless platform, the RIM Wireless Handheld™ product line, software development tools, radio-modems and software/hardware licensing agreements. Founded in 1984 and based in Waterloo, Ontario, RIM operates offices in North America, Europe and Asia Pacific. RIM is listed on the Nasdaq Stock Market (Nasdaq: RIMM) and the Toronto Stock Exchange (TSX: RIM). For more information, visit www.rim.com or www.BlackBerry.com.
In the settlement with the SEC that was filed today, RIM consented, without admitting or denying allegations in a complaint filed by the SEC, to the entry of an order enjoining it from violations of certain provisions of the U.S. federal securities laws, including the antifraud provisions. RIM is not required to pay disgorgement or a monetary penalty.
Messrs. Balsillie and Lazaridis have consented, without admitting or denying allegations in the complaint filed by the SEC, to the entry of an order enjoining them from violations of certain provisions of the U.S. federal securities laws, including the non-scienter based antifraud provisions. The order also provides that Messrs. Balsillie and Lazaridis are liable for disgorgement of profits gained as a result of conduct alleged in the complaint together with prejudgment interest, although it also provides that those amounts are deemed paid in full because Messrs. Balsillie and Lazaridis have already voluntarily paid those amounts to RIM. These repayments were made earlier as part of a series of recommendations of a Special Committee of RIM’s Board of Directors following RIM’s internal review of its historical stock option granting practices.
Messrs. Kavelman and Loberto have consented, without admitting or denying allegations in the complaint filed by the SEC, to the entry of an order enjoining them from violations of certain provisions of the U.S. federal securities laws, including the antifraud provisions. The order also provides that Messrs. Kavelman and Loberto are liable for disgorgement of profits gained as a result of conduct alleged in the complaint together with prejudgment interest, although it also provides that those amounts are deemed paid in full because Messrs. Kavelman and Loberto have already voluntarily paid those amounts to RIM at the same time and on the same basis as Messrs. Balsillie and Lazaridis. In addition, Messrs. Kavelman and Loberto each agreed to be prohibited, for a period of five years from acting as an officer or director of a company that is registered or required to file reports with the SEC, and to be barred from appearing or practicing as an accountant before the SEC with a right to reapply after five years.
Messrs. Balsillie, Lazaridis, Kavelman and Loberto also agreed to monetary penalties totaling, in aggregate, US$1.425 million.
As previously disclosed, on February 5, 2009, the Commissioners of the OSC approved a separate settlement agreement with RIM and certain of its officers and directors relating to RIM’s historical stock option granting practices.
About Research In Motion (RIM)
Research In Motion is a leading designer, manufacturer and marketer of innovative wireless solutions for the worldwide mobile communications market. Through the development of integrated hardware, software and services that support multiple wireless network standards, RIM provides platforms and solutions for seamless access to time-sensitive information including email, phone, SMS messaging, Internet and intranet-based applications. RIM’s portfolio of award-winning products, services and embedded technologies are used by thousands of organizations around the world and include the BlackBerry® wireless platform, the RIM Wireless Handheld™ product line, software development tools, radio-modems and software/hardware licensing agreements. Founded in 1984 and based in Waterloo, Ontario, RIM operates offices in North America, Europe and Asia Pacific. RIM is listed on the Nasdaq Stock Market (Nasdaq: RIMM) and the Toronto Stock Exchange (TSX: RIM). For more information, visit www.rim.com or www.BlackBerry.com.
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