Re: Steve Pearce’s ethics questioned in ad

Hemingway — Mon, 22 Sep 2008 14:35:42 -0000

The Lea Fishing - Key Energy stock deal smells to high heaven!!!!!!!!!!!

There is a lot of questions that Congressman Pearce should explain about the Lea Fishing. "Rep. Pearce was the president of Lea Fishing Tools from which, in 2002, he drew a salary of $277,352 and held stock worth between $1 and $5 million. In the fall of 2003, Rep. Pearce sold the company’s assets to Key Energy, in exchange for 542,477 shares of common stock. The value of the stock at the time was $5.2 million. During an October 29, 2003 conference call, however, the president of Key Energy said Lea Fishing Tools was purchased for $12 million. Rep. Pearce failed to report the transaction on his 2003 financial disclosure report, and the $6.8 million discrepancy remains unresolved. In the 2003 report, Rep. Pearce indicated only that he was the president of Trinity Industries, Inc. “F/K/A Lea Fishing Tools, Inc.” and that he held between $5 and $25 million of stock in the company. Given that all of Lea Fishing Tools’ assets were transferred to Key Energy, it appears that Trinity Industries may be a holding company for the Key Energy stock, but this is unclear." There is $6.8 million discrepancy.

There was a major class action after the acquisition of Lea Fishing by Key Energy. It is not just a matter of Key Energy not filing an annual report for accounting reasons.
The complaint charges Key Energy and certain of its officers and
directors with violations of the Securities Exchange Act of
1934. Key Energy is the world's largest rig-based, onshore well
service company. The Company provides diversified energy
operations, including well servicing, contract drilling,
pressure pumping, fishing and rental tool services and other
oilfield services.

"The complaint alleges that during the Class Period, defendants
misrepresented the strength of Key Energy's financial results.
Throughout the Class Period, defendants repeatedly stated that
Key Energy's financials were strong and improving and that it
had strengthened its competitive position to benefit once market
conditions improved. In fact, the Company's financial statements
were materially misstated and not nearly as favorable as
reported. As a result of defendants' misstatements, Key Energy's
securities traded at artificially inflated levels. Defendants
were thus able to complete a $150 million note offering in May
2003 and to exchange 542,477 shares of Key Energy stock in the
acquisition of Lea Fishing Tools, Inc. in September 2003.

On March 15, 2004, Key Energy announced it would delay filing
its 2003 Form 10-K so that it could review the classification of
fixed assets during 2003. Later, on March 29, 2004, Key Energy
announced it would be taking write-downs of $83 million to
reflect good will impairment and would restate its prior year's
financial statements. Then on June 7, 2004, before the market
opened, Key Energy announced it was withdrawing earnings
guidance for 2004. The Company also disclosed that if it failed
to obtain a waiver for its default on its senior notes, it would
be in default. On this news, the Company's stock collapsed to as
low as $7.00 per share before closing at $8.67 on volume of 13.9
million shares. This was a 37% drop from the Class Period high
of $13.96."

It appears that Congressman Pearce had prior knowledge of the Key Energy situation. What happened to the Key Energy stock Pearce had in his possession after the Lea Fishing deal?

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Re: Steve Pearce’s ethics questioned in ad