BY JOHN COX Californian staff writer firstname.lastname@example.org
The former chairman and CEO of a bankrupt Bakersfield oil company has agreed to pay $75,027 to settle federal allegations of insider trading.
F. Lynn Blystone, 77, neither admitted nor denied charges that he acted on privileged information when he sold 50,100 shares of Tri-Valley Corp. shortly before an April 2010 announcement that sent the company's stock plummeting 38 percent. The trades allegedly allowed him to avoid a $36,267 loss.
Blystone, who retired in March 2010, consented May 11 to a judgment requested by the U.S. Securities and Exchange Commission that he give up the $36,267, plus $2,493 in interest, and pay a $36,267 penalty. He also agreed to a ban on serving as an officer or director of a public company.
Blystone said Tuesday he had not read the SEC's civil suit against him and that terms of the settlement barred him from discussing it anyway.
"That was all settled quite some time ago and I'm moving on," he said.
Tri-Valley has reported losing more than $31 million from 2009 to 2011. Troubled by disappointing oil and gas production, accusations of fundraising and cost-allocation improprieties and an ongoing SEC investigation, it filed for Chapter 11 bankruptcy protection earlier this month. All its assets are expected to be liquidated.
According to the lawsuit filed May 10 in U.S. District Court in Fresno, Blystone received email updates less than a month before his retirement about the company's dimming prospects for raising up to $15 million through a public stock offering or direct offering to institutional investors.
On Feb. 25, 2010, the complaint alleges, he got an email stating that only two of six prospective institutional investors had committed money totaling just $3.5 million, with hopes for another $1.5 million from a third investor. The suit says Blystone considered the offering "onerous."
"Blystone foresaw that either the company's securities would be sold at a discount to the market price or additional securities would be issued to the investors if the price of (Tri-Valley) stock fell, thereby diluting the value of the company's stock," the suit states.
On March 15, 2010, 10 days after his retirement, Blystone wrote an email to an old friend that "$5 million is not going to get the job done," the suit says. Two days later he sent the same friend an email stating that Tri-Valley was planning to sell two oil drilling leases in what he called a "fire sale," the lawsuit alleges.
On March 23, 2010, Blystone sold 5,000 shares of company stock from a joint brokerage account held in the name of he and his wife; less than two weeks later he sold the account's remaining 45,100 shares, the SEC alleged. Never before had Blystone sold Tri-Valley shares, it said.
Blystone's trades were executed at prices ranging from $2 to $2.099 per share, the suit states.
The company's stock price dropped from $2.15 to $1.32 after the company announced on April 6, 2010 that six institutional investors had bought some 3.8 million shares at $1.30 apiece with warrants to purchase up to about 2.3 million more at prices ranging from $1.50 to $1.95.
Tri-Valley stock closed Tuesday at 2 cents.
The SEC lawsuit accused Blystone of letting down Tri-Valley shareholders.
"As a (Tri-Valley) employee, Blystone owed a fiduciary duty to (company) shareholders, as well as a duty of trust or confidence to (the company) as his employer to maintain (privileged) information in confidence until it was publicly disseminated," the suit states.