UNITED STATES OF AMERICA
In the Matter of
|ORDER INSTITUTING PUBLIC ADMINISTRATIVE PROCEEDINGS PURSUANT TO SECTION 15(b) OF THE SECURITIES EXCHANGE ACT OF 1934, MAKING FINDINGS, AND IMPOSING REMEDIAL SANCTIONS|
The Securities and Exchange Commission ("Commission") deems it appropriate and in the public interest to institute public administrative proceedings against Christina Skousen ("Skousen" or "Respondent") pursuant to Section 15(b) of the Securities Exchange Act of 1934 ("Exchange Act").
In anticipation of the institution of these administrative proceedings, Respondent has submitted an Offer of Settlement ("Offer"), which the Commission has determined is in the public interest to accept. Solely for the purpose of this proceeding, and any other proceeding brought by or on behalf of the Commission or to which the Commission is a party, Skousen, without admitting or denying the findings herein, except as to the Commission's jurisdiction over her and over the subject matter of this proceeding, which is admitted, consents to the issuance of this Order Instituting Public Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions ("Order") and to the entry of the findings and the imposition of the remedial sanctions as set forth below.
Accordingly, IT IS ORDERED that said proceedings be, and hereby are, instituted.
Based on this Order and Skousen's Offer, the Commission finds the following:
A. Skousen, age 48, resides in Novato, California. From January 1990 to November 1999, Skousen held Series 7 and 64 securities licenses. She worked as a registered representative for various broker-dealers from 1990 to 1993. She has been employed as a writer of research reports since 1995.
B. Nanopierce Technologies, Inc. ("Nanopierce"), formerly known as Sunlight Systems Ltd. and Mendell Denver Corp., is a Nevada corporation headquartered in Denver, Colorado. Nanopierce claims to be engaged in the design, development and licensing of products using its patented technology, which improves electrical, thermal and mechanical characteristics of electronic products. Nanopierce's common stock is traded on the OTC Bulletin Board (a service of Nasdaq Stock Market, Inc.) ("Bulletin Board"), and the company has filed reports with the Commission since July 1996.
C. Winners Internet Network, Inc. ("Winners") is a Nevada corporation headquartered in Liechtenstein. Prior to March 2001, Winners was headquartered in St. Augustine, Florida. Winners claims to provide online financial processing for internet casinos using Winners' proprietary processing software and plans to provide financial processing and internet banking services to other e-commerce companies. Winners' common stock is traded on the Pink Sheets, and the company has filed reports with the Commission since December 1999.
D. Infe.Com, Inc. ("INFE"), formerly known as Infocall Communications Corp., is a Florida corporation headquartered in Vienna, Virginia. INFE claims to provide core infrastructure services, access to working capital, and merger partners for emerging growth public and private companies that focus in technology. INFE's common stock is traded on the Bulletin Board, and the company has filed reports with the Commission since December 1999.
E. Searchhound.Com ("Searchhound"), formerly known as Pan International Gaming, Inc., is a Nevada corporation headquartered in Kansas City, Missouri. Searchhound claims to be an Internet property that provides a content filtering search engine for the Internet under the trade name of Searchhound.com. Searchhound's common stock is traded on the Bulletin Board, and the company has filed reports with the Commission since February 1998.
F. Myweb Inc.Com. ("MyWeb") is a Nevada corporation headquartered in Malasia. MyWeb claims to be "a major Asian Internet online services company which utilizes alternative access devices as a means of distributing portal services" to customers. In 1999, the company, then known as Asia Media Communications, Ltd., acquired all of the issued and outstanding stock of a Malasian entity, and changed its name to MyWeb. MyWeb's common stock is traded on the American Stock Exchange, and the company has filed reports with the Commission since 1988.
G. Nanopierce, Winners, INFE, Searchhound and MyWeb are penny stocks within the meaning of Sections 15(b)(6) and 3(a)(51) of the Exchange Act and Rule 3a51-1 thereunder.
H. On March 6, 2002, in Securities and Exchange Commission v. Christina Skousen, individually and doing business as CSK Securities Research (Civil No. C02-0894-VRW ) (N.D. Cal.), the United States District Court for the Northern District of California entered a final judgment permanently enjoining Skousen from violating Section 17(b) of the Securities Act of 1933 ("Securities Act"), and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder.
I. The injunction was based on the Commission's allegations that between approximately May 1999 and December 2000, Skousen wrote research reports touting eight microcap issuers, including Nanopierce, Winners, INFE, Searchhound and MyWeb. Skousen's reports for all of the issuers except MyWeb contained false and misleading financial and stock price projections. The projections lacked a reasonable basis because, among other things: (1) they were not supported by the financial track records of the issuers; (2) certain of the issuers, including INFE and Nanopierce, were the subject of going concern audit opinions; and (3) six of the issuers, including Nanopierce, Winners, and Searchhound, required significant additional financing, which was not assured, to implement their business plans or continue in operation. Skousen's reports for the same issuers also contained arbitrary projected stock prices. In addition, Skousen falsely represented that Searchhound was "well-capitalized" when it had previously disclosed that it required additional working capital in order to continue as a going concern. Skousen's reports touting Winners and MyWeb failed to disclose compensation that she directly or indirectly received from these issuers. Skousen's reports caused the price and/or volume of the stock of six of the seven issuers to increase significantly in the short term.
J. Skousen participated in offerings of the penny stocks of Nanopierce, Winners, INFE, Searchhound and MyWeb.
Based on the foregoing, the Commission deems it appropriate and in the public interest to impose the sanctions specified in the Respondent's Offer.
Accordingly, IT IS ORDERED that Respondent be, and hereby is, barred from participating in any offering of a penny stock, including: acting as a promoter, finder, consultant, agent or other person who engages 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.
By the Commission.
Jonathan G. Katz
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