Closed Meeting on Thursday, March 14, 2013 at 2:00 p.m.
The subject matter of the Closed Meeting will be: institution and settlement of injunctive actions; institution and settlement of administrative proceedings; an adjudicatory matter; and other matters relating to enforcement proceedings.
At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact the Office of the Secretary at (202) 551-5400.
SEC Charges Private Equity Firm, Former Executive, and Consultant for Improperly Soliciting Investments
The Securities and Exchange Commission today announced charges against New York-based private equity firm Ranieri Partners, a former senior executive, and an unregistered broker who violated securities laws when soliciting more than $500 million in capital commitments for private funds managed by the firm.
The federal securities laws require that an individual who solicits investments in return for transaction-based compensation be registered as a broker. An SEC investigation found that William M. Stephens of Hinsdale, Ill., solicited investors as a hired consultant for Ranieri Partners and was paid fees by the firm, but never registered as a broker. Stephens’ longtime friend Donald W. Phillips, a senior managing director who headed up capital raising efforts for Ranieri Partners, was responsible for overseeing Stephens’ activities as a purported “finder” who would merely make initial introductions to potential investors. But Stephens’ role went far beyond that of a finder. He consistently communicated with prospective investors and their advisors and provided them with key investment documentation that he received from Ranieri Partners.
Ranieri Partners, Phillips, and Stephens agreed to settle the SEC’s charges.
“Registered brokers are subject to SEC oversight and examinations in order to monitor their conduct and protect the interests of investors,” said Merri Jo Gillette, Director of the SEC’s Chicago Regional Office. “Investors in Ranieri Partners’ funds were denied these protections because Stephens acted outside the boundaries of the law, and Phillips and the firm ignored the essence of his activities.”
According to the SEC’s orders instituting settled administrative and cease-and-desist proceedings, Stephens engaged in the business of effecting transactions in securities in several ways despite not being registered as a broker or affiliated with a registered broker-dealer. Stephens sent private placement memoranda, subscription documents, and due diligence materials to potential investors, and urged at least one investor to consider adjusting portfolio allocations to accommodate an investment with Ranieri Partners. Stephens provided potential investors with his analysis of the strategy and performance track record for Ranieri Partners’ funds, and also provided confidential information identifying other investors and their capital commitments. The SEC charged Stephens with violating Section 15(a) of the Securities Exchange Act, which requires people acting as brokers to be registered with the SEC.
The SEC’s order against Phillips and Ranieri Partners found that Phillips, who lives in Barrington, Ill., aided and abetted Stephens’ violations by providing Stephens with key fund documents and information while ignoring red flags indicating that Stephens had gone well beyond the limited role of a finder and was actively soliciting investments. The order found that Ranieri Partners caused Stephens’ violations.
In settling the SEC’s charges, Ranieri Partners agreed to pay a penalty of $375,000, Phillips agreed to pay a penalty of $75,000, and Stephens agreed to be barred from the securities industry. The SEC’s orders require each of them to cease-and-desist from further violations of Section 15(a). The SEC also suspended Phillips from acting in a supervisory capacity at an investment adviser or broker-dealer for nine months. Ranieri Partners, Phillips and Stephens consented to the entry of the SEC’s orders without admitting or denying the findings.
The SEC’s investigation was conducted by Jason Howard, Steven L. Klawans and John J. Sikora, Jr., in the Chicago Regional Office with assistance from examiners John T. Brodersen and Eric P. Donofrio. (Press Rel. 2013-36; Rels. 34-69090; IC-30417; File No. 3-15233 and 34-69091; IA-3563; File No. 3-15234)
SEC Charges Illinois for Misleading Pension Disclosures
The Securities and Exchange Commission today charged the State of Illinois with securities fraud for misleading municipal bond investors about the state’s approach to funding its pension obligations.
An SEC investigation revealed that Illinois failed to inform investors about the impact of problems with its pension funding schedule as the state offered and sold more than $2.2 billion worth of municipal bonds from 2005 to early 2009. Illinois failed to disclose that its statutory plan significantly underfunded the state’s pension obligations and increased the risk to its overall financial condition. The state also misled investors about the effect of changes to its statutory plan.
Illinois, which implemented a number of remedial actions and issued corrective disclosures beginning in 2009, agreed to settle the SEC’s charges.
“Municipal investors are no less entitled to truthful risk disclosures than other investors,” said George S. Canellos, Acting Director of the SEC’s Division of Enforcement. “Time after time, Illinois failed to inform its bond investors about the risk to its financial condition posed by the structural underfunding of its pension system.”
Elaine Greenberg, Chief of the SEC’s Municipal Securities and Public Pensions Unit, added, “Regardless of the funding methodology they choose, municipal issuers must provide accurate and complete pension disclosures including the effects of material changes to their pension plans. Public pension disclosure by municipal issuers continues to be a top priority of the unit.”
According to the SEC’s order instituting settled administrative proceedings against Illinois, the state established a 50-year pension contribution schedule in the Illinois Pension Funding Act that was enacted in 1994. The schedule proved insufficient to cover both the cost of benefits accrued in a current year and a payment to amortize the plans’ unfunded actuarial liability. The statutory plan structurally underfunded the state’s pension obligations and backloaded the majority of pension contributions far into the future. This structure imposed significant stress on the pension systems and the state’s ability to meet its competing obligations – a condition that worsened over time.
The SEC’s order finds that Illinois misled investors about the effect of changes to its funding plan, particularly pension holidays enacted in 2005. Although the state disclosed the pension holidays and other legislative amendments to the plan, Illinois did not disclose the effect of those changes on the contribution schedule and its ability to meet its pension obligations. The state’s misleading disclosures resulted from various institutional failures. As a result, Illinois lacked proper mechanisms to identify and evaluate relevant information about its pension systems into its disclosures. For example, Illinois had not adopted or implemented sufficient controls, policies, or procedures to ensure that material information about the state’s pension plan was assembled and communicated to individuals responsible for bond disclosures. The state also did not adequately train personnel involved in the disclosure process or retain disclosure counsel.
According to the SEC’s order, Illinois took multiple steps beginning in 2009 to correct process deficiencies and enhance its pension disclosures. The state issued significantly improved disclosures in the pension section of its bond offering documents, retained disclosure counsel, and instituted written policies and procedures as well as implemented disclosure controls and training programs. The state designated a disclosure committee to assemble and evaluate pension disclosures. In reaching a settlement, the Commission considered these and other remedial acts by Illinois and its cooperation with SEC staff during the investigation. Without admitting or denying the findings, Illinois consented to the SEC’s order to cease and desist from committing or causing any violations of Sections 17(a)(2) and 17(a)(3) of the Securities Act of 1933.
The SEC’s investigation was conducted by Peter K. M. Chan along with Paul M. G. Helms in the Chicago Regional Office and Eric A. Celauro and Sally J. Hewitt in the Municipal Securities and Public Pensions Unit. They were assisted by other specialists in the unit including Joseph O. Chimienti, Creighton Papier, and Jonathan Wilcox.
This enforcement action marks the second time that the SEC has charged a state with violating federal securities laws in their public pension disclosures. The SEC charged New Jersey in 2010 with misleading municipal bond investors about its underfunding of the state’s two largest pension plans. Additional information about the SEC’s initiatives in the area of municipal securities can be found in its Report on the Municipal Securities Market released last year. (Press Rel. 2013-37; 33-9389; File No. 3-15237)
SEC Charges New York-Based Private Equity Fund Advisers with Misleading Investors about Valuation and Performance
The Securities and Exchange Commission today charged two investment advisers at Oppenheimer & Co. with misleading investors about the valuation policies and performance of a private equity fund they manage.
An SEC investigation found that Oppenheimer Asset Management and Oppenheimer Alternative Investment Management disseminated misleading quarterly reports and marketing materials stating that the fund’s holdings of other private equity funds were valued “based on the underlying managers’ estimated values.” However, the portfolio manager of the Oppenheimer fund actually valued the fund’s largest investment at a significant markup to the underlying manager’s estimated value, a change that made the fund’s performance appear significantly better as measured by its internal rate of return.
Oppenheimer agreed to pay more than $2.8 million to settle the SEC’s charges. The Massachusetts Attorney General’s office today announced a related action and additional financial penalty against Oppenheimer.
“Honest disclosure about how investments are valued and how performance is measured is vital to private equity investors,” said George S. Canellos, Acting Director of the SEC’s Division of Enforcement. “This action against Oppenheimer for misleadingly writing up the value of illiquid investments is clear warning that the SEC will not tolerate lax disclosure practices in the marketing of private equity funds.”
According to the SEC’s order instituting settled administrative proceedings, the Oppenheimer advisers marketed Oppenheimer Global Resource Private Equity Fund I L.P. (OGR) to investors from around October 2009 to June 2010. OGR is a fund that invests in other private equity funds, and it was marketed primarily to pensions, foundations, and endowments as well as high net worth individuals and families.
According to the SEC’s order, OGR’s largest investment – Cartesian Investors-A LLC – was not valued based on the underlying managers’ estimated values. OGR’s portfolio manager himself valued Cartesian at a significant markup to the underlying manager’s estimated value. OAM’s change in valuation methodology resulted in a material increase in OGR’s performance as measured by its internal rate of return, which is a metric commonly used to compare the profitability of various investments. For the quarter ended June 30, 2009, the portfolio manager’s markup of OGR’s Cartesian investment increased the internal rate of return from approximately 3.8 to 38.3 percent.
“Particularly in the current difficult fundraising environment that can incentivize private equity managers to artificially inflate portfolio valuations, firms must implement policies and procedures to ensure that investors receive performance data derived from the disclosed valuation methodology,” said Julie M. Riewe, Deputy Chief of the SEC Enforcement Division’s Asset Management Unit. “Oppenheimer failed to implement such procedures and provided investors with misleading information about its valuation policies and performance numbers.”
The SEC’s order found that former OAM employees made the following misrepresentations to potential investors:
The SEC’s order also found that Oppenheimer Asset Management’s written policies and procedures were not reasonably designed to ensure that valuations provided to prospective and existing investors were presented in a manner consistent with written representations to investors and prospective investors.
Oppenheimer Asset Management’s conduct violated Sections 17(a)(2) and 17(a)(3) of the Securities Act of 1933 and Section 206(4) of the Investment Advisers Act of 1940 and Rules 206(4)-7 and 206(4)-8. Without admitting or denying the findings, Oppenheimer agreed to pay a $617,579 penalty and return $2,269,098 to those who invested in OGR during the time period when the misrepresentations were made. Oppenheimer consented to a censure and agreed to cease and desist from committing or causing any future violations of the securities laws. The firm is required to retain an independent consultant to conduct a review of its valuation policies and procedures.
Oppenheimer will pay an additional penalty of $132,421 to the Commonwealth of Massachusetts in the related action taken by the Massachusetts Attorney General.
The SEC’s investigation, which is continuing, was conducted by Panayiota K. Bougiamas and Igor Rozenblit of the Asset Management Unit and Lisa Knoop. It was supervised by Valerie A. Szczepanik. The SEC acknowledges the assistance of the Massachusetts Attorney General’s office. (Press Rel. 2013-38; Rels. 33-9390; IA-3566; File No. 3-15238)
In the Matter of Fry Hensley and Company and Nicholas L. Fry, II
The United States Securities and Exchange Commission (Commission) announced the issuance of an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Sections 203(e), 203(f) and 203(k) of the Investment Advisers Act of 1940, and Section 9(b) of the Investment Company Act of 1940 (Order) against Fry Hensley and Company (FHC) and Nicholas L. Fry, II (Fry). The Division of Enforcement alleges in the Order that FHC, an investment adviser previously registered with the Commission, and Fry, the firm’s sole owner, President and Chief Compliance Officer, defrauded their clients and failed to adequately disclose material conflicts of interest.
Specifically, the Division of Enforcement alleges in the Order that FHC and Fry obtained undisclosed compensation in the form of payments from inflated commissions, markups and markdowns (transaction charges) charged to clients by the broker-dealer that FHC and Fry recommend that its clients use. FHC’s advisory services included Fry trading securities for client accounts at the broker-dealer. For equity securities, Fry set the amount of the transaction charges clients paid for these trades, and he typically set them much higher than he could have. Fry’s wife, who was a registered representative at the broker dealer, received credit for 50% of the transaction charges paid by FHC’s advisory clients, and between January 1, 2007 and October 2011, the broker-dealer credited Fry’s wife with more than $775,669.09 from inflated transaction charges. During this time, FHC was otherwise insolvent, and Fry used hundreds of thousands of dollars from the above inflated transaction charges to support FHC, which would have otherwise gone out of business. In addition, FHC received undisclosed services from the broker-dealer partly in exchange for the inflated commissions. Also during this time, FHC and Fry failed to tell their clients the essential facts about the arrangement described above, and made false and misleading disclosures to them in documents given to clients and filed with the Commission.
A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Respondents an opportunity to dispute the allegations, and to determine what, if any, remedial action is appropriate and in the public interest.
The Order requires the administrative law judge to issue an initial decision no later than 300 days from the date of service of the Order, pursuant to Rule 360(a)(2) of the Commission’s Rules of Practice. (Rel. 34-69092; IA-3564; IC-30418; File No. 3-15235)
In the Matter of Stephen Shea
The United States Securities and Exchange Commission announced the issuance of an Order Instituting Administrative Proceedings and Notice of Hearing Pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act) against Stephen Shea.
The Division of Enforcement (Division) alleges in the Order that on February 14, 2011 Shea plead guilty to conspiracy to commit securities fraud, mail fraud and wire fraud, in violation of 15 U.S.C. §§ 78j(b) and 78ff, and 17 C.F.R. § 240.10b-5; and 18 U.S.C. §§ 1341 and 1343 and securities fraud in violation of 15 U.S.C. §§ 78j(b) and 78ff, and 17 C.F.R. § 240.10b-5; before the United States District Court for the Southern District of New York, in United States v. Ross Mandell, et al., 09-cr-662 (S.D.N.Y.). Shea, 40 years old, is a resident of Brooklyn, New York. Shea was a registered representative at Sky Capital LLC (now known as Granta Capital LLC) (Sky Capital), a New York-based broker-dealer. The counts of the criminal indictment under which Shea was found guilty alleged, inter alia, that from in or about 1998 through in or about 2006, Shea and others carried out a fraudulent scheme by soliciting millions of dollars from investors under false pretenses, manipulating the market for certain affiliated companies’ stocks, failing to use investors’ funds as promised, and misappropriating and converting investors’ funds without their knowledge. The indictment alleged that Shea and others used material misrepresentations and omissions to cause individuals to invest in a series of purported investment opportunities, including private placements. The indictment also alleged that Shea and others raised a total of approximately $140 million from investors through their fraudulent scheme. The indictment further alleged that Shea and his co-defendants used those funds to enrich themselves, pay undisclosed commissions to brokers, and pay off earlier investors who had lost funds on prior purported investment opportunities.
A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Shea an opportunity to dispute the allegations, and to determine what, if any, remedial action is appropriate and in the public interest. The Order requires the Administrative Law Judge to issue an initial decision no later than 210 days from the date of service of the Order, pursuant to Rule 360(a)(2) of the Commission’s Rules of Practice.
For more information about this matter, please see Litigation Release Number 21120 / July 8, 2009. (Rel. 34-69095; File No. 3-15236)
In the Matter of UBS Financial Services Inc. of Puerto Rico
The United States Securities and Exchange Commission announced the issuance of an Order Extending the Time by Which UBS PR Shall Submit to the Commission the Findings of the Independent Consultant Making Recommendations for Any Changes in or Improvements to UBS PR’s Policies, Procedures, and Practices, and a Procedure for Implementing Such Recommended Changes (Order) in In the Matter of UBS Financial Services Inc. of Puerto Rico (UBS PR). The Order extends the time for UBS PR to submit to the Commission the findings of the independent consultant making recommendations for any changes in or improvements to UBS PR’s policies, procedures, and practices, and a procedure for implementing such recommended changes of the independent third-party consultant until June 5, 2013. (Rel. 33-9388; 34-69086; File No. 3-14863)
Commission Revokes Registration of Securities of Beauty Brands Group, Inc. for Failure to Make Required Periodic Filings
On March 11, 2013, the Commission revoked the registration of each class of registered securities of Beauty Brands Group, Inc. (Beauty Brands) (stock symbol BBGR) for failure to make required periodic filings with the Commission.
Without admitting or denying the findings in the Order, except as to jurisdiction, which it admitted, Beauty Brands consented to the entry of an Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934 as to Beauty Brands Group, Inc. finding that it had failed to comply with Section 13(a) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 13a-1 and 13a-13 thereunder and revoking the registration of each class of Beauty Brands’ securities pursuant to Section 12(j) of the Exchange Act. This Order settled the proceedings brought against Beauty Brands in In the Matter of Advance Nanotech, Inc., et al., Administrative Proceeding File No. 3-15201.
Brokers and dealers should be alert to the fact that Exchange Act Section 12(j) provides, in pertinent part, as follows:
No member of a national securities exchange, broker, or dealer shall make use of the mails or any means or instrumentality of interstate commerce to effect any transaction in, or to induce the purchase or sale of, any security the registration of which has been and is suspended or revoked . . . .
For further information see Order Instituting Administrative Proceedings and Notice of Hearing Pursuant to Section 12(j) of the Securities Exchange Act of 1934, In the Matter of Advance Nanotech, Inc., et al., Administrative Proceeding File No. 3-15201, Exchange Act Release No. 68836, February 6, 2013. (Rel. 34-69097; File No. 3-15201)
In the Matter of Gazoo Energy Group, Coach Industries Group, Pacificap Entertainment.
The United States Securities and Exchange Commission (Commission) announced the issuance of an Order Instituting Administrative Proceedings Pursuant to Section 12(j) of the Securities Exchange Act of 1934 and Notice of Hearing, (Order) against Gazoo Energy Group, Coach Industries Group, Pacificap Entertainment. (Filers).
The Division of Enforcement alleges in the Order that the Filers have failed to comply with Section 13(a) of the Securities Exchange Act of 1934 and Rules 13a-1 and 13a-13 thereunder by failing to file quarterly or annual reports.
A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide the Filers an opportunity to respond to these allegations, and to determine what sanctions, if any, are necessary or appropriate for the protection of investors. The Order directs the administrative law judge to issue an initial decision within 120 days from the date of service of the Order Instituting Proceedings. (Rel. 34-69099; File No. 3-15239)
In the Matter of Christopher A. Seeley
The United States Securities and Exchange Commission (Commission) announced the issuance of an Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, and Notice of Hearing against Christopher A. Seeley.
The Order finds that on February 13, 2013, an final judgment was entered by consent against Seeley, permanently enjoining him from future violations of Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933, Sections 10(b) and 15(a) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, in the civil action entitled Securities and Exchange Commission v. Christopher A. Seeley and Justin G. Dickson, Civil Action Number 2:11-cv-00907-CW, in the United States District Court for the District of Utah. The Commission’s complaint in the civil injunctive action alleged that, from at least July 2006 through January 2009, Seeley offered and sold securities of AVF, Inc. and AV Funding, LLC and, in connection with the offer and sale of such securities, Seeley made material misrepresentations and omissions to investors regarding, among other things, the track record of AVF, Inc.’s and AV Funding, LLC’s borrowers in repaying loans, the total amount of funds loaned, the collateral obtained in connection with borrower loans and AVF, Inc.’s and AV Funding, LLC’s due diligence in making loans to borrowers. The complaint also alleged that Seeley acted as an unregistered broker and offered and sold unregistered securities.
A hearing will be scheduled before an Administrative Law Judge to determine whether the allegations in the Order are true, to provide Seeley an opportunity to respond to these allegations, and to determine what, if any, remedial action is appropriate in the public interest. The Order directed the Administrative Law Judge to issue an initial decision within 210 days from the date of service of the Order. (Rel. 34-69100; File No. 3-15240)
In the Matter of Kevin J. Wilcox
The United States Securities and Exchange Commission (Commission) announced the issuance of an Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings and Imposing Remedial Sanctions (Order) against Kevin J. Wilcox. The Order finds that the Complaint alleged that Wilcox made materially false and misleading statements to investors in connection with a Ponzi scheme orchestrated by Joseph Nelson (“Nelson”). From approximately August 2005 through July 2010, Nelson operated a Ponzi scheme through JCN, Inc., JCN Capital, LLC, JCN International, LLC, and ProStar Capital, LLC. The Order finds that the Complaint alleged that Wilcox participated in and aided and abetted the scheme, and made materially false and misleading statements to investors including, among other things, that: (i) Nelson and his companies were engaged in the business of purchasing and selling merchant credit card portfolios; (ii) Nelson and his companies owned merchant credit card portfolios; (iii) Nelson and his companies earned monthly residual fees generated by the merchant credit card portfolios they owned; (iv) investor funds would be used to purchase additional portfolios; and (v) as part owners of the merchant credit card portfolios, investors would earn a portion of the monthly residual fees generated by the portfolios. Wilcox also acted as an unregistered broker-dealer and sold unregistered securities.
Based on the above, the Order bars Wilcox from association with any broker, dealer, investment adviser, municipal securities dealer, or transfer agent, and bars him from participating in any offering of a penny stock, including acting as a promoter, finder, consultant, agent or other person who engaged in activities with a broker, dealer or issuer for purposes of the issuance or trading in any penny stock, or inducing or attempting to induce the purchase or sale of any penny stock. Wilcox consented to the issuance of the Order without admitting or denying any of the findings except he admitted the entry of the final judgment. (Rel. 34-69111; File No. 3-15241)
SEC Halts “Plasma Engine” Investment Scheme Operated By John Rohner and His Nevada Companies
The Securities and Exchange Commission today announced an enforcement action previously filed under seal in federal court in Las Vegas. The SEC has obtained an emergency order to halt an investment scheme that has defrauded at least 98 people nationwide out of at least $1.4 million since 2009.
The SEC’s complaint alleges that Nevada resident John P. Rohner and his companies Inteligentry, Ltd., PlasmERG, Inc. and PTP Licensing, Ltd., have been operating a fraudulent investment scheme. Rohner and his companies solicited investors for the scheme by claiming that they have developed, tested and patented an operational “plasma engine” fueled by abundant and inexpensive noble gases (such as helium), which they claim will replace the internal combustion engine. Rohner and his companies claim that the engine is non-polluting and has unlimited uses to generate electricity in homes, businesses, boats, and aircraft. For example, Rohner told at least one investor that one of his plasma engines has been running a generator on a dairy farm for 18 months and he claimed on company websites that the pollution-free engine “can run for over 3 months on a $12 gas fill”. As alleged in the complaint, Rohner originally offered securities in Iowa-based PlasmERG, Inc. from 2009 to early 2011, and from May 2011 to the present Rohner has offered securities in Nevada-based Inteligentry, Ltd., using PlasmERG and PTP Licensing as related business entities.
Rohner and his companies lured investors into purchasing stock by claiming that the companies would be worth billions of dollars when the plasma engine is publicly revealed, repeatedly promising to publicly show his operational engine at stockholder meetings and trade shows. However, the claims were and are entirely fictitious. Rohner and his companies have never run an engine fueled by noble gases, nor have they obtained patents relating to the engine or the plasma technology.
Rohner and his companies also made false and misleading statements to investors that Rohner has advanced degrees from the Massachusetts Institute of Technology and Harvard University, and that they have trademarks relating to the purported engine and its plasma process. As alleged in the complaint, these representations are false. Rohner has never attended or obtained degrees from MIT or Harvard, and has never been assigned a trademark related to the engine or its purported technology.
According to the SEC’s complaint, Rohner, Inteligentry, PlasmERG, and PTP Licensing used investor funds to pay Rohner’s personal expenditures as well as business expenses. The complaint alleges that a significant portion of the funds raised from investors was used for personal expenses, including among other things the purchase of a home in Iowa for Rohner and his wife, the purchase of vehicles for Rohner’s family members and Inteligentry employees, the purchase of home goods, and the payment of personal expenses including automobile repair services and insurance, medical services, and meals at restaurants.
None of the defendants charged in the SEC’s enforcement action has ever registered with the SEC to sell securities.
On March 7, 2013, the Honorable Gloria M. Navarro granted the SEC’s request for a temporary restraining order to prevent Rohner, Inteligentry, PlasmERG, and PTP Licensing from further engaging in the issuance, offer, or sale of any security in an unregistered transaction. The Court also granted the SEC’s request for an order freezing the assets of all the defendants, requiring accountings, and prohibiting the destruction or alteration of documents. The Court unsealed the action on March 8, 2013, at the SEC’s request.
The SEC’s complaint alleges that Rohner, Inteligentry, PlasmERG and PTP Licensing violated the antifraud provisions of the federal securities laws and that Rohner, Inteligentry and PlasmERG violated the securities registration provisions of the federal securities laws. Specifically, the complaint alleges Rohner, Inteligentry, and PlasmERG each violated Sections 5(a) and 5(c) of the Securities Act of 1933 (Securities Act), and that Rohner, Inteligentry, PlasmERG and PTP Licensing violated Section 17(a) of the Securities Act and Section 10(b) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder; and that Rohner aided and abetted violations of Securities Act Section 17(a) and Exchange Act Section 10(b) and Rule 10b-5. The SEC seeks permanent injunctions, disgorgement of ill-gotten gains with prejudgment interest thereon, and civil monetary penalties against each defendant, and a bar prohibiting Rohner from serving as an officer or director of any public company. [SEC v. Inteligentry, Ltd., PlasmERG, Inc., PTP Licensing, Ltd. and John P. Rohner. Case No. 2:13-cv-00344-GMN-NJK] (LR-22639)
SEC Charges Former International Paper Company Executive with Insider Trading
On March 11, 2013, the Securities and Exchange Commission charged Michael Dale Lackey, a former Vice-President and General Manager of International Paper Company, with insider trading in the stock of Temple-Inland, Inc. based on material, non-public information regarding International Paper Company’s tender offer of Temple-Inland. On June 6, 2011, after the end of regular trading on the New York Stock Exchange, International Paper Company announced that it had made a $3.31 billion hostile takeover bid for Temple-Inland, Inc. and had offered $30.60 per share, a 46% premium to Temple-Inland’s closing share price that day of $21.01 a share. As a result, Temple-Inland stock rose to $30.40 by 4:26 p.m. on June 6, 2011, and opened on June 7, 2011 at $29.97 per share.
According to the SEC’s complaint filed in the U.S. District Court for the Western District of Tennessee, Lackey learned about International Paper Company’s potential acquisition of Temple-Inland during a private conversation with an International Paper Company Executive while attending a charity event on April 30, 2011. The complaint alleges that between May 2, 2011 and June 1, 2011, based on this material, non-public information, Lackey made multiple purchases of Temple-Inland stock totaling 9,000 shares in two of his brokerage accounts. The complaint also alleges that on June 7, 2011, Lackey sold all 9,000 shares of Temple-Inland stock for a profit of $56,533.89. The complaint alleges that Lackey misappropriated this information for his own personal profit and breached the duty of trust and confidence that he owed to International Paper Company.
Without admitting or denying the SEC’s allegations, Lackey agreed to settle the case against him. The settlement is pending final approval by the court. Specifically, Lackey consented to the entry of a final judgment permanently enjoining him from future violations of Sections 10(b) and 14(e) of the Securities Exchange Act of 1934 and Rules 10b-5 and 14e-3 thereunder; requiring him to pay disgorgement of $56,533.89, the amount of his ill-gotten gains, plus prejudgment interest of $2,942.26, and a civil penalty of $56,533.89; and prohibiting him from serving as an officer and director of a public company for a period of five years. [SEC v. Michael Dale Lackey, Civil Action No. 2:13-CV-2153 (W.D. Tenn.)] (LR-22640)
INVESTMENT COMPANY ACT RELEASES
Exchange Traded Concepts Trust, et al.
A notice has been issued giving interested persons until April 1, 2013, to request a hearing on an application filed by Exchange Traded Concepts Trust, et al., for an order to permit: (a) series of certain actively managed open-end management investment companies to issue shares (Shares) redeemable in large aggregations only (Creation Units); (b) secondary market transactions in Shares to occur at negotiated market prices; (c) certain series to pay redemption proceeds, under certain circumstances, more than seven days after the tender of Shares for redemption; (d) certain affiliated persons of the series to deposit securities into, and receive securities from, the series in connection with the purchase and redemption of Creation Units; and (e) certain registered management investment companies and unit investment trusts outside of the same group of investment companies as the series to acquire Shares. (Rel. IC- IC-30415 – March 7)
Blackstone Alternative Investment Funds and Blackstone Alternative Asset Management L.P.
A notice has been issued giving interested persons until April 1, 2013, to request a hearing on an application filed by Blackstone Alternative Investment Funds and Blackstone Alternative Asset Management L.P. for an order exempting applicants from Section 15(a) of the Investment Company Act of 1940 (Act) and Rule 18f-2 under the Act. The order would permit the applicants to enter into and materially amend subadvisory agreements without shareholder approval and would grant relief from certain disclosure requirements. (Rel. IC-30416 – March 7)
Immediate Effectiveness of Proposed Rule Changes
A proposed rule change filed by the NASDAQ Stock Market LLC to modify the fee schedule governing order routing (SR-NASDAQ-2013-038) has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of March 11, 2013. (Rel. 34-69055)
A proposed rule change filed by The NASDAQ Stock Market LLC to replace the current mid-point test applied to the definition of Theoretical Price (SR-NASDAQ-2013-039) has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of March 11, 2013. (Rel. 34-69058)
A proposed rule change filed by Chicago Board Options Exchange, Incorporated to amend the Fees Schedule (SR-CBOE-2013-028) has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of March 11, 2013. (Rel. 34-69064)
Proposed Rule Changes
NASDAQ OMX PHLX LLC filed a proposed rule change (SR-Phlx-2013-21) to adopt new Exchange Rule 1047(f)(iv) regarding Quoting Obligations. Publication is expected in the Federal Register during the week of March 11, 2013. (Rel. 34-69068)
The NASDAQ Stock Market LLC filed a proposed rule change (SR-NASDAQ-2013-043) to adopt Chapter V, Section 3(d)(iii) regarding Quoting Obligations. Publication is expected in the Federal Register during the week of March 11, 2013. (Rel. 34-69069)
NASDAQ OMX BX, Inc. filed a proposed rule change (SR-BX-2013-022) to adopt Chapter V, Section 3(d)(iii) regarding Quoting Obligations. Publication is expected in the Federal Register during the week of March 11, 2013. (Rel. 34-69070)
The Commission issued notice of a proposed rule change submitted by The NASDAQ Stock Market LLC (SR-NASDAQ-2013-036), as modified by Amendment No. 2 thereto, pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder relating to the listing and trading of the shares of the First Trust Senior Loan Fund of First Trust Exchange-Traded Fund IV. Publication is expected in the Federal Register during the week of March 11, 2013. (Rel. 34-69072)
The following registration statements have been filed with the SEC under the Securities Act of 1933. The reported information appears as follows: Form, Name, Address and Phone Number (if available) of the issuer of the security; Title and the number and/or face amount of the securities being offered; Name of the managing underwriter or depositor (if applicable); File number and date filed; Assigned Branch; and a designation if the statement is a New Issue.
Registration statements may be viewed in person in the Commission's Public Reference Branch at 100 F Street, N.E., Washington, D.C. To obtain paper copies, please refer to information on the Commission's Web site at http://www.sec.gov/answers/publicdocs.htm. In most cases, you can view and download this information by using the search function located at http://www.sec.gov/edgar/searchedgar/companysearch.html.
S-8 ERA GROUP INC., 600 AIRPORT SERVICE ROAD, LAKE CHARLES, LA, 70605, 337-478-6131 - 300,000 ($5,898,000.00) Equity, (File 333-187116 - Mar. 8) (BR. 05C) S-8 MONOLITHIC POWER SYSTEMS INC, 79 GREAT OAKS BLVD, SAN JOSE, CA, 95119, (408) 826-0600 - 2,497,130 ($58,461,379.00) Equity, (File 333-187117 - Mar. 8) (BR. 10B) S-8 SCHAWK INC, 1695 RIVER ROAD, DES PLAINES, IL, 60018, 8478279494 - 1,200,000 ($13,104,000.00) Equity, (File 333-187119 - Mar. 8) (BR. 05C) S-3ASR American Water Works Company, Inc., 1025 LAUREL OAK ROAD, VOORHEES, NJ, 08043, 856-346-8200 - 0 ($1.00) Equity, (File 333-187120 - Mar. 8) (BR. 02A) S-8 4Licensing Corp, 53 WEST 23RD STREET, NEW YORK, NY, 10010, 2127587666 - 2,600,000 ($806,000.00) Equity, (File 333-187121 - Mar. 8) (BR. 03B) S-4 Cole Credit Property Trust II Inc, 2325 EAST CAMELBACK ROAD, SUITE 1100, PHOENIX, AZ, 85016, 602.778.8700 - 0 ($3,291,637,233.00) Equity, (File 333-187122 - Mar. 8) (BR. 08B) S-8 AtriCure, Inc., 6217 CENTRE PARK DRIVE, WEST CHESTER, OH, 45069, 513-755-4107 - 549,118 ($4,464,329.34) Equity, (File 333-187123 - Mar. 8) (BR. 10A) S-3ASR AVALONBAY COMMUNITIES INC, 671 N. GLEBE ROAD, SUITE 800, ARLINGTON, VA, 22203, 7033296300 - 0 ($1,863,148,912.00) Unallocated (Universal) Shelf, (File 333-187132 - Mar. 8) (BR. 08B) S-8 SENESCO TECHNOLOGIES INC, 34 CHAMBERS STREET, PO BOX 3303, PRINCETON, NJ, 08542, 908-864-4444 - 865,763 ($77,918.67) Equity, (File 333-187133 - Mar. 8) (BR. 01A) S-1 PERPETUAL INDUSTRIES INC., 5 - 8720 MACLEOD TRAIL SOUTH, #110, CALGARY, A0, T2H 0M4, 403-214-4321 - 19,395,000 ($387,900.00) Equity, (File 333-187134 - Mar. 8) (BR. 10B) S-8 HUSKY ENERGY INC, 707 EIGHTH AVE, PO BOX 6525 STATION D, CALGARY ALBERTA, A0, T2P 1H5, 4032986111 - 12,611,680 ($385,905,495.90) Equity, (File 333-187135 - Mar. 8) (BR. 04A) S-8 DELTA OIL & GAS INC, 2600 144TH 4TH AVE S.W., CALGARY, A0, T2P 3N4, 866-355-3644 - 2,000,000 ($100,000.00) Equity, (File 333-187136 - Mar. 8) (BR. 04B) S-8 GREEN MOUNTAIN COFFEE ROASTERS INC, 33 COFFEE LANE, WATERBURY, VT, 05676, 8022445621 - 0 ($21,984,750.00) Equity, (File 333-187137 - Mar. 8) (BR. 04A) S-1 Security Devices International Inc., 1101 PENNSYLVANIA AVE NW, 6TH FLOOR, WASHINGTON, DC, 20004, 647-388-1117 - 10,000,000 ($4,000,000.00) Equity, (File 333-187138 - Mar. 8) (BR. 10B) S-4 HALCON RESOURCES CORP, 1000 LOUISIANA STREET, SUITE 6700, HOUSTON, TX, 77002, 832-538-0300 - 0 ($2,100,000,000.00) Debt, (File 333-187139 - Mar. 8) (BR. 04A) S-3 SPARK NETWORKS INC, 8383 WILSHIRE BOULEVARD, SUITE 800, BEVERLY HILLS, CA, 90211, 323-658-3000 - 0 ($100,000,000.00) Unallocated (Universal) Shelf, (File 333-187141 - Mar. 8) (BR. 03A) S-8 TEEKAY CORP, 4TH FLOOR, BELVEDERE BUILDING, 69 PITTS BAY ROAD, HAMILTON, D0, HM 08, 604-683-3529 - 4,331,897 ($151,356,481.18) Equity, (File 333-187142 - Mar. 8) (BR. 05C) S-4 NEWMARKET CORP, 330 S FOURTH ST, PO BOX 2189, RICHMOND, VA, 23218-2189, 804-788-5570 - 0 ($350,000,000.00) Other, (File 333-187143 - Mar. 8) (BR. 06B) S-3 CEMPRA, INC., 6340 QUADRANGLE DRIVE, SUITE 100, CHAPEL HILL, NC, 27517-8149, 919-313-6617 - 0 ($100,000,000.00) Unallocated (Universal) Shelf, (File 333-187144 - Mar. 8) (BR. 01B) S-1 CHIMERIX INC, 2505 MERIDIAN PARKWAY, SUITE 340, DURHAM, NC, 27713, 919.806.1074 - 0 ($85,000,000.00) Equity, (File 333-187145 - Mar. 8) (BR. 01B) S-3ASR SUSQUEHANNA BANCSHARES INC, 26 N CEDAR ST, LITITZ, PA, 17543, 7176264721 - 0 ($0.00) Other, (File 333-187146 - Mar. 8) (BR. 07B) S-8 CADENCE PHARMACEUTICALS INC, 12481 HIGH BLUFF DRIVE, SUITE 200, SAN DIEGO, CA, 92130, 8584361400 - 6,000,000 ($30,060,000.00) Equity, (File 333-187147 - Mar. 8) (BR. 01A) S-8 VITESSE SEMICONDUCTOR CORP, 741 CALLE PLANO, CAMARILLO, CA, 93012, 8053883700 - 9,459,848 ($19,865,680.80) Equity, (File 333-187148 - Mar. 8) (BR. 10B) N-2 Avenue Income Credit Strategies Fund, 399 PARK AVENUE, 6TH FLOOR, NEW YORK, NY, 10022, (212) 878-3500 - 0 ($1,000,000.00) Equity, (File 333-187149 - Mar. 8) (BR. 16) S-3ASR VIASAT INC, 6155 EL CAMINO REAL, CARLSBAD, CA, 92009, 760-476-2200 - 0 ($0.00) Unallocated (Universal) Shelf, (File 333-187150 - Mar. 8) (BR. 11C) S-4 SPEEDWAY MOTORSPORTS INC, US HIGHWAY 29 NORTH, PO BOX 600, CONCORD, NC, 28026, 7044553239 - 0 ($100,000,000.00) Non-Convertible Debt, (File 333-187151 - Mar. 8) (BR. 05C)
Form 8-K is used by companies to file current reports on the following events:
8-K reports may be viewed in person in the Commission's Public Reference Branch at 100 F Street, N.E., Washington, D.C. To obtain paper copies, please refer to information on the Commission's Web site at http://www.sec.gov/answers/publicdocs.htm. In most cases, you can view and download this information by using the search function located at http://www.sec.gov/edgar/searchedgar/companysearch.html.
STATE NAME OF ISSUER CODE 8K ITEM NO. DATE COMMENT ----------------------------------------------------------------------------------------- AASTROM BIOSCIENCES INC MI 5.02,7.01,9.01 03/04/13 ABSOLUTE LIFE SOLUTIONS, INC. NV 1.01,5.02 03/08/13 Accretive Health, Inc. DE 4.02 03/08/13 ADCARE HEALTH SYSTEMS INC OH 7.01,8.01,9.01 03/08/13 AEHR TEST SYSTEMS CA 5.02 03/05/13 AEMETIS, INC NV 2.02,7.01,9.01 03/08/13 ALLIANCE FINANCIAL CORP /NY/ NY 2.01,3.01,3.03,5.01, 03/07/13 5.02,5.07,9.01 Allied World Assurance Co Holdings, A 5.03,9.01 03/05/13 Ally Financial Inc. DE 7.01,9.01 03/08/13 ALTAIR NANOTECHNOLOGIES INC Z4 1.01,9.01 03/05/13 AMARANTUS BIOSCIENCE, INC. DE 8.01,9.01 03/08/13 AMEDISYS INC DE 5.02,7.01,9.01 03/06/13 AMERICAN AIRLINES INC DE 8.01,9.01 03/08/13 AMERICAN APPAREL, INC DE 7.01 03/07/13 AMERICAN EAGLE OUTFITTERS INC DE 2.02,9.01 03/06/13 American Electric Technologies Inc FL 2.02,9.01 03/05/13 AMERICAN INDEPENDENCE CORP DE 2.02,9.01 12/31/12 AMERICAN INTERNATIONAL GROUP INC DE 8.01,9.01 03/07/13 AMERICAN ORIENTAL BIOENGINEERING INC CO 2.04 02/19/13 AMEND AMERICAN REALTY CAPITAL NEW YORK RECO MD 2.02,9.01 03/07/13 American Realty Capital Properties, I MD 2.03 02/28/13 AMEND AMR CORP DE 8.01,9.01 03/08/13 ANN INC. DE 2.02,9.01 03/08/13 Annie's, Inc. DE 1.01,9.01 03/07/13 Aon plc X0 1.01,2.03,9.01 03/05/13 ARBITRON INC DE 8.01 03/08/13 Armour Residential REIT, Inc. MD 7.01,9.01 03/08/13 ARTHROCARE CORP DE 5.02,7.01,9.01 03/04/13 AVIS BUDGET GROUP, INC. DE 7.01,9.01 03/08/13 BARNES & NOBLE INC DE 5.02,9.01 03/08/13 BLUCORA, INC. DE 5.02,8.01 03/06/13 Bluerock Enhanced Multifamily Trust, MD 1.01,2.03 03/04/13 BOINGO WIRELESS INC DE 5.02 03/04/13 BRISTOL MYERS SQUIBB CO DE 5.02 03/07/13 BROADCAST INTERNATIONAL INC UT 8.01 03/06/13 Bunge LTD 5.02 03/04/13 BURLINGTON NORTHERN SANTA FE, LLC 1.01,9.01 03/05/13 Caldera Pharmaceuticals Inc DE 4.01,9.01 03/04/13 CannaVEST Corp. TX 1.01,2.01,2.03,9.01 02/14/13 CAPITAL ONE FINANCIAL CORP DE 7.01 03/07/13 CAPITAL SENIOR LIVING CORP DE 1.01,3.03,5.02,5.03, 03/05/13 9.01 CAREER EDUCATION CORP DE 5.02,9.01 03/04/13 CASCADE BANCORP OR 1.02,9.01 03/07/13 CC Media Holdings Inc 5.02 03/04/13 CEDAR FAIR L P DE 1.01,1.02,2.03,3.03, 03/06/13 8.01,9.01 Cellceutix CORP NV 3.02 03/05/13 Cellular Biomedicine Group, Inc. AZ 5.02,5.03,8.01,9.01 03/04/13 CENTRAL GARDEN & PET CO DE 5.02,9.01 03/07/13 Chelsea Therapeutics International, L DE 8.01 03/07/13 CHEMED CORP DE 5.03,9.01 03/08/13 CHESAPEAKE UTILITIES CORP DE 2.02,9.01 03/07/13 ChromaDex Corp. DE 1.01,8.01,9.01 03/07/13 Chrysler Group LLC DE 4.01,9.01 12/03/12 AMEND Citadel EFT, Inc. NV 5.02 03/05/13 CLAIRES STORES INC DE 8.01,9.01 03/07/13 CLEAN HARBORS INC MA 9.01 12/28/12 AMEND CLEAR CHANNEL COMMUNICATIONS INC TX 5.02 03/04/13 ClubCorp Club Operations, Inc. DE 5.02 03/07/13 AMEND CNL LIFESTYLE PROPERTIES INC MD 8.01,9.01 03/07/13 CNS RESPONSE, INC. DE 1.01,3.02 03/04/13 COCA COLA BOTTLING CO CONSOLIDATED /D DE 2.02,9.01 03/06/13 COGNEX CORP MA 5.02 02/01/13 COINSTAR INC DE 8.01,9.01 03/07/13 COLE CORPORATE INCOME TRUST, INC. MD 1.01,2.03 03/04/13 Cole Credit Property Trust III, Inc. MD 1.01,5.02,9.01 03/05/13 Colfax CORP DE 5.02 03/06/13 Colony Financial, Inc. MD 1.01,5.03,9.01 03/06/13 Commercial Vehicle Group, Inc. DE 5.02 03/04/13 COMMUNITY HEALTH SYSTEMS INC DE 1.01,2.03,9.01 03/07/13 CONOCOPHILLIPS DE 5.02 03/07/13 CORCEPT THERAPEUTICS INC DE 2.02,7.01,9.01 03/07/13 CORPORATE PROPERTY ASSOCIATES 16 GLOB MD 8.01 03/08/13 Corporate Property Associates 17 - Gl MD 8.01,9.01 03/08/13 Corporate Resource Services, Inc. DE 8.01,9.01 03/08/13 COVANTA HOLDING CORP DE 7.01,8.01 03/07/13 Crescent Financial Bancshares, Inc. 5.07 03/07/13 CROSSTEX ENERGY INC DE 7.01,9.01 03/08/13 CROSSTEX ENERGY LP DE 7.01,9.01 03/08/13 Crumbs Bake Shop, Inc. DE 1.01,9.01 01/22/13 CTI GROUP HOLDINGS INC DE 8.01,9.01 03/07/13 CUBIC CORP /DE/ DE 5.03,9.01 03/08/13 CYCLONE POWER TECHNOLOGIES INC FL 5.02,9.01 03/06/13 DAEGIS INC. DE 2.02,9.01 03/07/13 DEL MONTE CORP 2.02,7.01,9.01 03/08/13 Delta Entertainment Group, Inc. FL 5.02,9.01 02/27/13 AMEND DIODES INC /DEL/ DE 7.01,9.01 03/07/13 Discovery Communications, Inc. DE 5.02 03/08/13 Dolan Co. DE 2.02,9.01 03/08/13 Dorman Products, Inc. PA 5.02,9.01 03/08/13 DSP GROUP INC /DE/ DE 8.01,9.01 03/08/13 DSP GROUP INC /DE/ DE 5.02,9.01 03/05/13 DUNE ENERGY INC DE 5.02 03/05/13 Durata Therapeutics, Inc. DE 2.02,9.01 03/08/13 Dussault Apparel Inc. 4.01 02/28/13 AMEND DYAX CORP DE 5.02,7.01,8.01,9.01 03/04/13 DYNEX CAPITAL INC VA 5.02 03/06/13 E TRADE FINANCIAL Corp DE 5.02 03/07/13 ECB BANCORP INC NC 2.02,9.01 03/07/13 ECOTALITY, INC. NV 8.01,9.01 03/07/13 EDUCATION MANAGEMENT CORPORATION 1.01,2.03,9.01 03/05/13 El Paso Pipeline Partners, L.P. DE 8.01,9.01 03/07/13 ELECTRONIC CONTROL SECURITY INC NJ 3.02,9.01 03/01/13 Ellington Financial LLC DE 7.01,9.01 03/07/13 EMERITUS CORP\WA\ WA 8.01,9.01 03/08/13 ENDO HEALTH SOLUTIONS INC. DE 5.02,9.01 03/08/13 ENDOCYTE INC DE 5.02 03/05/13 EQUITY LIFESTYLE PROPERTIES INC MD 5.02 03/06/13 ESSA Bancorp, Inc. PA 7.01,9.01 03/08/13 ESTERLINE TECHNOLOGIES CORP DE 5.07,8.01,9.01 03/06/13 Express Scripts Holding Co. DE 5.02,7.01 03/05/13 EXTERRAN HOLDINGS INC. DE 1.01,7.01,9.01 03/07/13 EXTERRAN PARTNERS, L.P. DE 1.01,3.02,7.01,9.01 03/07/13 FEDERAL HOME LOAN MORTGAGE CORP 5.02 03/04/13 FEDERAL NATIONAL MORTGAGE ASSOCIATION 5.02 03/04/13 FEDERATED NATIONAL HOLDING CO FL 5.02,9.01 03/04/13 FERRO CORP OH 7.01,9.01 03/04/13 FOOT LOCKER INC NY 2.02,9.01 03/08/13 Fuel Systems Solutions, Inc. 2.02,9.01 03/08/13 FURMANITE CORP DE 2.02,7.01,9.01 03/08/13 FXCM Inc. 5.02 03/06/13 GARDNER DENVER INC DE 1.01,3.03,8.01,9.01 03/07/13 GateHouse Media, Inc. DE 2.02,9.01 03/07/13 GENCOR INDUSTRIES INC DE 5.07 03/08/13 GENESCO INC TN 2.02,9.01 03/08/13 Global Growth Trust, Inc. MD 5.02 03/04/13 Global Income Trust, Inc. MD 5.02 03/04/13 GP STRATEGIES CORP DE 8.01 03/05/13 Graystone Co DE 8.01 03/08/13 GSV Capital Corp. MD 5.02 01/08/13 HALCON RESOURCES CORP DE 8.01,9.01 03/08/13 HealthMarkets, Inc. DE 5.02 03/06/13 HESS CORP DE 5.02 03/06/13 HI TECH PHARMACAL CO INC NY 2.02,9.01 03/07/13 HOMEAWAY INC DE 5.02,9.01 03/05/13 HORTON D R INC /DE/ DE 1.01,9.01 03/01/13 AMEND HOT TOPIC INC /CA/ CA 1.01,5.02,9.01 03/06/13 HYDROMER INC NJ 9.01 03/08/13 IBERIABANK CORP LA 8.01 03/07/13 INDEPENDENCE HOLDING CO DE 2.02,9.01 12/31/12 INTEGRATED ENVIRONMENTAL TECHNOLOGIES NV 8.01,9.01 03/05/13 INTERMOLECULAR INC DE 5.02 03/08/13 INTERNATIONAL GAME TECHNOLOGY NV 5.03,9.01 03/04/13 INTERNATIONAL RECTIFIER CORP /DE/ DE 7.01 03/08/13 INTEST CORP DE 2.02,5.02,9.01 03/05/13 INVESTMENT TECHNOLOGY GROUP INC DE 8.01,9.01 03/08/13 ITRON INC /WA/ WA 8.01,9.01 03/08/13 IZEA, Inc. NV 2.03,9.01 03/05/13 JACK IN THE BOX INC /NEW/ DE 7.01,9.01 03/08/13 JAMMIN JAVA CORP. 1.01,3.02,9.01 03/06/13 JAVELIN MORTGAGE INVESTMENT CORP. MD 7.01,9.01 03/08/13 Jones Lang LaSalle Income Property Tr MD 7.01 03/08/13 JPMORGAN CHASE & CO DE 7.01,9.01 03/07/13 KAISER ALUMINUM CORP DE 5.02,9.01 03/05/13 KAR Auction Services, Inc. DE 1.01,8.01,9.01 03/06/13 KBR, INC. DE 5.02,9.01 03/07/13 KBS Real Estate Investment Trust III, MD 2.01,9.01 12/21/12 AMEND KEMPER Corp DE 5.02 03/05/13 KMG CHEMICALS INC TX 2.02,9.01 03/08/13 LABORATORY CORP OF AMERICA HOLDINGS DE 5.02 03/08/13 LADENBURG THALMANN FINANCIAL SERVICES FL 1.01,5.05,9.01 03/08/13 LEUCADIA NATIONAL CORP NY 1.01,3.03,8.01,9.01 03/08/13 Liberty Global, Inc. DE 1.01,9.01 03/06/13 LKQ CORP DE 5.02,5.05,9.01 03/04/13 LSB FINANCIAL CORP IN 2.02,9.01 03/08/13 MAGELLAN HEALTH SERVICES INC DE 5.02,9.01 03/05/13 MARCHEX INC DE 1.01,5.02 03/08/13 MARKWEST ENERGY PARTNERS L P 7.01,9.01 03/08/13 MASTEC INC FL 1.01,9.01 03/06/13 McEwen Mining Inc. CO 7.01,9.01 03/08/13 MCKESSON CORP DE 1.01,2.03,9.01 03/08/13 MDC PARTNERS INC A6 2.02,7.01,8.01,9.01 03/08/13 Medley Capital Corp DE 5.07 03/07/13 MEMSIC Inc 2.02,9.01 03/08/13 MERCHANTS BANCSHARES INC DE 4.01,9.01 03/05/13 AMEND MERCURY GENERAL CORP CA 5.02 03/05/13 METALICO INC 2.02,8.01,9.01 03/08/13 MIDAMERICAN ENERGY CO IA 8.01 03/08/13 MIDDLEFIELD BANC CORP OH 5.02 03/05/13 Mill City Ventures III, Ltd MN 3.02 03/07/13 MINERALRITE Corp NV 1.01,3.02 03/06/13 AMEND Molycorp, Inc. DE 5.02 03/07/13 MONROE CAPITAL Corp MD 2.02,7.01,9.01 03/08/13 NATIONAL BEVERAGE CORP DE 2.02,9.01 03/07/13 NATIONAL HOLDINGS CORP DE 5.02 03/04/13 NATIONAL WESTERN LIFE INSURANCE CO CO 2.02,9.01 03/08/13 NATURES SUNSHINE PRODUCTS INC UT 2.02,5.02,9.01 03/04/13 Naugatuck Valley Financial Corp 8.01,9.01 03/08/13 NAVISTAR INTERNATIONAL CORP DE 5.02,9.01 03/05/13 NBT BANCORP INC DE 2.01,9.01 03/08/13 NCI BUILDING SYSTEMS INC DE 7.01,9.01 03/08/13 NEW YORK MORTGAGE TRUST INC MD 5.02,7.01 03/07/13 NEWMARKET CORP VA 8.01,9.01 03/08/13 Nielsen Holdings N.V. P7 7.01 03/08/13 Noranda Aluminum Holding CORP DE 1.01,1.02,2.03,2.04, 03/08/13 9.01 \ NovaBay Pharmaceuticals, Inc. CA 5.02 03/04/13 Novelis Inc. A6 1.01 03/08/13 NPC Restaurant Holdings, LLC DE 2.02,9.01 03/08/13 O'Donnell Strategic Industrial REIT, 8.01 03/01/13 OLD LINE BANCSHARES INC MD 5.02 03/07/13 ON SEMICONDUCTOR CORP DE 2.03,3.02 03/07/13 One Horizon Group, Inc. PA 5.02 03/07/13 OphthaliX, Inc. DE 5.02,9.01 03/08/13 Opko Health, Inc. DE 2.01,3.02,7.01,9.01 03/04/13 ORRSTOWN FINANCIAL SERVICES INC PA 7.01,9.01 03/08/13 OVERLAND STORAGE INC CA 1.01,9.01 03/05/13 PANHANDLE OIL & GAS INC OK 5.07 03/07/13 Parametric Sound Corp NV 5.02,9.01 03/05/13 PATHEON INC 2.02,7.01,9.01 03/08/13 PENTAIR LTD V8 5.02,9.01 03/06/13 PHARMACYCLICS INC DE 1.01,8.01,9.01 03/08/13 PharMerica CORP DE 5.02 03/04/13 PHOTOMEDEX INC DE 8.01,9.01 03/08/13 PIEDMONT NATURAL GAS CO INC NC 5.07 03/06/13 PIONEER NATURAL RESOURCES CO DE 5.02,9.01 03/04/13 Polypore International, Inc. 5.02,9.01 03/08/13 PREMIER FINANCIAL BANCORP INC KY 2.02,9.01 03/07/13 PROSPECT GLOBAL RESOURCES INC. NV 7.01,9.01 03/07/13 Prothena Corp plc L2 5.02 03/04/13 PROVIDENT COMMUNITY BANCSHARES, INC. 2.02,9.01 03/08/13 PSYCHEMEDICS CORP DE 5.02,9.01 03/06/13 PUBLIC SERVICE ENTERPRISE GROUP INC NJ 7.01,9.01 03/08/13 PURE BIOSCIENCE, INC. DE 3.01 03/04/13 QUALCOMM INC/DE DE 5.07 03/05/13 QUANTA SERVICES INC DE 5.02,9.01 03/06/13 QUICKSILVER RESOURCES INC DE 1.01,3.03,9.01 03/08/13 QUTURE INTERNATIONAL, INC. NV 4.01,9.01 03/08/13 RAAM Global Energy Co DE 8.01 03/08/13 RAIT Financial Trust MD 5.02 03/04/13 RAYMOND JAMES FINANCIAL INC FL 7.01,8.01,9.01 03/07/13 ReachLocal Inc 5.02 03/04/13 Realogy Holdings Corp. DE 1.01,2.03,9.01 03/05/13 RED TRAIL ENERGY, LLC ND 5.07,8.01,9.01 03/05/13 REMY INTERNATIONAL, INC. DE 1.01,2.03,8.01,9.01 03/05/13 RESPECT YOUR UNIVERSE, INC. NV 3.02 03/06/13 RETAIL PROPERTIES OF AMERICA, INC. MD 8.01,9.01 03/07/13 RISK GEORGE INDUSTRIES INC CO 5.02,9.01 03/08/13 ROWAN COMPANIES PLC X0 5.02,9.01 03/06/13 RUBY TUESDAY INC GA 5.02 03/04/13 Sagent Pharmaceuticals, Inc. DE 5.02 03/07/13 Santander Drive Auto Receivables Trus DE 1.01,8.01,9.01 03/06/13 Select Notes Trust LT 2004-1 DE 8.01,9.01 03/01/13 SERENA SOFTWARE INC DE 5.02 03/04/13 SIONIX CORP NV 5.02,8.01,9.01 03/05/13 SmartMetric, Inc. 8.01,9.01 03/08/13 SmartPros Ltd. DE 2.02,8.01,9.01 03/07/13 SONIC FOUNDRY INC MD 5.07 03/07/13 SOUTHERN CO DE 8.01 03/06/13 SPECTRANETICS CORP DE 5.02,9.01 03/07/13 SPEEDWAY MOTORSPORTS INC DE 5.02 03/05/13 SPLUNK INC 5.02 03/07/13 Standard Drilling, Inc. 4.01,9.01 03/08/13 AMEND STANDARD PARKING CORP DE 2.02,7.01 03/08/13 Steadfast Income REIT, Inc. MD 9.01 12/20/12 AMEND Stream Global Services, Inc. DE 8.01,9.01 03/08/13 STRUCTURED PRODUCTS CORP TIERS R INFL DE 8.01,9.01 03/01/13 STRUCTURED PRODUCTS CORTS TRUST FOR J DE 8.01,9.01 03/01/13 SUNTRUST BANKS INC GA 8.01 03/08/13 Sutor Technology Group LTD 5.03,9.01 03/04/13 SWIFT TRANSPORTATION Co 1.01 03/07/13 SYCAMORE NETWORKS INC DE 3.01,3.03,5.03,9.01 03/07/13 Symetra Financial CORP DE 5.02,9.01 03/05/13 SYNTA PHARMACEUTICALS CORP 5.02 03/05/13 T3 Motion, Inc. DE 1.01,2.03,3.02,9.01 03/04/13 TANDY BRANDS ACCESSORIES INC DE 2.06,8.01,9.01 03/08/13 Targa Resources Partners LP DE 1.01,9.01 03/08/13 TEAM HEALTH HOLDINGS INC. DE 5.02 03/06/13 TEJON RANCH CO DE 2.02,9.01 03/08/13 TELEPHONE & DATA SYSTEMS INC /DE/ DE 5.02,9.01 03/06/13 TEMPUR PEDIC INTERNATIONAL INC DE 8.01,9.01 03/08/13 TESSERA TECHNOLOGIES INC DE 5.02 03/05/13 THORATEC CORP CA 5.02 03/05/13 TRANS WORLD ENTERTAINMENT CORP NY 2.02,7.01,9.01 03/07/13 TRI-CONTINENTAL CORP MD 7.01,9.01 03/08/13 Tribute Pharmaceuticals Canada Inc. 1.01,3.02,9.01 03/05/12 TWO RIVERS WATER Co CO 7.01 03/08/13 TYCO INTERNATIONAL LTD V8 5.07 03/06/13 Ubiquiti Networks, Inc. DE 5.02,9.01 03/04/13 UNION FIRST MARKET BANKSHARES CORP VA 1.01,9.01 03/07/13 United American Petroleum Corp. NV 1.01,2.03,3.02,9.01 02/13/13 United Continental Holdings, Inc. DE 8.01,9.01 03/07/13 UNIVERSAL HEALTH SERVICES INC DE 5.02,9.01 03/06/13 UNIVERSAL INSURANCE HOLDINGS, INC. DE 2.02,9.01 03/08/13 UNIVERSAL TECH CORP DE 1.01,5.03,5.07,8.01, 02/26/13 9.01 Urban Barns Foods Inc. 1.01,9.01 03/04/13 URSTADT BIDDLE PROPERTIES INC MD 2.02,9.01 03/06/13 US BANCORP \DE\ DE 8.01,9.01 03/07/13 USA Zhimingde International Group Cor NV 4.01,9.01 03/08/13 VALENCE TECHNOLOGY INC DE 7.01,9.01 02/20/13 VEECO INSTRUMENTS INC DE 3.01,9.01 03/05/13 VelaTel Global Communications, Inc. NV 1.01,8.01,9.01 03/03/13 VENTAS INC DE 8.01,9.01 03/07/13 VENTAS INC DE 8.01,9.01 03/07/13 VERINT SYSTEMS INC DE 1.01,2.03,9.01 03/06/13 VICOR CORP DE 8.01,9.01 03/07/13 VINYL PRODUCTS, INC. DE 1.02 03/04/13 VIPER POWERSPORTS INC NV 1.02,2.06,5.02 03/05/13 VIRGIN MEDIA INC. DE 8.01 03/07/13 VIRTUAL PIGGY, INC. DE 5.02,9.01 03/07/13 VISANT CORP 2.02,9.01 03/08/13 Vishay Precision Group, Inc. DE 5.02 03/06/13 VITESSE SEMICONDUCTOR CORP DE 5.02,5.07,9.01 03/07/13 VIVUS INC CA 8.01,9.01 03/08/13 VWR Funding, Inc. DE 7.01 03/08/13 WALT DISNEY CO/ DE 5.02,5.07,9.01 03/06/13 WELLCARE HEALTH PLANS, INC. DE 5.02 03/04/13 WELLS CORE OFFICE INCOME REIT INC 9.01 12/28/12 AMEND WILLIAM LYON HOMES DE 5.02 03/06/13 Williams Partners L.P. 3.02,7.01,8.01,9.01 03/05/13 Winthrop Realty Trust OH 2.02,7.01,8.01,9.01 03/07/13 WIRELESS RONIN TECHNOLOGIES INC MN 8.01 03/08/13 WMS INDUSTRIES INC /DE/ DE 8.01,9.01 03/08/13 WORLD FUEL SERVICES CORP FL 7.01,9.01 03/08/13 ZIPCAR INC 8.01,9.01 03/08/13 ZOLTEK COMPANIES INC DE 7.01,9.01 03/05/13