recognized in 2002 had been reviewed, and implied that no restatement was necessary for 2002, when in fact there had been little or no scrutiny of the 2002 rebates. The March 17 press release also intentionally understated the degree to which restatements would be required due to the rebates in 2003 and 2004
60.The March 17 press release attributed C&A's improper rebate accounting to a failure of “controls” and “procedures.” This gave the false impression that the improper accounting was caused by inadvertence or negligence. In truth, the improper rebate accounting was the intended product of a concerted scheme.
61.Stockman drafted portions of the March 17 press release which he knew, or was reckless in not knowing, would mislead the public about C&A's fourth quarter earnings, its liquidity situation, the scope of the rebate scheme, and the involvement of senior managers in the rebate scheme. Galante participated in drafting the release and knew, or was reckless in not knowing, that statements therein concerning C&A's liquidity situation and the internal investigation were false and misleading. On March 17, 2005, C&A filed this press release with the Commission as a current report (on Form 8-K).
62.On March 17, 2005, Stockman presided over a conference call in which C&A's 2004 earnings were publicly presented. Stockman prepared the charts discussed during that call, made C&A's presentation, and took questions. During the call he made several material misrepresentations regarding C&A’s financial condition.
63.Stockman provided an unreasonable forecast of C&A's anticipated EBITDA for the first quarter of 2005. Stockman stated that EBITDA would be between $65 million and $75 million, even though he knew, or was reckless in not knowing, that