U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 20452 / February 8, 2008
Securities and Exchange Commission v. FacePrint Global Solutions, Inc. and Pierre Cote, Case No. 1:07-CV-01251-OWW (E.D. Cal.)
Court Enters Final Judgment, By Consent, Against Faceprint Global Solutions, Inc. and Pierre Cote
On January 31, 2008, United States District Judge Oliver W. Wanger of the United States District Court for the Eastern District of California entered Final Judgments as to Defendants FacePrint Global Solutions, Inc. and Pierre Cote, the CEO of FacePrint, based on their respective Consents to Final Judgment submitted to settle the Securities and Exchange Commission's case.
The Final Judgment entered against the company, to which FacePrint consented without admitting or denying the Commission's allegations, enjoins FacePrint from future violations of Sections 5(a) and 5(c) of the Securities Act of 1933 and Rule 102 of Regulation M of the Securities Exchange Act of 1934. The Final Judgment as to Cote, to which he consented without admitting or denying the Commission's allegations, enjoins Cote from violating Sections 5(a) and 5(c) of the Securities Act and Sections 13(d) and 16(a) of the Exchange Act and Rules 13d-1 and 16a-3 thereunder, and Rule 101 of Regulation M. Both judgments further provide that the defendants are jointly and severally liable for disgorgement with interest of $1,573,825, representing their profits from the illegal conduct alleged in the complaint, but the Judgments waive payment of disgorgement and do not impose civil penalties, based on the representations of the defendants in sworn financial statements. The Final Judgment against Cote also bars Cote from participating in any offering of penny stock.
The Commission's complaint, filed in August 2007, alleges that the Fresno, California-based software company, FacePrint, and Cote, as its CEO, conducted an illicit stock-selling scheme that raised nearly $1.5 million from the public. FacePrint was a start-up company attempting to develop facial recognition software for use in crime and terrorism prevention. The complaint alleges a scheme devised by defendants to finance the struggling company without conducting a properly-registered securities offering, through the sale of stock to the public through secretly controlled nominee accounts, timed to coincide with company press releases and spam e-mail campaigns. The complaint alleges each defendant illegally sold unregistered stock, and violated rules governing participation in a distribution of securities. The complaint also alleges Cote violated stock ownership reporting requirements.
For more information, see Litigation Release No. 20260 (August 30, 2007).