Knox et al.;
SEC Obtains Final Judgments Ordering Entities to Pay Over $15 Million for Facilitating International Fraud Scheme
Litigation Release No. 25412 / June 8, 2022
Securities and Exchange Commission v. Knox et al.;, ivil Action No. 1:18-cv-12058 (D. Mass. filed October 2, 2018)
The Securities and Exchange Commission announced that it obtained final judgments against six entities controlled by Michael Gastauer, of Germany, and two entities as relief defendants, for their role in an international scheme that generated more than $165 million of illegal sales of stock on the U.S. markets in at least 50 microcap companies. The final judgments order the entities to pay over $15 million.
On October 2, 2018, the SEC charged Gastauer and six U.S.-based entities that he controlled, Silverton SA Inc., Wintercap SA Inc., WB21 US Inc., WB21 NA Inc., C Capital Corp., and B2 Cap Inc., (together, the "Entities") with aiding and abetting a microcap fraud orchestrated by U.K. citizen Roger Knox and his Swiss entity, Wintercap SA. The SEC's complaint alleges that Knox and Wintercap SA helped sellers of large volumes of microcap securities evade U.S. securities laws that restrict sales by controlling shareholders. According to the complaint, Knox used Wintercap SA to conceal sellers' stock ownership by providing them anonymous access to offshore brokerage accounts, and Gastauer used his six entities' U.S. bank accounts to disburse the proceeds of those illegal stock sales.
In a parallel criminal action brought by the U.S. Attorney for the District of Massachusetts, on October 23, 2018, a federal grand jury in Massachusetts indicted Knox on one count of securities fraud and one count of conspiracy to commit securities fraud. Knox pled guilty on January 13, 2020. His sentencing remains pending.
On June 3, 2022, the Court granted the Commission's motion for summary judgment as to the Entities and entered final judgments permanently enjoining the Entities from violating the antifraud provisions of Section 17(a) of the Securities Act of 1933 ("Securities Act") and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder and the registration provisions of Section 5 of the Securities Act. The Entities were ordered to pay civil penalties of $1,035,909 each and joint and several disgorgement up to the amount of $11,264,415 with prejudgment interest of $1,736,559. Relief defendant B21 Ltd. was ordered to pay disgorgement in the amount of $824,689 with prejudgment interest of $119,266, for a total of $943,955 and relief defendant WB21 DMCC was ordered to pay disgorgement in the amount of $554,460 with prejudgment interest of $80,185, for a total of $634,645.
The SEC's ongoing case against Raimund Gastauer, Knox, Wintercap SA, and Shamal International is being handled by Trevor Donelan, Kathleen Shields, Jonathan Allen, Nita Klunder, and Amy Gwiazda in the Boston Regional Office.