Securities Law Updates | New Releases/No Action Letters

December 15, 2011

Federal Prosecutors Unseal Accounting Fraud Charges Against Ex-President and Ex-Finance Director of One of Largest Outdoor Ad Companies

U.S. v. Todd Hansen, et al.
Case No. 1:11mj2779, 11/4/2011

Federal Prosecutors Unseal Accounting Fraud Charges Against Ex-President and Ex-Finance Director of One of Largest Outdoor Ad Companies

Federal prosecutors have unsealed accounting fraud charges against Todd Hansen, the former president of the United States division of one of the world’s largest outdoor advertising companies (the “Company”), and James Buckley, the former finance director of the Company.

Hansen and Buckley are accused of engaging in a five-year, $19.75 million accounting fraud scheme to make it appear that the Company was meeting certain performance targets when it was not, so that they could receive higher salary increases, bonuses, and stock options.

Hansen surrendered in California and appeared in Magistrate Court in the Central District of California. Buckley was arrested earlier in New Jersey and appeared subsequently in Magistrate Court in the Southern District of New York.

Manhattan U.S. Attorney Preet Bharara said: ” As alleged, Todd Hansen and James Buckley engaged in a classic accounting fraud scheme in flagrant violation of their fiduciary duties—thinking they could enrich themselves, their families, and friends, at the expense of their company, its corporate parent, and its shareholders. Their alleged scam has come to an end, and they will now be prosecuted in Manhattan federal court.”

FBI Assistant Director in Charge Janice K.  Fedarcyk said: “Hansen and Buckley were responsible for significant false entries on their company’s books. Their dishonesty resulted not only in unjust enrichment but also in deceiving co-workers, the parent company, and its shareholders about the company’s financial health.”

According to the complaint unsealed in Manhattan federal court, f rom 2004 until 2009, Hansen served as president of the Company, a wholly owned subsidiary of a United Kingdom corporation with common stock listed on the London Stock Exchange.

Beginning in 2005, Buckley assumed the title of the Company’s finance director.

While serving in these capacities, Hansen and Buckley directed the Company’s controller (“Controller”) to make fictitious accounting entries in the Company’s books and records in order to give the appearance that the Company was meeting its monthly performance targets.

To create these inflated income figures, Hansen and Buckley allegedly directed the Controller to record higher monthly revenues from either false client billings or from rebates on certain goods and services that the Company was purportedly receiving from some of its vendors.

As alleged in the Complaint, these false accounting entries resulted, in turn, in the preparation of financial statements that reflected artificially inflated monthly income amounts for the Company. Hansen and Buckley were thereby able to create the misimpression that the Company was meeting its projected financial performance goals. During this five-year period, the fraudulent entries Hansen and Buckley requested resulted in a total overstatement of the Company’s net income of approximately $19.75 million. As a result of meeting these fictitious performance goals, Hansen and Buckley were paid total salaries and bonuses in the amounts of $1.1 million and $650,000, respectively.

In addition to the accounting fraud scheme, during this same time period, Hansen allegedly misused tens of thousands of dollars of Company funds to pay for expenses and fees that directly benefited him, his family, and friends, and that were unrelated to the Company’s legitimate business. Those expenses included apartment rental fees, country club dues, and airplane tickets for Hansenand certain members of his family.

Hansen, 48, resides in Bakersfield, California. Buckley, 48, resides in Westwood, New Jersey.

Hansen and Buckley are each charged with one count of conspiracy to commit wire fraud and one count of wire fraud. Each count carries a maximum sentence of 20 years in prison. Hansen is also separately charged with one count of mail fraud,  which carries a maximum sentence of 20 years in prison.

Also See:

CFTC’s Division of Market Oversight Issues Advisory Addressing Bona Fide Hedge Transactions and Positions

Former Detroit Officials and Investment Adviser to City Pension Funds Asked to Account for Role in Influence-Peddling Activity

FTC Takes Action against Bogus Precious Metals Investment Scheme

SEC Releases Risk Alert on Unauthorized Trading

FTC Closes Eight-Month Investigation of Express Scripts, Inc.'s Proposed Acquisition of Pharmacy Benefits Manager Medco Health Solutions, Inc.

Companies Mentioned

Securities Law

The following companies are mentioned in Securities Law Updates:

Securities and Exchange Commission

Harris Associates, L.P.

Banc of America Securities LLC

Citicorp USA, Inc.

The Public Employees’ Retirement System of Mississippi

Morgan Stanley & Co., Inc.

Jan Charles Finance S.A.

Park East, Inc.

CIBC World Markets Corp.

Citigroup Inc.

Barclays Capital Inc.

Citigroup Global Markets, Inc.

Florida State Board of Administration

Credit Suisse Securities (USA) LLC

Credit Lyonnais Securities (USA) Inc.

The Cleaners & Caulkers Local 1 Pension Fund

Credit Suisse, New York Branch

Ameriprise Financial, Inc. f.k.a. American Express Financial Corp.

Deutsche Bank AG

California Department of Corporations

The Royal Bank of Scotland plc

RiverSource Investments, LLC

Harris Nesbitt Corp.

Consolidated Management Group, LLC

The Bank of Nova Scotia

Asset Management Holding AG

Deutsche Bank

Toronto Dominion Texas, LLC f.k.a. Toronto Dominion Texas, Inc.

Alex Brown, Inc.

Tellabs, Inc.

Deutsche Bank Securities, Inc.

Mizuho International PLC

SG Cowen Securities Corp.

Lydia Capital, LLC

Suntrust Capital Markets, Inc.

Makor Issues & Rights, Ltd.

ABN AMRO Inc.

Tribune Company

Fleet Securities, Inc. n.k.a. Bank of America, N.A.

City of Philadelphia Board of Pensions and Retirement

Staples, Inc.

The Bank of New York Company, Inc.

CIBC, Inc.

Citibank, N.A.

Metal Management, Inc.

European Metal Recycling, Ltd.

Salomon Smith Barney Inc. n.k.a. Citigroup Global Markets, Inc.

Calyon Securities (USA), Inc. f.k.a. Credit Lyonnais Securities (USA) Inc.

Salomon Smith Barney, Inc.

Calyon New York Branch (successor by operation of law to Credit Lyonnais New York Branch)

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