Securities and Exchange Commission Suspends Trading in the Securities of Seven Issuers for Failure to Make Required Periodic Filings
The U.S. Securities and Exchange Commission announced the temporary suspension of trading in the securities of the following issuers, commencing at 9:30 a.m. EDT on May 6, 2009 and terminating at 11:59 p.m. EDT on May 19, 2009.
The Commission temporarily suspended trading in the securities of these seven issuers due to a lack of current and accurate information about the companies because they have not filed periodic reports with the Commission in over three years. This order was entered pursuant to Section 12(k) of the Securities Exchange Act of 1934 (Exchange Act).
The Commission cautions brokers, dealers, shareholders and prospective purchasers that they should carefully consider the foregoing information along with all other currently available information and any information subsequently issued by these companies.
Brokers and dealers should be alert to the fact that, pursuant to Exchange Act Rule 15c2-11, at the termination of the trading suspensions, no quotation may be entered relating to the securities of the subject companies unless and until the broker or dealer has strictly complied with all of the provisions of the rule. If any broker or dealer is uncertain as to what is required by the rule, it should refrain from entering quotations relating to the securities of these companies that have been subject to a trading suspension until such time as it has familiarized itself with the rule and is certain that all of its provisions have been met. Any broker or dealer with questions regarding the rule should contact the staff of the Securities and Exchange Commission in Washington, DC at (202) 551-5720. If any broker or dealer enters any quotation which is in violation of the rule, the Commission will consider the need for prompt enforcement action.
If any broker, dealer or other person has any information which may relate to this matter, they should immediately communicate it to the Delinquent Filings Branch of the Division of Enforcement at (202) 551-5466, or by e-mail at DelinquentFilings@sec.gov. (Rel. 34-59867)
Delinquent Filer's Stock Registration Revoked
The registration of the stock of Yellowbubble.com, Inc., has been revoked. The company had repeatedly failed to file required annual and quarterly reports with the Securities and Exchange Commission. Thus, it violated a crucial provision of the federal securities laws that requires public corporations to publicly disclose current, accurate financial information so that investors may make informed decisions. The revocations were ordered in an administrative proceeding before an administrative law judge. (Rel. 34-59862; File No. 3-13428)
Commission Orders Hearings on Registration Suspension or Revocation Against Seven Companies for Failure to Make Required Periodic Filings
In conjunction with today's trading suspension, the Commission today also instituted public administrative proceedings to determine whether to revoke or suspend for a period not exceeding twelve months the registration of each class of the securities of seven companies for failure to make required periodic filings with the Commission:
In this Order, the Division of Enforcement (Division) alleges that the seven issuers are delinquent in their required periodic filings with the Commission.
In this proceeding, instituted pursuant to Exchange Act Section 12(j), a hearing will be scheduled before an Administrative Law Judge. At the hearing, the judge will hear evidence from the Division and the respondents to determine whether the allegations of the Division contained in the Order, which the Division alleges constitute failures to comply with Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 thereunder, are true. The judge in the proceeding will then determine whether the registrations pursuant to Exchange Act Section 12 of each class of the securities of these respondents should be revoked or suspended for a period not exceeding twelve months. The Commission ordered that the Administrative Law Judge in this proceeding issue an initial decision not later than 120 days from the date of service of the order instituting proceedings. (Rel. 34-59868; File No. 3-13461)
SEC Approves Distribution Plan in the Matter of John W. Adams and AIP, LLC (Hawaiian Airlines, Inc.)
The Securities and Exchange Commission announced today that it has approved the distribution plan (Distribution Plan) filed by the Division of Enforcement for the distribution of monies in the matter of John W. Adams (Adams) and AIP, LLC (AIP).
On Sept. 23, 2004, the Commission issued an Order Instituting Cease-and Desist Proceedings, Making Findings, and Imposing a Cease-and-Desist Order Pursuant to Section 21C of the Securities Exchange Act of 1934 against Adams, the former Chief Executive Officer and Chairman of the Board of Hawaiian Airlines (Hawaiian) and AIP, Hawaiian's former controlling shareholder, Exchange Act Release No. 50427 (Order). In the Order, the Commission found that Adams and AIP caused Hawaiian to violate the Securities Exchange Act of 1934 in a June 2002 issuer tender offer in which Hawaiian repurchased $25 million of stock from its shareholders while failing to disclose that the company had suffered a severe economic downturn. Among other things, the Order directed AIP to pay $2,466,287 in disgorgement and prejudgment interest and Adams to pay $4,184 in disgorgement and prejudgment interest into an interest bearing escrow account and that the escrowed funds be disbursed only pursuant to an order of the Commission.
The Distribution Plan provides for distribution of the disgorgement and prejudgment interest of $2,470,471 paid by John W. Adams and AIP, LLC, plus any accumulated interest, less any federal, state, or local taxes on the interest. The proposed plan provides for distribution of the monies on a pro rata basis to the holders of Hawaiian's outstanding common stock at the close of market on June 27, 2002, who (a) did not tender their shares to Hawaiian in the tender offer; or (b) who tendered their shares but who timely withdrew that tender and whose shares were not purchased by Hawaiian in the tender offer. Each claimant shall receive a pro rata share of the Distribution Fund calculated by a Fund Administrator after payment of the Fund Administrator's reasonable fees and reimbursement of the Fund Administrator's reasonable costs and expenses. (Rel. 34-59870; File No. 3-11676)
Petition to Lift Temporary Suspension of William D. Shovers Denied
The Commission has denied the petition filed by William D. Shovers to lift the temporary suspension imposed on him pursuant to Commission Rule of Practice 102(e)(3). The Commission has also set the matter down for a hearing before an administrative law judge.
Shovers was temporarily suspended from appearing or practicing before the Commission after the District Court for the Eastern District of Michigan found that Shovers had violated antifraud and other provisions of the federal securities laws, and permanently enjoined him from violating, directly or indirectly, various provisions of the federal securities laws. (Rel. 34-59874; File No. 3-13412)
INVESTMENT COMPANY ACT RELEASES
Triangle Capital Corporation
An order has been issued on an application filed by Triangle Capital Corporation (Company), under Section 23(c)(3) of the Investment Company Act for an exemption from Section 23(c) of the Act. The order amends a prior order that permits the Company to issue restricted shares of its common stock under the terms of its employee and director compensation plan (Plan). The amended order permits the company, pursuant to the Plan, to engage in certain transactions that may constitute purchases by the Company of its own securities within the meaning of Section 23(c) of the Act. (Rel. IC-28718 - May 5)
BlackRock International Growth and Income Trust, et al.
An order has been issued on an application filed by BlackRock International Growth and Income Trust, et al. under Section 6(c) of the Investment Company Act for an exemption from Section 19(b) of the Act and Rule 19b-1 under the Act. The order permits certain registered closed-end management investment companies to make periodic distributions of long-term capital gains (i) with respect to their common stock as part of a managed distribution plan as frequently as twelve times each year, and (ii) with respect to their preferred stock as frequently as required by the terms of such preferred stock. (Rel. IC-28719 - May 5)
Washington National Life Insurance Company Separate Account B
An order has been issued pursuant to Section 8(f) of the Investment Company Act declaring that Washington National Life Insurance Company Separate Account B has ceased to be an investment company. (Rel. IC-28720 - May 5)
Accelerated Approval of Proposed Rule Change
The Commission issued notice of filing and granted accelerated approval of a proposed rule change submitted by NYSE Arca (SR-NYSEArca-2009-33), through its wholly owned subsidiary, NYSE Arca Equities, Inc., relating to the listing and trading of Safety First Trust Certificates Linked to the Dow Jones Industrial Average. Publication is expected in the Federal Register during the week of May 4. (Rel. 34-59861)
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