U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 20734 / September 22, 2008
Securities and Exchange Commission v. Nolan Wayne Wade, Civil Action No. 2:08cv209-KS-MTP (S.D. Miss.) (Hattiesburg Div.)
The Securities and Exchange Commission ("Commission") announced today the filing of a Complaint for injunctive and other relief against Nolan Wayne Wade ("Wade") in United States District Court for the Southern District of Mississippi arising from Wade's violations of an Order imposed by the Commission on July 29, 2003 prohibiting Wade from participation in any offering of penny stock (the "Penny Stock Order"). The Penny Stock Order was based upon a federal district court's entry of a permanent injunction against Wade following the Commission's filing of a Complaint against Wade alleging his fraudulent participation in a penny stock offering and acting as an unregistered broker-dealer. Securities and Exchange Commission v. Nolan W. Wade, et al., Civil Action No. 98-1857-S (W.D. La.). Wade resides in Moselle, Mississippi and is president of Bio Solutions Franchise, Inc. ("Bio Franchise").
The newly filed Complaint against Wade alleges that he violated the Commission's Penny Stock Order in 2005 and 2006 by: (1) obtaining 1,419,267 shares of Bio Solutions Manufacturing, Inc. ("Bio Manufacturing), a penny stock company, pursuant to a consulting agreement with Bio Manufacturing, and subsequently selling, in his own name and in the name of an entity that he controlled, most of the penny stock shares to foreign investors; (2) inducing Bio Manufacturing to issue ten million restricted shares of its common stock to Bio Franchise, in exchange for Bio Franchise's sale of all of the outstanding shares of its wholly owned subsidiary, Bio Extraction Services, Inc. ("Bio Extraction"). Wade is the president of Bio Franchise. In addition, the Complaint alleges that Bio Franchise acquired 1,101,055 shares of Bio Manufacturing common stock prior to the sale of Bio Extraction, and that Bio Franchise sold substantially all of these shares to foreign investors. Finally, the Complaint alleges that Innovative Industries, LLC, a company that Wade and another individual owned and controlled, sold several million shares of Bio Manufacturing common stock to foreign investors.
The Complaint alleges that the foregoing conduct violated both a Commission Order and Section 15(b)(6)(B)(i) of the Securities Exchange Act of 1934, 15 U.S.C. § 78o(6)(B). The Commission seeks a permanent injunction against further violations of Section 15(b)(6)(B)(i), disgorgement and prejudgment interest, and a civil penalty.