Information Notice Against Matthew Devlin

UNITED STATES DISTRICT COURT SOUTHERN DISTRICT OF NEW YORK - - - - - - - - - - - - - - - - x : UNITED STATES OF AMERICA : : -v.: : MATTHEW C. DEVLIN, : : Defendant. : : : - - - - - - - - - - - - - - - - x

INFORMATION 08 Cr. _____

COUNT ONE (Conspiracy to Commit Securities Fraud) The United States Attorney charges: Relevant Entities and Individuals 1.

At all relevant times, MATTHEW C. DEVLIN, the

defendant, was employed as a sales representative in a multinational investment bank and broker-dealer located in New York, New York.

DEVLIN was married to an employee (“Devlin’s

Wife”) who worked for an international communications firm (“Communications Firm”) located in New York, New York, and both DEVLIN and Devlin’s Wife lived in New York, New York. 2.

At all relevant times, the Communications Firm was

a private partnership that provided communication services to many companies, including public companies and private firms.

Among

other things, the Communications Firm provided advice to companies relating to mergers with and acquisitions of public companies, representing both bidders and targets in friendly mergers and acquisitions, unsolicited acquisition proposals, tender offers,

and the repurchase of shares by a public company otherwise known as a “share buyback.” 3.

At all relevant times, a coconspirator not named as

a defendant herein (“CC-1"), purported to work as a day trader who sold and purchased securities. 4.

At all relevant times, another coconspirator not

named as a defendant herein (“CC-2"), purported to work as a day trader who sold and purchased securities. 5.

At all relevant times, a third coconspirator not

named as a defendant herein (“CC-3"), was employed as a sales representative in the same bank and broker-dealer where MATTHEW C. DEVLIN, the defendant, worked in New York, New York. 6.

At certain times relevant to this Information, Eon

Labs, a public company whose stock traded on the National Association of Securities Dealers Automated Quotations (“NASDAQ”) under the symbol “ELAB,” supplied generic pharmaceuticals in the United States. 7.

At certain times relevant to this Information,

Mylan Laboratories Inc. (“Mylan”), a public company whose stock traded on the New York Stock Exchange (“NYSE”) under the symbol “MYL,” was a pharmaceutical company. 8.

At certain times relevant to this Information,

Abgenix Inc. (“Abgenix”), a public company whose stock traded on the NASDAQ under the symbol “ABGX,” was a biopharmaceutical

2

company focused on the discovery, development, and manufacturing of human therapeutic antibodies. 9.

At certain times relevant to this Information,

Aztar Corporation (“Aztar”), a public company whose stock traded on the NYSE under the symbol “AZR,” owned casinos and hotels in the United States. 10.

At certain times relevant to this Information,

Veritas DGC Inc. (“Veritas”), a public company whose stock traded on the NYSE under the symbol “VTS,” provided geophysical services to the petroleum industry. 11.

At certain times relevant to this Information,

Mercantile Bankshares Corporation (“Mercantile Bankshares”), a public company whose stock traded on the NASDAQ under the symbol “MRBK,” provided banking, investment, and wealth management services in the United States. 12.

At certain times relevant to this Information,

Alcan, Inc., (“Alcan”) a public company whose stock traded on the NYSE under the symbol “AL,” provided bauxite, alumina, aluminum, and engineered and packaging materials. 13.

At certain times relevant to this Information,

Ventana Medical Systems, Inc. (“Ventana”), a public company whose stock traded on the NASDAQ under the symbol “VMSI,” developed and manufactured medical diagnostic systems for use in the diagnosis of cancer and infectious disease.

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14.

At certain times relevant to this Information,

Pharmion Corporation (“Pharmion”), a public company whose stock traded on the NASDAQ under the symbol “PHRM,” was a global oncology company focused on acquiring, developing, and commercializing products for the treatment of hematology and oncology patients. 15.

At certain times relevant to this Information,

Take-Two Interactive Software Inc. (“Take-Two”), a public company whose stock traded on the NASDAQ under the symbol “TTWO,” published, developed, and distributed interactive entertainment software, hardware, and accessories. 16.

At certain times relevant to this Information, Rohm

and Haas, a public company whose stock traded on the NYSE under the symbol “ROH,” created and developed technologies and products for a wide range of industries, including construction, electronics, transportation, and pharmaceuticals. 17.

At certain times relevant to this Information,

Anheuser-Busch, a public company whose stock traded on the NYSE under the symbol “BUD,” brewed and sold beer in the United States. Communications Firm’s Confidentiality Policies 18.

At all relevant times, the Communications Firm

established and distributed to its employees written policy statements regarding each employee’s duties to maintain in strict confidence information concerning the Communications Firm’s

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clients.

At all relevant times, the Communications Firm owed a

duty to its clients to maintain the confidentiality of information that its clients provided to the Communications Firm. 19.

At all relevant times, Devlin’s Wife owed fiduciary

and other duties of trust and confidence to both the Communications Firm and its clients which required that, among other things, she maintain the confidentiality of all material nonpublic information entrusted to the Communications Firm by its clients, and all other confidential information that Devlin’s Wife learned while employed at the Communications Firm. 20.

At all relevant times, MATTHEW C. DEVLIN, the

defendant, owed duties of trust and confidence to his wife and, in turn, the Communications Firm and its clients.

DEVLIN and his

wife had a history, pattern, and practice of sharing and maintaining confidences such that DEVLIN knew and reasonably should have known that his wife expected that he would maintain the confidentiality of any material nonpublic information he obtained from her.

DEVLIN agreed and understood that he could not

use or share any confidential information entrusted to the Communications Firm by its clients that DEVLIN obtained or learned from his wife.

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The Insider Trading Scheme 21.

At various times relevant to this Information, the

Communications Firm provided advice to its clients in connection with potential and actual mergers and acquisition transactions and share buybacks, as described below (the “Communications Firm’s Deals”).

In the course of that work, Devlin’s Wife had access to

and learned material nonpublic information concerning the Communications Firm’s Deals listed below.

At or around the same

time, MATTHEW C. DEVLIN, the defendant, obtained material nonpublic information from his wife concerning the Communication Firm’s Deals listed below: COMMUNICATIONS FIRM’S CLIENT

COUNTERPARTY

TRANSACTION

DATE OF PUBLIC ANNOUNCEMENT

Eon Labs

Novartis AG

Novartis’s negotiated acquisition of Eon Labs

02/21/05

Mylan’s $1.25 billion share buyback

06/14/05

Mylan

Amgen

Abgenix

Amgen’s negotiated acquisition of Abgenix

12/14/05

Ameristar Casinos, Inc.

Aztar

Ameristar Casinos, Inc.’s hostile offer to acquire Aztar

04/03/06

Compagnie Generale de Geophysique

Veritas

Compagnie Generale de Geophysique’s negotiated acquisition of Veritas

09/05/06

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Mercantile Bankshares

PNC Financial Services Group

PNC Financial Services Group’s negotiated acquisition of Mercantile Bankshares

10/09/06

Alcoa Inc.

Alcan

Alcoa’s hostile offer to acquire Alcan

05/07/07

Roche Holdings LTD

Ventana

Roche Holdings’ hostile offer to acquire Ventana

06/25/07

Celgene Corporation

Pharmion

Celgene Corporation’s negotiated acquisition of Pharmion

11/18/07

Take-Two

Electronic Arts Inc.

Electronic Arts Inc.’s hostile offer to acquire Take-Two

02/24/08

Dow Chemical

Rohm and Haas

Dow Chemical’s negotiated acquisition of Rohm and Haas

07/10/08

InBev

AnheuserBusch

InBev’s negotiated acquisition of Anheuser-Busch

07/13/08

22.

From at least in or about February 2005 through in

or about August 2008, MATTHEW C. DEVLIN, the defendant, CC-1, CC2, CC-3, and others known and unknown, participated in a scheme to defraud by executing securities trades based on material nonpublic information regarding forthcoming announcements relating to the Communications Firm’s Deals listed in paragraph 21 above.

DEVLIN

regularly and repeatedly provided his coconspirators and others

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known and unknown, with material nonpublic information regarding the Communications Firm’s Deals (the “Communications Firm’s Inside Information”) in violation of (a) the fiduciary and other duties of trust and confidence owed by DEVLIN to his wife and, in turn, to the Communications Firm and its clients, (b) the expectations of confidentiality of the Communications Firm’s clients; and (c) the Communications Firm’s written policies regarding the use and safekeeping of confidential and material nonpublic information. 23.

Based on the Communications Firm’s Inside

Information, MATTHEW C. DEVLIN, the defendant, CC-1, CC-2, CC-3, and others known and unknown executed securities trades based on the Communications Firms’ Inside Information in the securities of companies prior to the public announcement of the acquisition, buyback of stock, and/or merger.

As a result of the trading based

on the Communications Firm’s Inside Information, DEVLIN, CC-1, CC2, CC-3, and others known and unknown, together earned hundreds of thousands of dollars in unlawful profits. 24.

In exchange for providing the Communications Firms’

Inside Information to CC-1, CC-2, and others known and unknown, MATTHEW C. DEVLIN, the defendant, received thousands of dollars in cash and other items of value and benefits from CC-1 and CC-2.

8

The Conspiracy 25.

From at least in or about February 2005 up to and

including in or about August 2008, in the Southern District of New York and elsewhere, MATTHEW C. DEVLIN, the defendant, CC-1, CC-2, CC-3, and others known and unknown, unlawfully, willfully, and knowingly did combine, conspire, confederate and agree together and with each other to commit offenses against the United States, to wit, securities fraud, in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2. Object of the Conspiracy Securities Fraud 26.

It was a part and an object of the conspiracy that

MATTHEW C. DEVLIN, the defendant, CC-1, CC-2, CC-3, and others known and unknown, unlawfully, willfully and knowingly, directly and indirectly, by the use of means and instrumentalities of interstate commerce, and of the mails, and of facilities of national securities exchanges, would and did use and employ, in connection with the purchase and sale of securities, manipulative and deceptive devices and contrivances in violation of Title 17, Code of Federal Regulations, Section 240.10b-5 by: (a) employing devices, schemes and artifices to defraud; (b) making untrue statements of material fact and omitting to state material facts necessary in order to make the statements made, in the light of 9

the circumstances under which they were made, not misleading; and (c) engaging in acts, practices and courses of business which operated and would operate as a fraud and deceit upon the purchaser and seller, all in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2. Means and Methods of the Conspiracy 27.

Among the means and methods by which MATTHEW C.

DEVLIN, the defendant, CC-1, CC-2, CC-3, and their coconspirators would and did carry out the conspiracy were the following: a.

DEVLIN obtained the Communications Firm’s

Inside Information from his wife. b.

DEVLIN provided the Communications Firm’s

Inside Information to CC-1 and other coconspirators not named as defendants herein. c.

CC-1 and CC-2, and other coconspirators not

named as defendants herein, executed profitable securities trades based on the Communications Firm’s Inside Information. d.

CC-1 delivered cash payments, gifts, and other

benefits to DEVLIN as compensation for DEVLIN’s disclosure of the Communications Firm’s Inside Information. e.

DEVLIN and CC-1 had numerous interstate

telephone calls in furtherance of their scheme.

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Overt Acts 28.

In furtherance of the conspiracy and to effect the

illegal object thereof, MATTHEW C. DEVLIN, the defendant, CC-1, CC-2, CC-3, and their coconspirators committed the following overt acts, among others, in the Southern District of New York and elsewhere: a.

In or about February 2005, in New York, New

York, DEVLIN obtained the Communications Firm’s Inside Information relating to Eon Labs. b.

In or about February 2005, DEVLIN provided the

Communication Firm’s Inside Information relating to Eon Labs to CC-1. c.

In or about February 2005, based on the

Communication Firm’s Inside Information, CC-1 purchased securities of Eon Labs. d.

On or about December 1, 2005, DEVLIN purchased

100 shares of stock of Abgenix. (Title 18, United States Code, Section 371.) COUNT TWO (Conspiracy to Commit Securities Fraud) The United States Attorney further charges: 29.

The allegations contained in paragraphs 1, 2, 6, 8,

and 18 through 21 are repeated and realleged as if fully set forth herein. 11

30.

At all relevant times, a coconspirator not named as

a defendant herein (“CC-4"), was a tax attorney at an international law firm located in New York, New York. 31.

At certain times relevant to this Information,

Invision Technologies, Inc. (“Invision”), a public company whose stock traded on the NASDAQ under the symbol “INVN,” developed, manufactured and supplied explosive detection systems. 32.

On or about March 14, 2004, Invision publicly

announced that it was being acquired by a unit of the General Electric Company. 33.

From at least in or about March 2004 through in or

about December 2005, MATTHEW C. DEVLIN, the defendant, CC-4, and others known and unknown, participated in a scheme to defraud by executing securities trades based on material nonpublic information regarding forthcoming announcements of the Communications Firm’s deals relating to Invision, Eon Labs, and Abgenix listed in paragraphs 21 and 32 above.

DEVLIN provided CC-

4 and others known and unkown with material nonpublic information regarding the Communications Firm’s deals relating to Invision, Eon Labs, and Abgenix in violation of (a) the fiduciary and other duties of trust and confidence owed by DEVLIN to his wife and, in turn, the Communications Firm and its clients, (b) the expectations of confidentiality of the Communications Firm’s clients, and (c) the Communications Firm’s written policies

12

regarding the use and safekeeping of confidential and material nonpublic information. 34.

Based on the Communications Firm’s Inside

Information, MATTHEW C. DEVLIN, the defendant, CC-4, and others known and unknown, executed securities trades in the securities of Invision, Eon Labs, and Abgenix prior to the public announcement of the acquisition and/or merger.

As a result of the trading

based on the Communications Firm’s Inside Information relating to Invision, Eon Labs, and Abgenix, DEVLIN, CC-4, and others known and unknown, earned thousands of dollars in unlawful profits. 35.

In exchange for providing the Communications Firms’

Inside Information relating to Invision, Eon Labs, and Abgenix to CC-4 and others known and unknown, MATTHEW C. DEVLIN, the defendant, received cash from CC-4. The Conspiracy 36.

From at least in or about March 2004 up to and

including in or about December 2005, in the Southern District of New York and elsewhere, MATTHEW C. DEVLIN, the defendant, CC-4, and others known and unknown, unlawfully, willfully, and knowingly did combine, conspire, confederate and agree together and with each other to commit offenses against the United States, to wit, securities fraud, in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2.

13

Object of the Conspiracy Securities Fraud 37.

It was a part and an object of the conspiracy that

MATTHEW C. DEVLIN, the defendant, CC-4, and others known and unknown, unlawfully, willfully and knowingly, directly and indirectly, by the use of means and instrumentalities of interstate commerce, and of the mails, and of facilities of national securities exchanges, would and did use and employ, in connection with the purchase and sale of securities, manipulative and deceptive devices and contrivances in violation of Title 17, Code of Federal Regulations, Section 240.10b-5 by: (a) employing devices, schemes and artifices to defraud; (b) making untrue statements of material fact and omitting to state material facts necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading; and (c) engaging in acts, practices and courses of business which operated and would operate as a fraud and deceit upon the purchaser and seller, all in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2. Means and Methods of the Conspiracy 38.

Among the means and methods by which MATTHEW C.

DEVLIN, the defendant, CC-4, and their coconspirators would and did carry out the conspiracy were the following: 14

a.

DEVLIN obtained the Communications Firm’s

Inside Information from his wife. b.

DEVLIN provided the Communications Firm’s

Inside Information relating to Invision, Eon Labs, and Abgenix to CC-4 and other coconspirators not named as defendants herein. c.

DEVLIN, CC-4, and other coconspirators not

named as defendants herein executed profitable securities trades based on the Communications Firm’s Inside Information relating to Invision, Eon Labs, and Abgenix. d.

CC-4 delivered a cash payment to DEVLIN as

compensation for DEVLIN’s disclosure of the Communications Firm’s Inside Information relating to Invision, Eon Labs, and Abgenix. Overt Acts 39.

In furtherance of the conspiracy and to effect the

illegal object thereof, MATTHEW C. DEVLIN, the defendant, CC-4, and their coconspirators committed the following overt acts, among others, in the Southern District of New York and elsewhere: a.

In or about December 2005, in New York, New

York, DEVLIN obtained the Communications Firm’s Inside Information relating to Abgenix. b.

In or about December 2005, DEVLIN met in

person with CC-4 in New York, New York, and provided the Communication Firm’s Inside Information relating to Abgenix to CC4.

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c.

In or about December 2005, based on the

Communication Firm’s Inside Information, CC-4 purchased and then sold the securities of Abgenix. (Title 18, United States Code, Section 371.) COUNT THREE (Conspiracy to Commit Securities Fraud) The United States Attorney further charges: 40.

The allegations contained in paragraphs 1, 2, 8, 9,

11, and 18 through 21 are repeated and realleged as if fully set forth herein. 41.

At all relevant times, a coconspirator not named as

a defendant herein (“CC-5"), was a trader at a hedge fund located on Long Island, New York. 42.

From at least in or about December 2005 through in

or about December 2007, MATTHEW C. DEVLIN, the defendant, CC-3, CC-5, and others known and unknown, participated in a scheme to defraud by executing securities trades based on material nonpublic information regarding forthcoming announcements relating to the Communications Firm’s deals relating to Abgenix, Aztar, and Mercantile Bankshares listed in paragraph 21 above.

DEVLIN and

CC-3 provided CC-5 and others known and unkown with material nonpublic information regarding the Communications Firm’s deals relating to Abgenix, Aztar, and Mercantile Bankshares in violation of (a) the fiduciary and other duties of trust and confidence owed 16

by DEVLIN to his wife and, in turn, the Communications Firm and its clients, (b) the expectations of confidentiality of the Communications Firm’s clients, and (c) the Communications Firm’s written policies regarding the use and safekeeping of confidential and material nonpublic information. 43.

Based on the Communications Firm’s Inside

Information, MATTHEW C. DEVLIN, the defendant, CC-3, CC-5, and others known and unknown executed securities trades in the securities of Abgenix, Aztar, and Mercantile Bankshares prior to the public announcement of the acquisition and/or merger.

As a

result of the trading based on the Communications Firm’s Inside Information relating to Abgenix, Aztar, and Mercantile Bankshares, DEVLIN, CC-3, CC-5, and others known and unknown, earned thousands of dollars in unlawful profits. 44.

In exchange for providing the Communications Firms’

Inside Information relating to Abgenix, Aztar, and Mercantile Bankshares to CC-5 and others known and unknown, MATTHEW C. DEVLIN, the defendant, and CC-3 received thousands of dollars in cash from CC-5. The Conspiracy 45.

From at least in or about December 2005 up to and

including in or about December 2007, in the Southern District of New York and elsewhere, MATTHEW C. DEVLIN, the defendant, CC-3, CC-5, and others known and unknown, unlawfully, willfully, and

17

knowingly did combine, conspire, confederate and agree together and with each other to commit offenses against the United States, to wit, securities fraud, in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2. Object of the Conspiracy Securities Fraud 46.

It was a part and an object of the conspiracy that

MATTHEW C. DEVLIN, the defendant, CC-3, CC-5, and others known and unknown, unlawfully, willfully and knowingly, directly and indirectly, by the use of means and instrumentalities of interstate commerce, and of the mails, and of facilities of national securities exchanges, would and did use and employ, in connection with the purchase and sale of securities, manipulative and deceptive devices and contrivances in violation of Title 17, Code of Federal Regulations, Section 240.10b-5 by: (a) employing devices, schemes and artifices to defraud; (b) making untrue statements of material fact and omitting to state material facts necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading; and (c) engaging in acts, practices and courses of business which operated and would operate as a fraud and deceit upon the purchaser and seller, all in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal

18

Regulations, Sections 240.10b-5 and 240.10b5-2. Means and Methods of the Conspiracy 47.

Among the means and methods by which MATTHEW C.

DEVLIN, the defendant, CC-3, CC-5, and their coconspirators would and did carry out the conspiracy were the following: a.

DEVLIN obtained the Communications Firm’s

Inside Information from his wife. b.

DEVLIN and CC-3 provided the Communications

Firm’s Inside Information relating to Abgenix, Aztar, and Mercantile Bankshares to CC-5 and other coconspirators not named as defendants herein. c.

DEVLIN, CC-3, CC-5, and other coconspirators

not named as defendants herein executed profitable securities trades based on the Communications Firm’s Inside Information relating to Abgenix, Aztar, and Mercantile Bankshares. d.

CC-5 periodically delivered cash payments to

DEVLIN and CC-3 as compensation for DEVLIN’s and CC-3's, disclosure of the Communications Firm’s Inside Information relating to Abgenix, Aztar, and Mercantile Bankshares. Overt Acts 48.

In furtherance of the conspiracy and to effect the

illegal object thereof, MATTHEW C. DEVLIN, the defendant, CC-3, CC-5, and their coconspirators committed the following overt acts, among others, in the Southern District of New York and elsewhere:

19

a.

In or about October 2006, in New York, New

York, DEVLIN and CC-3 obtained the Communications Firm’s Inside Information relating to Mercantile Bankshares. b.

In or about October 2006, DEVLIN and CC-3

provided the Communication Firm’s Inside Information relating to Mercantile Bankshares to CC-5. c.

In or about October 2006, based on the

Communication Firm’s Inside Information, CC-5 purchased and then sold the securities of Mercantile Bankshares. (Title 18, United States Code, Section 371.)

COUNT FOUR (Conspiracy to Commit Securities Fraud) The United States Attorney further charges: 49.

The allegations contained in paragraphs 1, 2, 6, 7,

18 through 21, 31, and 32 are repeated and realleged as if fully set forth herein. 50.

At all relevant times, a coconspirator not named as

a defendant herein (“CC-6"), was a trader at a hedge fund located in Houston, Texas. 51.

From at least in or about March 2004 through in or

about April 2006, MATTHEW C. DEVLIN, the defendant, CC-6, and others known and unknown participated in a scheme to defraud by executing securities trades based on material nonpublic information regarding forthcoming announcements relating to the 20

Communications Firm’s deals relating to Invision, Eon Labs, Mylan, Abgenix, and Aztar listed in paragraphs 21 and 32.

DEVLIN

provided CC-6 and others known and unknown with material nonpublic information regarding the Communications Firm’s deals relating to Invision, Eon Labs, Mylan, Abgenix, and Aztar in violation of (a) the fiduciary and other duties of trust and confidence owed by DEVLIN to his wife and, in turn, the Communications Firm and its clients, (b) the expectations of confidentiality of the Communications Firm’s clients, and (c) the Communications Firm’s written policies regarding the use and safekeeping of confidential and material nonpublic information. 52.

Based on the Communications Firm’s Inside

Information, MATTHEW C. DEVLIN, the defendant, CC-6, and others known and unknown executed securities trades in the securities of Invision, Eon Labs, Mylan, Abgenix, and Aztar prior to the public announcement of the acquisition, buyback of stock, and/or merger. As a result of the trading based on the Communications Firm’s Inside Information relating to Invision, Eon Labs, Mylan, Abgenix, and Aztar, DEVLIN, CC-6, and others known and unknown, earned thousands of dollars in unlawful profits. 53.

In exchange for providing the Communications Firms’

Inside Information relating to Invision, Eon Labs, Mylan, Abgenix, and Aztar to CC-6 and others known and unknown, MATTHEW C. DEVLIN, the defendant, received business and other benefits from CC-6.

21

The Conspiracy 54.

From at least in or about March 2004 up to and

including in or about April 2006, in the Southern District of New York and elsewhere, MATTHEW C. DEVLIN, the defendant, CC-6, and others known and unknown, unlawfully, willfully, and knowingly did combine, conspire, confederate and agree together and with each other to commit offenses against the United States, to wit, securities fraud, in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2. Object of the Conspiracy Securities Fraud 55.

It was a part and an object of the conspiracy that

MATTHEW C. DEVLIN, the defendant, CC-6, and others known and unknown, unlawfully, willfully and knowingly, directly and indirectly, by the use of means and instrumentalities of interstate commerce, and of the mails, and of facilities of national securities exchanges, would and did use and employ, in connection with the purchase and sale of securities, manipulative and deceptive devices and contrivances in violation of Title 17, Code of Federal Regulations, Section 240.10b-5 by: (a) employing devices, schemes and artifices to defraud; (b) making untrue statements of material fact and omitting to state material facts necessary in order to make the statements made, in the light of 22

the circumstances under which they were made, not misleading; and (c) engaging in acts, practices and courses of business which operated and would operate as a fraud and deceit upon the purchaser and seller, all in violation of Title 15, United States Code, Sections 78j(b) and 78ff, and Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2. Means and Methods of the Conspiracy 56.

Among the means and methods by which MATTHEW C.

DEVLIN, the defendant, CC-6, and their coconspirators would and did carry out the conspiracy were the following: a.

DEVLIN obtained the Communications Firm’s

Inside Information from his wife. b.

DEVLIN provided the Communications Firm’s

Inside Information relating to Invision, Eon Labs, Mylan, Abgenix, and Aztar to CC-6 and other coconspirators not named as defendants herein. c.

DEVLIN, CC-6, and other coconspirators not

named as defendants herein executed profitable securities trades based on the Communications Firm’s Inside Information relating to Invision, Eon Labs, Mylan, Abgenix, and Aztar. Overt Acts 57.

In furtherance of the conspiracy and to effect the

illegal object thereof, MATTHEW C. DEVLIN, the defendant, CC-6, and their coconspirators committed the following overt acts, among

23

others, in the Southern District of New York and elsewhere: a.

In or about December 2005, in New York, New

York, DEVLIN obtained the Communications Firm’s Inside Information relating to Abgenix. b.

In or about December 2005, DEVLIN provided the

Communication Firm’s Inside Information relating to Abgenix to CC6. c.

In or about December 2005, based on the

Communication Firm’s Inside Information, CC-6 purchased and then sold the securities of Abgenix. (Title 18, United States Code, Section 371.)

COUNT FIVE (Securities Fraud) The United States Attorney further charges: 58.

The allegations contained in paragraphs 1 through

25, 27, and 28 are repeated and realleged as though fully set forth herein. 59.

On or about June 15, 2007, in the Southern District

of New York and elsewhere, MATTHEW C. DEVLIN, the defendant, unlawfully, willfully and knowingly, directly and indirectly, by use of the means and instrumentalities of interstate commerce, the mails and the facilities of national securities exchanges, in connection with the purchase and sale of securities, did use and employ manipulative and deceptive devices and contrivances, in 24

violation of Title 17, Code of Federal Regulations, Section 240.10b-5, by (a) employing devices, schemes and artifices to defraud; (b) making untrue statements of material facts and omitting to state material facts necessary in order to make the statements made, in the light of the circumstances under which they were made, not misleading; and (c) engaging in acts, practices and courses of business which operated and would operate as a fraud and deceit upon persons, to wit, DEVLIN provided material nonpublic information to CC-1 and CC-2, and other coconspirators not named as defendants herein, who then purchased 4,000 shares of Ventana Medical Systems, Inc., based on that material nonpublic information. (Title 15, United States Code, Sections 78j(b) & 78ff; Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2, and Title 18, United States Code, Section 2.) FORFEITURE ALLEGATION 60.

As a result of committing one or more of the

foregoing securities fraud offenses, in violation of Title 15, United States Code, Sections 78j(b) and 78ff; Title 18, United States Code, Section 371; and Title 17, Code of Federal Regulations, Section 240.10b-5 and 10b5-2, as alleged in Counts One through Five of this Information, MATTHEW C. DEVLIN, the defendant, shall forfeit to the Untied States pursuant to Title 18, United States Code, Section 981(a)(1)(C) and Title 28, United States Code Section 2461, all property, real and personal, that 25

constitutes or is derived from proceeds traceable to the commission of the securities fraud offenses, including but not limited to the following: Money Judgment a.

At least $23,000 in United States currency, in

that such sum in aggregate is property which was derived from proceeds traceable to the commission of the securities fraud offenses. Watch b.

One Cartier watch that DEVLIN received from

CC-1 and CC-2. Substitute Assets Provision 61.

If any of the above-described forfeitable property,

as a result of any act or omission of the defendant: a.

cannot be located upon the exercise of due

b.

has been transferred or sold to, or deposited

diligence;

with, a third party; c.

has been placed beyond the jurisdiction of the

d.

has been substantially diminished in value; or

e.

has been commingled with other property which

court;

cannot be divided without difficulty; it is the intent of the United States, pursuant to Title 21,

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United States Code, Section 853(p), to seek forfeiture of any other property of the defendant up to the value of the forfeitable property described above. (Title 15, United States Code, Sections 78j(b), 78ff; Title 18, United States Code, Sections 371 and 981(a)(1)(C); Title 21, United States Code, Section 853; Title 28, United States Code, Section 2461(c); and Title 17, Code of Federal Regulations, Sections 240.10b-5 and 240.10b5-2.)

_____________________________ LEV L. DASSIN Acting United States Attorney

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