U.S. SECURITIES AND EXCHANGE COMMISSION
Litigation Release No. 19902 / November 8, 2006
Securities and Exchange Commission v. Mervin George Fiessel and Robert Michael Doherty, Civil Action No. 1:06-CV-1260 (E.D. Va., Nov. 8, 2006)
SEC and British Columbia Securities Commission Charge Two Canadians with Greyfield Stock Manipulation
Case Involves Illegal Takeover and Manipulation of Pink Sheet Company
The Securities and Exchange Commission and the British Columbia Securities Commission (BCSC) today simultaneously announced settled cases against British Columbia residents Mervin Fiessel, 61, and Robert Doherty, 42, in a market manipulation scheme involving a Nevada company, Greyfield Capital, Inc., and a British Columbia car dealership called the Autorama that was falsely touted as "quickly becoming the largest dealership in [Western] Canada." Greyfield traded under the symbol GRYF on the U.S. over-the-counter market and was quoted on the pink sheets.
The Complaint alleges the following:
(1) Fiessel, Doherty and others (either collectively or individually the "Greyfield Promoters") misappropriated Greyfield Nevada and its trading symbol GRYF through a series of unauthorized corporate actions, reincorporated the company in Oregon ("Greyfield Oregon"), and claimed that Greyfield Oregon had acquired the Autorama. As a result, the original shareholders of Greyfield complained that the identity of their company had been stolen.
(2) The Greyfield Promoters then improperly issued hundreds of millions of new shares of Greyfield Oregon and conditioned the market with false and misleading publicity about Greyfield Oregon, its management and the Autorama.
(3) Almost immediately thereafter, Fiessel and others began selling tens of millions of Greyfield Oregon shares.
Without admitting or denying the allegations in the complaint, Fiessel and Doherty consented to: (1) injunctions against future violations of Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933; (2) officer and director bars; and (3) penny stock bars. Fiessel also consented to liability for disgorgement of $147,486.60 plus prejudgment interest of $7,634. Doherty consented to liability for disgorgement of $26,125.40. Doherty's obligation to pay prejudgment interest of $1,626.32 was waived and no penalty was imposed based on his sworn Statement of Financial Condition.
The BCSC simultaneously announced settlements with Fiessel and Doherty pursuant to which Fiessel also agreed to pay an additional monetary sanction of Cdn.$144,445 to the BCSC. The BCSC did not impose a monetary sanction on Doherty based on his sworn Statement of Financial Condition. The BCSC imposed additional non-monetary sanctions on the two British Columbia residents.
On July 27, 2005, the Commission issued an Order suspending trading in Greyfield common stock for ten days because of, among other things, questions as to whether the company was validly reorganized as an Oregon company; the identity of its officers and directors; and whether there had been inaccurate statements about what line of business it was in. See Securities Exchange Act of 1934 Release No. 52127 (July 27, 2005).
The Commission wishes to thank the Jersey Financial Services Commission and the British Columbia Securities Commission for their assistance in this ongoing investigation.
The Commission has published guidance for investors concerning investments in microcap stocks. See: http://www.sec.gov/investor/pubs/microcapstock.htm.