UNITED STATES SECURITIES AND EXCHANGE COMMISSION
LITIGATION RELEASE NO. 16651 / August 14, 2000
SECURITIES AND EXCHANGE COMMISSION V. BROADBAND WIRELESS INTERNATIONAL CORPORATION, BROADCOM WIRELESS COMMUNICATIONS CORPORATION, IVAN W. WEBB and DONALD L. KNIGHT, Defendants; and BLACK GIANT RESOURCES CORPORATION, BROADBAND WIRELESS COMMUNICATIONS CORPORATION, MEDSCAN TECHNOLOGIES, INC., and KIMBERLY KNIGHT, Relief-Defendants. Civil Action No. 00-1375-R (USDC/W.D. Okl)
Federal and State Regulators File Coordinated Actions to Halt Stock Manipulation Scheme Orchestrated By Recidivists
The United States Securities and Exchange Commission ("SEC") and the Oklahoma Department of Securities ("ODS") announced that they have filed coordinated enforcement lawsuits in federal and state district courts to halt an alleged "pump and dump" stock manipulation scheme involving the securities of Broadband Wireless International Corporation ("BBAN"). BBAN is a Nevada Corporation with offices in Cisco, Texas and Oklahoma City. Its common stock trades in the over the counter market on the NASD OTC Bulletin Board under the symbol "BBAN." On August 11, 2000, U.S. District Judge Tim Leonard, entered orders freezing the assets of all defendants and relief defendants and appointing a federal court receiver for the corporate defendants and relief defendants.
The lawsuits allege that the scheme was primarily orchestrated by two individuals with histories of prior problems with regulators and law enforcement agencies, namely, Donald L. Knight ("Knight"), a convicted felon, and Ivan W. Webb ("Webb"), BBAN's president, who was charged with fraud in a prior SEC lawsuit. Knight pled guilty in 1990 to wire fraud in connection with a securities scheme, for which he previously was incarcerated and remains on probation. Webb was permanently enjoined by a federal court from engaging in violations of the federal securities laws in 1982 and was ordered to cease and desist from violations of Kansas securities laws in 1992.
According to the SEC and ODS, in the fall of 1999, Knight, operating through one of his several "nominee" companies, BroadCom Wireless Communications Corporation ("BroadCom"), acquired control of BBAN, a struggling public oil and gas company, and changed the company's stated business purpose to "telecommunications." Over the next several months, Knight and Webb caused BBAN to issue press releases and file reports with the SEC which fraudulently touted the company's purported acquisition of several private telecommunications companies. Knight and Webb further hyped the acquisitions and BBAN's favorable business prospects on the company's website and the "Raging Bull" Internet bulletin board.
The SEC and ODS further allege that these promotional or "pumping" efforts resulted in a dramatic rise in the price of BBAN's stock. In late 1999, shortly after Knight acquired control of the company, BBAN stock was trading at about $.12 per share. By February 2000, the price had increased by 10,000% to more than $12 per share. Concurrently, Knight sold or "dumped" millions of shares of restricted BBAN stock he held in the name of BroadCom to investors, reaping at least $5 million. Unbeknownst to these investors and to the public marketplace, BBAN did not have the financial wherewithal to consummate any of the acquisitions it touted and eventually defaulted on each one. Moreover, investors who bought shares through Knight were falsely led to believe that they were purchasing shares directly from BBAN and that their funds were earmarked for the company's operations. These investors also were falsely led to believe that they were buying BBAN shares that they could freely sell into the market within 90 days.
Knight and Webb later caused BBAN to file a false and misleading registration statement with the SEC on Form S-8. The registration statement falsely represented that the registered shares were for legitimate company consultants and employee purposes when, in fact, they were not. Later, Knight, in an effort to re-gain control over BBAN from Webb, caused BroadCom to conduct a fraudulent Internet proxy solicitation.
Both the SEC and ODS worked closely with the Federal Bureau of Investigation in this matter. The U.S. Attorney for the Western District of Oklahoma has filed a Petition in U.S. District Court seeking to revoke Knight's criminal probation.
The SEC's complaint charges that Knight, Webb, BBAN and BroadCom violated Sections 5(a), 5(c) and 17(a) of the Securities Act of 1933 ("Securities Act") and Section 10(b) of the Securities Exchange Act of 1934 ("Exchange Act") and Rule 10b-5 thereunder. Further, the complaint charges that BBAN, aided and abetted by Webb, violated Section 13(a) of the Exchange Act and Rules 12b-20, 13a-11 and 13a-13 thereunder. Knight and BroadCom also are alleged to have violated Sections 13(d) of the Exchange Act and Rules 13d-1 and 13d-2 thereunder. Finally, the complaint charges that BroadCom, aided and abetted by Knight, violated Section 14(a) of the Exchange Act and Rules 14a-3, 14a-6 and 14a-9. In addition to the emergency relief set out above, the Commission seeks preliminary and permanent injunctions, disgorgement and civil penalties against Knight, BroadCom, Webb and BBAN, and disgorgement against the relief defendants.
The ODS Petition for relief setting forth the alleged violations of the Oklahoma Securities Act and relief being sought in state court may be found on the ODS website at <www.securities.state.ok.us>.