U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 23236 / April 9, 2015
Securities and Exchange Commission v. Janus Spectrum LLC et al., Civil Action No. 2:15-cv-00609-DGC
SEC Charges Firms and Individuals for Defrauding Investors in Cellular Licensing Scheme
On April 6, 2015, the Securities and Exchange Commission charged 12 companies and six individuals with defrauding investors in a scheme involving applications to the Federal Communications Commission (FCC) for cellular spectrum licenses.
According to the SEC's complaint filed in federal district court in Arizona, David Alcorn and Kent Maerki orchestrated the offering fraud through Janus Spectrum LLC, a Glendale, Ariz.-based company they founded and managed. Janus Spectrum held itself out as a service provider that prepares cellular spectrum license applications on behalf of third parties. The complaint alleges that although Alcorn and Maerki had third parties offer and sell securities based on the licenses to investors, they were personally involved in presentations to investors and Maerki appeared in misleading videos, including one called "Money from Thin Air."
The SEC alleges that investors in the scheme were promised potentially lucrative returns based on Janus Spectrum obtaining FCC licenses in the Expansion Band and Guard Band portions of the 800 megahertz (MHz) band. Janus Spectrum and the fundraising entities claimed that investors could profit because Sprint and other major wireless carriers needed licenses in this spectrum. In fact, the value of the licenses was small because this spectrum cannot support cellular systems and is generally used for "push-to-talk" services for local law enforcement or businesses like pizza delivery companies that require less bandwidth.
The SEC's complaint alleges that the scheme raised more than $12.4 million from investors from May 2012 to October 2014. The fundraising entities funneled a significant percentage of the investors' funds to Janus Spectrum, which used only a small portion to prepare applications for FCC licenses. The complaint alleges that instead, all of the individuals in the scheme kept a significant portion of investor funds for personal use.
Four individuals and 11 companies were named as fundraising entities:
The SEC's complaint alleges that all of the defendants violated Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder. In addition, the SEC's complaint alleges that Janus Spectrum, Alcorn, Maerki, Bank, Jones, Johnson, and Chadwick violated Section 15(a) of the Exchange Act. The SEC also seeks permanent injunctions, disgorgement plus prejudgment interest, and civil penalties against all defendants.
The SEC's investigation was conducted by Sana Muttalib and Lorraine Pearson and supervised by Victoria A. Levin of the Los Angeles office. The litigation will be handled by Sam Puathasnanon. The SEC appreciates the assistance of the Texas State Securities Board and the Federal Communications Commission.