SEC Charges Heinz Call Buyers With Insider Trading

Tyler Durden's picture




 

Yesterday, after the news of the Heinz acquisition hit the market just in time to wipe away the bitter aftertaste of the biggest GDP drop in Europe since 2009, we brought you the undisputed fact that someone made nearly $2 million in call options, which soared 1700% overnight and was bought the day before. It appears even the SEC finally is back to doing what its historic task was before it discovered internet porn, and one day after the report, has charged unidentified traders operating or trading out of Zurich, Switzerland with generating some $1.8 million in profits. Notably, the trade occurred through an "omnibus account located in Zurich, Switzerland in the name of GS Bank IC Buy Open List Options GS & Co c/o Zurich Office (the "GS Account")." Does GS stand for Goldman Sachs one wonders? And while we commend the SEC on finally doing its job, our original question still stands: who leaked the details of the transaction one day before its formal announcement?

The details:

On February 14, 2013, Heinz announced that it had entered into a merger agreement to be acquired by an investment consortium comprised of Berkshire Hathaway and 3G Capital. The deal price of $72.50 per share represented nearly a 20% premium to Heinz's closing price of $60.48 on February 13.

 

In reaction to the Announcement, on February 14, Heinz's stock closed at $72.50 - an increase of $12.05 per share, or approximately 20%, over the previous trading day's closing price of $60.48. The trading volume in Heinz also skyrocketed on February 14, reaching over 64 million shares, an increase of over 1,700%. Prior to the Announcement, Heinz's stock had consistently traded at just around or below $60 per share since November 2012.

 

On February 13, the last trading day before the Announcement, one or more unknown traders, using the GS Account, purchased 2,533 out-of-the-money June $65 calls. This was effectively a wager that Heinz's stock, which had consistently traded around $60 per share for the last four months, would increase in value by approximately $5, or nearly 7.5%, over the next four months.

 

Equity call options,like the ones traded by Defendants, give the buyer the right, but not the obligation, to purchase a company's stock at a set price (the "strike price") for a certain periodof time (through "expiration"). In general, one buys a call option, or call,when the stockprice is expected to rise, or sells a call whenthe stockprice is expected to fall. For example, one "June 2013 $65" call on Heinz stockwouldgive the purchaser the right to buy 100 shares of that stock for $65 per share before the call expired on the Saturday following the third Friday of the referenced month, or, in this case, June 22, 2013. If at the time of purchase the call strike price is above the price at whichthe stock is then trading, the call is "out-of-the-money" because it would be unprofitable to exercise the call and pay more for the stock than if it were purchased on a stock market.

 

The purchase of 2,533 Heinzcalls with a strikeprice of $65 on February 13 was unusual giventhe historical options data for those calls. For example, on February 12 only 14 June $65 calls were purchasedand on February 11 no June $65 calls were purchased. In fact, since November 14, 2012, not more than 61 of these contracts had been purchased on any other single day.

 

As a result of the Announcement, the price of June $65 calls shot up from a close of $0.40on February 13 to a close of $7.33 on February 14, an increase of over 1,700%.

 

Between September 1, 2012 and February 13, 2013, the GS Accounthad no prior trading history in Heinz.

 

The timing, size and profitability of the Defendants' trades, as well as the lack of prior history of significant trading in Heinz in the GS Account, make  these trades highly suspicious. In particular, after not trading Heinz securities in the GS Account for at least six months, Defendants invested nearly $90,000 in risky option positions the day prior to the Announcement. As a result of this well-timed trade, the Defendants' Heinz position increased from  approximately $90,000 to over $1.8 million, an increase of nearly 2,000%) in just one day.

 

On information and belief, the unknown traders of Heinz securities were in possession of material, nonpublic information about the proposed acquisition of Heinz at the time they made the purchases alleged in this Complaint.

Filing below

 

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Fri, 02/15/2013 - 17:47 | 3247852 Mr Lennon Hendrix
Mr Lennon Hendrix's picture

And a slap on the wrist will ensue.

Fri, 02/15/2013 - 17:52 | 3247873 knukles
knukles's picture

There is a Goldman Sachs Bank, Zurich....
Nah, coincidence...

http://www.schweizer-banken.info/en/bank/zh/zurich/goldman-sachs.htm

Fri, 02/15/2013 - 18:00 | 3247904 fourchan
fourchan's picture

has goldman approved this action by the sec?

Fri, 02/15/2013 - 18:07 | 3247920 Careless Whisper
Careless Whisper's picture

I'm thinking its a rogue intern, because most legitimate banksters come up with creative names, like Timberwolf  or something.

Fri, 02/15/2013 - 18:27 | 3247975 AN0NYM0US
AN0NYM0US's picture

Meanwhile Billy John is safely tucked away in his Naples cottage http://binged.it/VkZOfY having sold the family jewels for a pittance and irony of ironies his cottage is  full frontal to a nasty Red Tide. http://www.naplesnews.com/news/2013/feb/14/dead-fish-on-naples-beaches-r...

 

In NYT Dealbook they quote Billy John has having lunched at the 0,0001% Prt Royal Club in Naples back in December - but according to Billy John  they never talked about this deal and instead discussed how to dispense ketchup onto Lemann's burgers.  No question that those at adjacent tables would have thought anything of Senor 3G and Billy John, no question at all

 

http://dealbook.nytimes.com/2013/02/14/berkshire-and-3g-capital-to-buy-h...

Fri, 02/15/2013 - 19:12 | 3248080 TruthInSunshine
TruthInSunshine's picture

I sense another Waddell & Reed type witch hunt/fall guy in the works.

Get to work, Mary Jo White!

Fri, 02/15/2013 - 19:36 | 3248148 Teamtc321
Teamtc321's picture

I'm shocked, shocked I say!!! Pop the fucking Champagne!! They are going after Johny Ugly Duck, who zipped in a whopping 2 million profit!! Fish On MFER's!!

Fucking Trillion's vanishing into so called thin air while dumbo place mat run's around sniffing bycycle seat's. Johnny "Rambone" Corzynski fucking slaughter's rancher's, eat's their cattle off the hoof, fuck's the sheep through the fence, and not a peep. Where did it go, where did he go?

Johnny "Ugle Duck" should just tie a cement block onto his sheep's hoof and jump off a short bus into the deep end. They gotta find a patsy to take down for the MSM headlines somehow.

 

2 Million................Un-fucking beleivable!!! 

Fri, 02/15/2013 - 20:38 | 3248302 TwoShortPlanks
TwoShortPlanks's picture

I though Insider Trading and Market Manipulation was legal in the US.

Fri, 02/15/2013 - 22:17 | 3248539 nofluer
nofluer's picture

I though Insider Trading and Market Manipulation was legal in the US.

Only for members of Congress and their friends, and for the too Big To Jail banksters. someone's gonna have egg on their faces on Monday morning when they get the flag-off from the PTBs.

"An over-eager junior enforcment agent thought he had evidence of wrongful trading, and acted on that belief. As he's new to the job, we counseled him to not make such allegations public until he's cleared it with the senior officers, so that we can esplain when there may be a rule or situation where the activity is not what it appears to be, and thus not a violation of law. The agent was commended for his zeal on the public's behalf, and assigned to a newly created Professional Instruction class, and in 6 months we expect him to be a much better agent."

Sat, 02/16/2013 - 01:54 | 3248884 xtop23
xtop23's picture

The janitor will get a pink slip and everyone above the secretary pool level will get a bonus. SNAFU

Fri, 02/15/2013 - 18:12 | 3247928 Kitler
Kitler's picture

Rumor has it that they have a tentative deal on this one already worked out.

And as for criminal convictions over the Heinz affair? They'll be making you wait.

http://www.youtube.com/watch?v=uoLoyg3JKRQ  < (Heinz 'Anticipation' ad)

Fri, 02/15/2013 - 19:29 | 3248124 EscapeKey
EscapeKey's picture

The SEC admits no wrongdoing, and pays Goldman Sachs $100m?

Sat, 02/16/2013 - 06:34 | 3249061 Colonel Klink
Colonel Klink's picture

The SEC is still trying to catch up.

Fri, 02/15/2013 - 18:18 | 3247952 Cdad
Cdad's picture

has goldman approved this action by the sec?

I think so, as I'm hearing that the fines for this infraction are not to exceed 15% of the proceeds on the trade.


Fri, 02/15/2013 - 21:07 | 3248374 johngaltfla
johngaltfla's picture

WTF?????????????????????????????????????????????????

 

You mean an acquisition by JP Morgan Buffett is suspect?

 

Sacre bleu!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!!

 

Moi virgin keyboard!!!!!!!!!!!!!!!!!!!!!!!!!

Fri, 02/15/2013 - 17:52 | 3247879 ACP
ACP's picture

That was a really quick reaction though...maybe the traders weren't on the "Approved Insider Traders" list.

Fri, 02/15/2013 - 20:14 | 3248231 cynicalskeptic
cynicalskeptic's picture

If you're on the 'friends of' lis you can do ANYTHING.....   literally.  Remember all those shorts on airlines just before 9/11?

Fri, 02/15/2013 - 18:04 | 3247908 Daily Bail
Fri, 02/15/2013 - 18:13 | 3247923 EscapeKey
EscapeKey's picture

Fascism is doing well in America.

No doubt "Die Fahne Hoch" will be on school curriculums before you know it.

 

 

Die Fahne hoch! Die Reihen fest geschlossen!

SA marschiert mit ruhig festem Schritt.

Kam'raden, die Rotfront und Reaktion erschossen,

Marschier'n im Geist in unser'n Reihen mit.

Kam'raden, die Rotfront und Reaktion erschossen,

Marschier'n im Geist in unser'n Reihen mit.

Die Straße frei den braunen Batallionen.

Die Straße frei dem Sturmabteilungsmann!

Es schau'n aufs Hakenkreuz voll Hoffnung schon Millionen.

Der Tag für Freiheit und für Brot bricht an!

Es schau'n aufs Hakenkreuz voll Hoffnung schon Millionen.

Der Tag für Freiheit und für Brot bricht an!

Zum letzten Mal wird Sturmalarm geblasen!

Zum Kampfe steh'n wir alle schon bereit!

Schon flattern Hitlerfahnen über allen Straßen.

Die Knechtschaft dauert nur noch kurze Zeit!

Schon flattern Hitlerfahnen über allen Straßen.

Die Knechtschaft dauert nur noch kurze Zeit!

Die Fahne hoch! Die Reihen fest geschlossen!

SA marschiert mit ruhig festem Schritt.

Kam'raden, die Rotfront und Reaktion erschossen,

Marschier'n im Geist in unser'n Reihen mit.

Kam'raden, die Rotfront und Reaktion erschossen,

Marschier'n im Geist in unser'n Reihen mit.

 

Fri, 02/15/2013 - 18:05 | 3247917 EscapeKey
EscapeKey's picture

That seems unnecessarily harsh. After all, the traders - "whoever they were" - were merely providing liquidity to the market. See, it was all for the common good.

In other news, re-election campaign funding got off to a flying start to 2013 earlier today...

Fri, 02/15/2013 - 18:42 | 3248013 LongSoupLine
LongSoupLine's picture

I am glad the fucking SEC took the pump to their fucking balls for once.

 

Now, really fucking impress me and throw fucking Blankfein and the entire fucking executive branch of Goddamn Sachs in drive a fucking bus up your ass prison.

 

Fuck you Goldman.  Fucking bitch ass pricks

Fri, 02/15/2013 - 23:48 | 3248703 Decimus Lunius ...
Decimus Lunius Luvenalis's picture

My guess is that the "unknown" traders will continue to be "unknown" as it is probably SEC policy to first assess how important and politically connected the traders are before referring cases to the DoJ.  It is, after all, eliminating government waste to adopt another agencies industrial protectionist policies.  Even if the case isn't referred to the DoJ, they can still file a civil suit for $500k which will recover 25% of the profit.  They have to get their cut somehow.

Fri, 02/15/2013 - 23:48 | 3248707 Decimus Lunius ...
Decimus Lunius Luvenalis's picture

My guess is that the "unkown" traders will continue to be "unknown" as it is probably SEC policy to first assess how important and politically connected the traders are before referring cases to the DoJ.  It is, after all, eliminating government waste to adopt another agencies industrial protectionist policies.  Even if the case isn't referred to the DoJ, they can still file a civil suit for $500k which will recover 25% of the profit.  They have to get their cut somehow.

Sat, 02/16/2013 - 09:11 | 3249155 GolfHatesMe
GolfHatesMe's picture

David Sokol Trade?

Fri, 02/15/2013 - 17:47 | 3247854 SeverinSlade
SeverinSlade's picture

Brazzers must be undergoing maintenance.

Fri, 02/15/2013 - 17:48 | 3247856 catacl1sm
catacl1sm's picture

Surely not Goldman, otherwise it will be a slap on the wrist and told not to do that again. Anyone else... jail time bitchez!

Fri, 02/15/2013 - 17:51 | 3247857 Xibalba
Xibalba's picture

musta been the secretarys

Fri, 02/15/2013 - 17:48 | 3247860 localsavage
localsavage's picture

Youporn.com must have been down for maintanence. 

Fri, 02/15/2013 - 17:53 | 3247861 Dr Benway
Dr Benway's picture

No admission of wrongdoing, settlement for a fraction of profits made.

 

In Australia, the regulators have openly admitted they can't get anyone convicted for insider trading unless the criminals confess. Seriously.

Fri, 02/15/2013 - 17:49 | 3247863 CunnyFunt
CunnyFunt's picture

"Certain Unknown Traders"

Quick, find some junior sycophant to string up.

Fri, 02/15/2013 - 18:35 | 3247997 dracos_ghost
dracos_ghost's picture

If they are Unknown, who are they charging? And who makes the money on the trade if they're unknown. Enquiring fukking minds want to know. But then again, the Pope quit God. Anything is possible.

Fri, 02/15/2013 - 18:42 | 3248007 CunnyFunt
CunnyFunt's picture

It was Jesse Jackson, Jr., and all he was trying to do was raise funds to buy all "students" an iPad.

Fri, 02/15/2013 - 17:50 | 3247865 Rustysilver
Rustysilver's picture

May be it was Warren Buffett or his farmer son.

Fri, 02/15/2013 - 18:08 | 3247924 Piranhanoia
Piranhanoia's picture

Warren "Buehler"

Fri, 02/15/2013 - 17:51 | 3247869 NoWayJose
NoWayJose's picture

Guilty!  $100 fine plus court fees.  You can take that out of the $1.8 million you just made.

Fri, 02/15/2013 - 18:33 | 3247992 EscapeKey
EscapeKey's picture

Nah, the taxpayer will have to pitch in $70 of that.

Fri, 02/15/2013 - 17:52 | 3247871 RacerX
RacerX's picture

I'm sure GS stands for "Guy Smiley".

These are not the Goldmans you are looking for..

Fri, 02/15/2013 - 17:56 | 3247893 tip e. canoe
tip e. canoe's picture

or Get Smart

Fri, 02/15/2013 - 18:10 | 3247929 machineh
machineh's picture

'Gold Sucks' -- official policy, you know.

Fri, 02/15/2013 - 18:49 | 3248028 dracos_ghost
dracos_ghost's picture

Gonorrhea Stings...

Fri, 02/15/2013 - 17:52 | 3247874 dick cheneys ghost
dick cheneys ghost's picture

paging Fabrice Tourre

Fri, 02/15/2013 - 17:53 | 3247881 Dan Conway
Dan Conway's picture

We are going to find out it was a congressman that is exempt from insider trading rules. 

Fri, 02/15/2013 - 17:56 | 3247891 SeverinSlade
SeverinSlade's picture

Probably Nancy Pelosi.  She's trying to make as much as she can before her salary is cut thanks to sequestration.

Fri, 02/15/2013 - 17:58 | 3247900 ParkAveFlasher
ParkAveFlasher's picture

who leaked the details of the transaction one day before its formal announcement?

I'm going with Colonel Mustard, in the Billiards Room, with the Candlestick.

(or some other fiction).

Fri, 02/15/2013 - 18:16 | 3247946 machineh
machineh's picture

'Probably Nancy Pelosi.  She's trying to make as much as she can before her salary is cut thanks to sequestration.'

Her $14.5K a month gets cut to a niggardly $13.3K.

Can you spare some cat food for a hungry KongressKlown?

Fri, 02/15/2013 - 18:42 | 3248014 willwork4food
willwork4food's picture

Over 1K/month decrease? How shall she live(above the peasants)?

To say Nancy Pelosi is a parasite in pond scum is an insult to parasites in pond scum.

Fri, 02/15/2013 - 18:07 | 3247922 Panafrican Funk...
Panafrican Funktron Robot's picture

Like, John Kerry, for example.  You know, the guy married to the Heinz lady.  

Fri, 02/15/2013 - 18:18 | 3247951 machineh
machineh's picture

KA-CHING!

Sec State plus more billions.

Lord, please send more asteroids!

Fri, 02/15/2013 - 17:53 | 3247884 Fidel Sarcastro
Fidel Sarcastro's picture

charged w/insider trading using options?  its about FUCKING TIME!!!!

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