Commission Revokes Exchange Act Registration Of American Stellar Energy, Inc. (N/K/A Tara Gold Resources Corp.)
The Commission has revoked the registration of the securities of American Stellar Energy, Inc. (n/k/a Tara Gold Resources Corp.), pursuant to Section 12(j) of the Securities Exchange Act of 1934. The Commission found that the company violated Exchange Act Section 13(a) and Rules 13a-1 and 13a-13 by failing to file its 2008 audited annual report and quarterly reports from 2008 and 2009. The Commission also found that all of the required period reports filed after the issuance of the Commission's Order Instituting Proceedings had been delinquent, with the exception of the March 2011 quarterly report. The Commission determined that this failure to file was serious, recurrent and evidenced a high degree of culpability. The Commission concluded that revoking the registration of the company's registered securities was warranted for the protection of investors. (Rel. 34-64897; File No.: 3-13881).
SEC Obtains Injunction and Over $112,000 In Monetary Relief Against Former Private Equity Associate Found Liable In Insider Trading Ring
The Securities and Exchange Commission announced that The Honorable Susan Illston of the United States District Court for the Northern District of California on July 14, 2011 ordered former TPG Capital, L.P. (“TPG”) private equity associate Vinayak S. Gowrish to pay in excess of $112,000, consisting of $12,000 in disgorgement (with interest to be calculated thereon) and a $100,000 civil penalty, for his role in a serial insider trading ring. Judge Illston also issued a permanent injunction against Gowrish enjoining him from future violations of the antifraud provisions of the federal securities laws (Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder). A federal jury on February 3, 2011 found Gowrish liable for illegally tipping material, nonpublic information that TPG was in negotiations to acquire three separate publicly traded companies: Sabre Holdings Corp. (“Sabre”), TXU Corp. (“TXU”), and Alliance Data Systems Corp. (“ADS”).
The Commission’s complaint alleged – and the jury found – that Gowrish, a former associate at multi-billion dollar private equity firm TPG, misappropriated material nonpublic information from his employer in connection with TPG’s negotiations to acquire Sabre, TXU, and ADS. Gowrish tipped the confidential acquisition information to his long-time friend, Adnan Zaman, a former investment banker at Lazard Frères & Co. LLC. Zaman, in turn, tipped the information to their two friends, Pascal S. Vaghar and Sameer N. Khoury. On the basis of the information provided by Gowrish through Zaman, Vaghar and Khoury then traded Sabre, TXU, and ADS securities, realizing approximately $375,000 in illicit profits. The Commission’s complaint alleged that, in exchange for the confidential information, Vaghar provided cash kickbacks to both Gowrish and Zaman. The jury found that Gowrish violated Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder.
Zaman, Vaghar, and Khoury previously consented to the entry of final judgments permanently enjoining them from violations of Section 10(b) of the Exchange Act and Rule 10b-5 thereunder. Zaman and Vaghar were also enjoined from violations of Section 14(e) of the Exchange Act and Rule 14e-3 thereunder. Zaman is currently serving a 26-month federal prison sentence for his role in the scheme. [SEC v. Vinayak S. Gowrish, 09-CV- 5883 (SI) (N.D. Cal.)] (LR- 22039).
District Court Orders West To Pay $1,254,975.43 in Disgorgement, Prejudgment Interest and Civil Penalty
The Commission announced that the Honorable John Antoon II, Senior District Judge of the United States District Court for the Middle District of Florida granted the Commission’s Motions to Set Disgorgement and Civil Penalty Amounts as to Defendant Darrel West. The Court ordered West to pay disgorgement of $606,413.31 (representing profits gained as a result of the conduct alleged against him in the Complaint) together with prejudgment interest thereon in the amount of $42,148.81. The Court also ordered West to pay a civil penalty in the amount of $606,413.31 for a total liability of $1,254,975.43. West controlled Defendant Own My Travel, LLC. Previously, the Court entered Judgments of Permanent Injunction against West and Own My Travel. The Judgments, entered by consent, enjoin West and Own My Travel from violating Sections 5(a), 5(c), and 17(a) of the Securities Act of 1933, and Section 10(b) and Rule 10b-5 of the Securities Exchange Act of 1934. The Commission voluntarily dismissed with prejudice its previous claims for disgorgement and civil penalties against Own My Travel and disgorgement against Professionally Assisted Marketing, Inc. as both companies are currently defunct.
The Commission filed its complaint on August 14, 2009, against West, Own My Travel and Professionally Assisted Marketing, LLC as a relief defendant. The complaint alleged the defendants misrepresented Own My Travel as a legitimate multi-level marketing company when it was actually a fraudulent pyramid scheme premised on the sale of memberships and thus destined to collapse, leaving investors with substantial losses. The complaint also alleged that West and Own My Travel misled investors about Own My Travel’s business structure and how it generated revenue, the future commissions investors would purportedly receive on a monthly basis, the risks associated with the Own My Travel investment, and West’s failures running a similar predecessor company. [SEC v. Darrel West et al., Case No. 6:09-CV-1419 (M.D. Fla.)] (LR-22041).
SEC Obtains Final Judgment as to Defendant Danielle Chiesi
The SEC announced that the Honorable Jed S. Rakoff, United States District Judge, United States District Court for the Southern District of New York, entered a Final Judgment as to Danielle Chiesi on July 12, 2011, in the SEC’s insider trading case, SEC v. Galleon Management, LP, et al., 09-CV-8811 (SDNY) (JSR). The SEC filed its action on October 16, 2009, against Raj Rajaratnam, Galleon Management, LP, Danielle Chiesi and others, alleging a widespread insider trading scheme involving hedge funds, industry professionals, and corporate insiders.
At the time of the alleged conduct, Chiesi was a consultant and portfolio manager at New Castle Funds LLC, formerly a registered hedge fund investment adviser. The SEC alleged that Chiesi traded on and tipped others to material, nonpublic information she learned from corporate insiders about Akamai Technologies, Inc., Sun Microsystems, Inc., IBM, and Advanced Micro Devices Inc.
The Final Judgment entered against Chiesi: (1) permanently enjoins her from violations of Section 10(b) of the Exchange Act of 1934 (“Exchange Act”) and Exchange Act Rule 10b-5, and Section 17(a) of the Securities Act of 1933 (“Securities Act”); and (2) orders her liable for disgorgement of ill-gotten gains of $500,000, together with prejudgment interest of $40,534.90, for a total of $540,534.90. Chiesi awaits sentencing in a parallel criminal action against her in which she pleaded guilty, United States v. Chiesi, 10 CR 1184 (RJH) (SDNY). [SEC v. Galleon Management, LP, et al., Civil Action No. 09-CV-8811 (SDNY) (JSR)] (LR- 22042)
SEC Charges James M. Peister and Northstar International Group, Inc. For Conducting Ponzi Scheme
On July 14, 2011, the Securities and Exchange Commission filed a settled civil action in the United States District Court for the Eastern District of New York against James M. Peister and Northstar International Group, Inc. (Northstar). The Commission’s complaint alleges that, from 2003 through 2009, Peister and Northstar intentionally overstated the assets of the North American Globex Fund, LP (Globex Fund) and in so doing they: (1) provided investors and prospective investors with materially false and misleading sales materials claiming an improbable track record of consistent positive monthly returns; (2) issued materially false and misleading account statements to Globex Fund investors; and (3) issued materially false and misleading financial statements. Peister and Northstar engaged in this conduct at a time when the Globex Fund’s actual assets made it impossible to repay all investors either their principal or their share of the purported gain. Furthermore, in order to perpetuate the fraudulent scheme Peister and Northstar continued to solicit new investors.
Peister and Northstar have agreed to settle the Commission’s charges, without admitting or denying the complaint’s allegations. Under the settlement, Peister and Northstar consented to a judgment permanently enjoining them from violating Section 17(a) of the Securities Act of 1933 (Securities Act), Section 10(b) of the Securities and Exchange Act (Exchange Act) and Rule 10b-5 thereunder, and Sections 206(1), 206(2) and 206(4) of the Investment Advisers Act of 1940 (Advisers Act) and Rule 206(4)-8 thereunder. The judgment provides that the amounts of any disgorgement and civil penalties will be determined at a later date. The proposed judgments are subject to court approval. [SEC v. James M. Peister, et al., Civil Action No. 11-cv-3386 (E.D.N.Y.)] (LR- 22043)
SEC Obtains Final Judgment Against Daniel L. DeVore
The SEC announced that the Honorable Jed S. Rakoff, United States District Judge, United States District Court for the Southern District of New York, entered a Final Judgment as to Daniel L. DeVore on July 12, 2011, in the SEC’s insider trading case, SEC v. Mark Anthony Longoria, et al., 11-CV-0753 (SDNY) (JSR). The SEC filed its Complaint on February 3, 2011, charging two expert network employees and four consultants with insider trading for illegally tipping hedge funds and other investors. On February 8, 2011, the SEC filed an Amended Complaint, charging a New York-based hedge fund and four hedge fund portfolio managers and analysts who illegally traded on confidential information obtained from technology company employees moonlighting as expert network consultants. The scheme netted more than $30 million from trades based on material, nonpublic information about such companies as AMD, Seagate Technology, Western Digital, Fairchild Semiconductor, and Marvell. The charges were the first against traders in the SEC's ongoing investigation of insider trading involving expert networks.
The SEC alleged that DeVore, a Global Supply Manager at Dell, was privy to confidential information about Dell’s internal sales forecasts as well as information about the pricing and volume of Dell’s purchases from its suppliers. DeVore regularly provided Primary Global Research LLC (“PGR”) and PGR clients with this inside information so it could be used to trade securities. From 2008 to 2010, DeVore received approximately $145,000 for talking to PGR and its clients.
The Final Judgment entered against DeVore: (1) permanently enjoins him from violations of Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”), Exchange Act Rule 10b-5, and Section 17(a) of the Securities Act of 1933; (2) orders him liable for disgorgement of ill-gotten gains of $145,750, together with prejudgment interest of $6,098.50, for a total of $151,848.50; and (3) permanently bars him from acting as an officer or director of a public company. Based on DeVore’s agreement to cooperate with the SEC, the Court is not ordering Defendant to pay a civil penalty. [SEC v. Mark Anthony Longoria, et al., Civil Action No. 11-CV- 0753 (SDNY) (JSR)] (LR- 22044).
Court Enters Final Judgment Against Defendant Glenn R. Harris
The Securities and Exchange Commission announced that on July 12, 2011, the Honorable Leonard D. Wexler of the United States District Court for the Eastern District of New York entered a final judgment on consent against Defendant Glenn R. Harris, a former registered representative of Advanced Planning Securities, Inc., a former registered broker-dealer. The judgment (i) permanently enjoins Harris from violating Section 5 of the Securities Act of 1933 and (ii) finds Harris liable for disgorgement and prejudgment interest of $673,989, but waives payment of that amount and imposes no civil penalty based on Harris’s bankruptcy petition in the United States Bankruptcy Court for the Northern District of California, sworn bankruptcy schedules, and other documents. Harris consented to the entry of the judgment without admitting or denying any of the allegations of the Commission’s complaint.
The Commission’s complaint, filed on October 22, 2009, alleges that from 2004 through 2006, Harris violated the registration provisions of the securities laws by selling securities for which there was no registration statement in effect. Among other things, the complaint alleges that Harris sold securities to elderly, unsophisticated investors who could not have been expected to understand the risks associated with the investments.
In addition to the relief described above, Harris consented to the entry of an order in a separate Commission administrative proceeding barring him from association with any broker, dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized statistical rating agency, and from participating in any offering of a penny stock, with the right to apply for reentry after eighteen months. [SEC v. Charles C. Slowey, Jr., et al., Civil Action No. 09 Civ. 4547 (LDW) (ETB) (E.D.N.Y.)] (LR-22045)
Consent Judgments Against Robert D. Orr, Leland G. Orr, Michael S. Lowry, Michael S. Hess, and Travis W. Vrbas, Former Senior Executives of Kansas-based Brooke Corporation and its other, publicly-traded subsidiaries.
The Securities and Exchange Commission announced that the United States District Court for the District of Kansas entered judgments, dated July 13, 2011, against five former senior executives of Kansas-based Brooke Corporation and its other, publicly-traded subsidiaries, Brooke Capital Corporation, an insurance agency franchisor, and Aleritas Capital Corporation, a lender to insurance agency franchises and other businesses. Robert D. Orr, Leland G. Orr, Michael S. Lowry, Michael S. Hess, and Travis W. Vrbas, without admitting or denying the Commission’s allegations, consented to judgments enjoining them from future violations of the federal securities laws, barring them from serving as officers or directors of public companies, and requiring the payment of disgorgement and penalties. The SEC Complaint alleges that in SEC filings and other public statements for year-end 2007, and the first and second quarters of 2008, senior executives at the Brooke companies misrepresented, among other things, the number of Brooke Capital franchisees, and their financial health, the deterioration of Aleritas’ corresponding loan portfolio, and the increasingly dire liquidity and financial condition of the Brooke companies.
The judgments enjoin each of the defendants from violating Sections 17(a)(1) and 17(a)(3) of the Securities Act of 1933, and Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 (“Exchange Act”) and Rules 10b-5 and 13b2-1 thereunder, and from aiding and abetting violations Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act and Rules 12b-20 and 13a-13 thereunder. The judgments further enjoin Robert Orr, Leland Orr, Lowry, and Hess from violating Exchange Act Rule 13b2-2; Robert Orr, Leland Orr, Hess, and Vrbas from violating Exchange Act Rule 13a-14 and from aiding and abetting violations of Rule 13a-1; Robert Orr and Hess from aiding and abetting violations of Exchange Act Rule 13a-11; and Robert Orr from violating Exchange Act Section 16(a) and Rule 16a-3 thereunder.
In addition to the injunctions, the judgments bar the defendants from serving as an officer or director of a public company. Lowry’s judgment requires him to pay a $175,000 civil penalty and disgorgement of $214,500, with prejudgment interest of $24,004.91. Hess’ judgment requires him to pay a $250,000 civil penalty, and Vrbas’ judgment requires him to pay a $130,000 civil penalty. The judgments against Robert Orr and Leland Orr require them to pay civil penalties and disgorgement in amounts to be determined by the Court. (LR-22046). [SEC v. Robert D. Orr, Leland G. Orr, Michael S. Lowry, Michael S. Hess, Kyle L. Garst, and Travis W. Vrbas, Case No. 11-CV-2251 WEB/KGG (D. Kansas)] (LR-22046).
In the Matter of Kadar M. Josey
The United States Securities and Exchange Commission (Commission) announced the issuance of an Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934, Making Findings, and Imposing Remedial Sanctions (Order) against Kadar M. Josey (Josey). The Order finds that Josey was the secretary and chief financial officer of Elite Resources LLC (Elite) and the secretary of Elite3 Holding Corp (Elite3), and that Josey acted as unregistered broker-dealer by representing to investors that they could acquire bank guarantees in exchange for a percentage of the face value of the guarantee or for a fee. On June 23, 2011, a judgment was entered by consent against Josey, permanently enjoining him from future violations of Sections 5(a) and (c) and 17(a) of the Securities Act of 1933, Sections 10(b) and 15(a) of the Securities Exchange Act of 1934 and Rule 10b-5 promulgated thereunder, in the civil action entitled Securities and Exchange Commission v. Elite Resources, et al., Civil Action Number 1:10-CV-3522, in the United States District Court for the Northern District of Georgia.
The Order finds that the Commission’s complaint alleged the following facts: From at least April 8, 2010 through at least August 20, 2010, Josey, along with his co-defendant Patricia Diane Gruber, and the companies they operated, Elite and Elite3, raised approximately $2.85 million from at least nine investors. In raising these funds, the defendants represented that investors could draw upon bank issued guarantees worth millions of dollars, in one case representing a 40,000% return on investment, without having to repay the withdrawn funds. The defendants further represented that investor funds would be held in escrow until the bank guarantees were issued. Both of these representations were false in that no such bank guarantees existed and that defendants used almost all of the funds for several undisclosed purposes immediately upon receipt. When investors demanded performance, the defendants provided them with a fictitious guarantee certificate purportedly issued by Barclays Bank.
Based on the above, the Order bars Josey from association with any broker, dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized statistical rating organization and from participating in any offering of a penny stock, including: acting as a promoter, finder, consultant, agent or other person who engages in activities with a broker, dealer or issuer for purposes of the issuance or trading in any penny stock, or inducing or attempting to induce the purchase or sale of any penny stock. Josey consented to the issuance of the Order without admitting or denying any of the findings in the Order, except he admitted the entry of the injunction. (Rel. 34-64912; File No. 3-14469
Delinquent Filer’s Stock Registration Revoked
The registration of the securities of Communitronics of America, Inc. (n/k/a RPM Advantage, Inc.), has been revoked. It 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 revocation was ordered in an administrative proceeding before an administrative law judge. (Initial Decision No. 423; File No. 3-14301)
A proposed rule change filed by NASDAQ OMX PHLX LLC (SR-Phlx-2011-98) to correct a typographical error in Rule 1020 has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of July 18th. (Rel. 34-64891)
Notice of Proposed Rule Changes
NASDAQ OMX BX, Inc. filed with the Securities and Exchange Commission a proposed rule change under Rule 19b-4 (SR-BX-2011-045) requesting permanent approval of pilot program to permit BOX to accept inbound routes by NOS. Publication is expected in the Federal Register during the week of July 18th. (Rel. 34-64896)
Notice of Designation of a Longer Period for Commission Action
The Commission has designated a longer period within which to take action on a proposed rule change (SR-BATS-2011-018), submitted by BATS Exchange, Inc. pursuant to Rule 19b-4 under the Securities Exchange Act of 1934, to adopt rules for the qualification, listing, and delisting of companies on the Exchange. Publication is expected in the Federal Register during the week of July 18th. (Rel. 34-64889)
The following registration statements have been filed with the SEC under the Securities Act of 1933. The reported information appears as follows: Form, Name, Address and Phone Number (if available) of the issuer of the security; Title and the number and/or face amount of the securities being offered; Name of the managing underwriter or depositor (if applicable); File number and date filed; Assigned Branch; and a designation if the statement is a New Issue.
Registration statements may be viewed in person in the Commission's Public Reference Branch at 100 F Street, N.E., Washington, D.C. To obtain paper copies, please refer to information on the Commission's Web site at http://www.sec.gov/answers/publicdocs.htm. In most cases, you can view and download this information by using the search function located at http://www.sec.gov/edgar/searchedgar/companysearch.html.
S-3 ORBCOMM Inc., 2115 LINWOOD AVENUE, SUITE 100, FORT LEE, NJ, 07024, 201-363-4900 - 2,455,988 ($7,785,481.96) Equity, (File 333-175577 - Jul. 15) (BR. 11A) S-3 PROVECTUS PHARMACEUTICALS INC, 7327 OAK RIDGE HWY, SUITE B, KNOXVILLE, TN, 37931, 865-769-4011 - 0 ($50,000,000.00) Equity, (File 333-175578 - Jul. 15) (BR. 01B) S-1 Norwegian Cruise Line Holdings Ltd., 7665 CORPORATE DRIVE, MIAMI, FL, 33126, 305-436-4000 - 0 ($250,000,000.00) Equity, (File 333-175579 - Jul. 15) (BR. ) S-3 PREMIER EXHIBITIONS, INC., 3340 PEACHTREE ROAD NE, SUITE 900, ATLANTA, GA, 30326, 404-842-2600 - 0 ($9,166,111.00) Equity, (File 333-175581 - Jul. 15) (BR. 05B) S-3ASR BOTTOMLINE TECHNOLOGIES INC /DE/, 325 CORPORATE DRIVE, PORTSMOUTH, NH, 03801, 6034360700 - 0 ($0.00) Unallocated (Universal) Shelf, (File 333-175582 - Jul. 15) (BR. 03A) S-3D American Realty Capital Trust, Inc., 106 OLD YORK ROAD, JENKINTOWN, PA, 19046, 215.887.2189 - 0 ($228,000,000.00) Equity, (File 333-175589 - Jul. 15) (BR. 08B) S-1 VITAS GROUP, INC., ITALIA #32-81 Y MARIANA DE JESUS, QUITO, H1, EC 170102, 011593026000404 - 2,000,000 ($100,000.00) Equity, (File 333-175590 - Jul. 15) (BR. ) S-4 UNIVERSAL AMERICAN CORP., SIX INTERNATIONAL DRIVE, SUITE 190, RYE BROOK, NY, 10573, 914-934-5200 - 0 ($40,000,000.00) Equity, (File 333-175591 - Jul. 15) (BR. 01C) S-3 PHARMACYCLICS INC, PHARMACYCLICS INC, 995 E ARQUES AVE, SUNNYVALE, CA, 94085-4521, 408 774 0330 - 0 ($150,000,000.00) Unallocated (Universal) Shelf, (File 333-175592 - Jul. 15) (BR. 01B) S-8 DATALINK CORP, 7423 WASHINGTON AVENUE SOUTH, MINNEAPOLIS, MN, 55439, 6129443462 - 0 ($10,769,687.50) Equity, (File 333-175593 - Jul. 15) (BR. 03A) S-4 BURLINGTON COAT FACTORY WAREHOUSE CORP, 1830 RTE 130, BURLINGTON, NJ, 08016, 6093877800 - 0 ($450,000,000.00) Non-Convertible Debt, (File 333-175594 - Jul. 15) (BR. 02C) S-1 Demandware Inc, 1050 WINTER STREET, SUITE 1000, WALTHAM, MA, 02451, 617-499-6976 - 0 ($100,000,000.00) Equity, (File 333-175595 - Jul. 15) (BR. ) S-1 MICHAEL FOODS GROUP, INC., 301 CARLSON PARKWAY, SUITE 400, MINNETONKA, MN, 55305, 952-258-4000 - 0 ($1.00) Non-Convertible Debt, (File 333-175596 - Jul. 15) (BR. 05B) S-4 CDW Corp, 200 N MILWAUKEE AVE, VERNON HILLS, IL, 60061, 847-465-6000 - 0 ($1,675,000,000.00) Non-Convertible Debt, (File 333-175597 - Jul. 15) (BR. 02B) S-8 ARGAN INC, ONE CHURCH STREET SUITE 401, ROCKVILLE, MD, 20850, 301 315-0027 - 0 ($5,175,000.00) Equity, (File 333-175598 - Jul. 15) (BR. 06B) S-3ASR BANK OF AMERICA CORP /DE/, BANK OF AMERICA CORPORATE CENTER, 100 N TRYON ST, CHARLOTTE, NC, 28255, 7043868486 - 0 ($0.00) Non-Convertible Debt, (File 333-175599 - Jul. 15) (BR. 07C) S-1 Vu1 CORP, 469 SEVENTH AVENUE,, SUITE 356, NEW YORK,, NY, 10018, 888-985-8881 - 11,754,301 ($4,760,492.00) Equity, (File 333-175600 - Jul. 15) (BR. 11C) S-8 KB HOME, 10990 WILSHIRE BLVD, LOS ANGELES, CA, 90024, 3102314000 - 4,000,000 ($38,360,000.00) Equity, (File 333-175601 - Jul. 15) (BR. 06B) S-1 TURBOSONIC TECHNOLOGIES INC, 550 PARKSIDE DRIVE, STE A-14, WATERLOO, A6, N2L 5V4, 5198855513 - 8,000,000 ($3,080,000.00) Equity, (File 333-175602 - Jul. 15) (BR. 06C) S-3ASR Oasis Petroleum Inc., 1001 FANNIN STREET, SUITE 1500, HOUSTON, TX, 77002, 281-404-9500 - 0 ($0.00) Unallocated (Universal) Shelf, (File 333-175603 - Jul. 15) (BR. 04B) S-8 URANERZ ENERGY CORP., 1701 EAST "E" STREET, P.O. BOX 50850, CASPER, WY, 82605-0850, 307-265-8900 - 20,000,000 ($60,400,000.00) Equity, (File 333-175604 - Jul. 15) (BR. 04C) S-8 MONSTER WORLDWIDE INC, 622 THIRD AVE, 39TH FL, NEW YORK, NY, 10017, 212 351 7000 - 5,750,000 ($77,107,500.00) Equity, (File 333-175606 - Jul. 15) (BR. 11A) N-2 DIVIDEND & INCOME FUND, INC., 11 HANOVER SQUARE, NEW YORK, NY, 10005, 2127850400 - 232,018 ($1,000,000.00) Equity, (File 333-175607 - Jul. 15) (BR. 16) S-8 MICROSEMI CORP, 2381 MORSE AVENUE, IRVINE, CA, 92614, 949-221-7100 - 0 ($1,714,725.00) Equity, (File 333-175608 - Jul. 15) (BR. 10B) S-8 BEST BUY CO INC, 7601 PENN AVE SOUTH, RICHFIELD, MN, 55423, 6122911000 - 0 ($391,040,000.00) Equity, (File 333-175609 - Jul. 15) (BR. 02C) S-4 Whitestone REIT, 2600 SOUTH GESSNER, SUITE 500, HOUSTON, TX, 77063, 713-827-9595 - 1,321,431 ($17,244,688.00) Equity, (File 333-175610 - Jul. 15) (BR. 08C) S-1 Dave & Buster's Entertainment, Inc., 2481 MANANA DRIVE, DALLAS, TX, 75220, 214-357-9588 - 0 ($150,000,000.00) Equity, (File 333-175616 - Jul. 15) (BR. ) S-8 Sustainable Environmental Technologies Corp, 2377 W. FOOTHILL BLVD., SUITE #18, UPLAND, CA, 91786, (435) 608-1344 - 20,000,000 ($1,500,000.00) Equity, (File 333-175617 - Jul. 15) (BR. 06C) S-8 LEXINGTON REALTY TRUST, ONE PENN PLAZA, SUITE 4015, NEW YORK, NY, 10119, (212) 692-7200 - 9,150,675 ($83,271,142.50) Equity, (File 333-175618 - Jul. 15) (BR. 08B) S-1 GREENWAY MEDICAL TECHNOLOGIES INC, 1340 NORTH PARK STREET, CARROLLTON, GA, 30117, 11,610 ($1.16) Equity, (File 333-175619 - Jul. 15) (BR. ) S-4 CLEAN HARBORS INC, 42 LONGWATER DRIVE, P.O. BOX 9149, NORWELL, MA, 02061-9149, 781-792-5000 - 0 ($250,000,000.00) Debt, (File 333-175621 - Jul. 15) (BR. 06C)
Form 8-K is used by companies to file current reports on the following events:
8-K reports may be viewed in person in the Commission's Public Reference Branch at 100 F Street, N.E., Washington, D.C. To obtain paper copies, please refer to information on the Commission's Web site at http://www.sec.gov/answers/publicdocs.htm. In most cases, you can view and download this information by using the search function located at http://www.sec.gov/edgar/searchedgar/companysearch.html.
STATE NAME OF ISSUER CODE 8K ITEM NO. DATE COMMENT ABAKAN, INC NV 4.01,9.01 07/15/11 ADCARE HEALTH SYSTEMS INC OH 9.01 04/29/11 AMEND ADCARE HEALTH SYSTEMS INC OH 9.01 05/31/11 AMEND ADVANCED ENVIRONMENTAL RECYCLING TECH DE 5.07 07/14/11 AFFYMETRIX INC DE 1.01 07/11/11 ALIGN TECHNOLOGY INC DE 9.01 04/29/11 AMEND ALLIANCE DATA SYSTEMS CORP DE 7.01,9.01 07/15/11 ALLIANCEBERNSTEIN HOLDING L.P. DE 7.01,9.01 07/14/11 ALLIANCEBERNSTEIN L.P. DE 7.01,9.01 07/14/11 Alto Group Holdings Inc. NV 1.01 07/11/11 Alto Group Holdings Inc. NV 3.02 07/14/11 AMEND AMARIN CORP PLC\UK X0 2.02,5.02,5.07 07/12/11 AMEREN CORP MO 8.01 07/13/11 American Energy Fields, Inc. DE 4.02 07/14/11 AMERICAN EXPRESS CO NY 7.01 07/15/11 AMERICAN POST TENSION, INC. DE 2.01,5.01,5.02,5.03, 07/15/11 5.07,9.01 AMES NATIONAL CORP IA 2.02,7.01,9.01 07/15/11 ANGIOTECH PHARMACEUTICALS INC 1.02,5.02 07/12/11 ANNALY CAPITAL MANAGEMENT INC MD 1.01,9.01 07/11/11 APPLIED DNA SCIENCES INC DE 1.01,3.01,5.02 07/11/11 APRIA HEALTHCARE GROUP INC DE 5.02 07/11/11 Aquilex Holdings LLC DE 5.02 07/11/11 Arcis Resources Corp NV 1.01,2.01,2.03,3.02, 7/15/11 5.02,5.03,9.010 Argo Group International Holdings, Lt 1.01,9.01 07/11/11 ARROW FINANCIAL CORP NY 2.02,9.01 07/15/11 ARTESIAN RESOURCES CORP DE 8.01 07/15/11 ARTIFICIAL LIFE INC DE 4.01,9.01 03/30/11 ATLANTIC POWER CORP A1 5.02,7.01,9.01 07/12/11 Atlas Capital Holdings, Inc. NV 1.02,9.01 07/15/11 AXIS CAPITAL HOLDINGS LTD 8.01,9.01 07/14/11 BIOTIME INC CA 8.01,9.01 07/15/11 BOISE CASCADE HOLDINGS, L.L.C. DE 1.01,1.02,2.03 07/13/11 BOTTOMLINE TECHNOLOGIES INC /DE/ DE 8.01,9.01 07/15/11 BRAZIL GOLD CORP. NV 1.01,9.01 07/07/11 BUILD A BEAR WORKSHOP INC DE 4.01,9.01 07/11/11 CABELAS INC DE 7.01,9.01 07/15/11 CANANDAIGUA NATIONAL CORP NY 8.01,9.01 07/15/11 CANO PETROLEUM, INC 5.02,9.01 07/11/11 CAPELLA EDUCATION CO 1.01,9.01 07/15/11 CAPITAL ONE FINANCIAL CORP DE 7.01,9.01 07/14/11 Carey Watermark Investors Inc 9.01 05/05/11 AMEND Carter Validus Mission Critical REIT, MD 7.01,9.01 07/15/11 Casablanca Mining Ltd. NV 9.01 06/15/11 AMEND Cavitation Technologies, Inc. NV 1.01,3.02 06/14/11 CB RICHARD ELLIS REALTY TRUST MD 1.01,2.03,8.01 07/08/11 CENTURYLINK, INC LA 8.01 07/15/11 CHASE CREDIT CARD MASTER TRUST NY 8.01,9.01 07/15/11 China Agricorp, Inc NV 1.01,2.01,3.02,5.01, 02/11/11 AMEND 5.03,9.01 China Biologic Products, Inc. 8.01,9.01 07/15/11 China Infrastructure Investment CORP NV 2.06 07/11/11 China SHESAYS Medical Cosmetology Inc NV 4.02 07/15/11 China Tractor Holdings, Inc. DE 5.02 06/22/11 CHINA VALVES TECHNOLOGY, INC NV 5.07 07/15/11 CITIBANK OMNI-S MASTER TRUST 8.01 07/15/11 CITIGROUP INC DE 2.02,9.01 07/15/11 CITIZENS & NORTHERN CORP PA 2.02,9.01 07/15/11 CLEAN HARBORS INC MA 8.01,9.01 07/15/11 CMS ENERGY CORP MI 1.01 07/11/11 COEUR D ALENE MINES CORP ID 5.02,5.03,7.01,9.01 07/11/11 Comstock Homebuilding Companies, Inc. DE 1.01,2.03,3.02,9.01 07/12/11 CONAGRA FOODS INC /DE/ DE 5.02 07/11/11 Cooper Industries plc 8.01,9.01 07/15/11 CORNING NATURAL GAS CORP NY 1.01,9.01 07/14/11 CRACKER BARREL OLD COUNTRY STORE, INC TN 2.05,5.02,7.01,9.01 07/13/11 CROWN CRAFTS INC DE 1.01,9.01 07/14/11 CUBIST PHARMACEUTICALS INC DE 2.01 07/11/11 Cyclacel Pharmaceuticals, Inc. DE 1.01 07/11/11 DCP Holding CO OH 5.02,9.01 07/13/11 Dehaier Medical Systems Ltd 5.02,9.01 07/12/11 Delek US Holdings, Inc. 2.01,9.01 04/28/11 AMEND DEWMAR INTERNATIONAL BMC, INC. NV 1.01,9.01 07/11/11 AMEND DIGAGOGO VENTURES CORP DE 1.01,2.01,2.03,3.02 07/15/11 DOUGLAS DYNAMICS, INC DE 5.02 07/14/11 EAGLE BANCORP INC MD 1.01,3.02,3.03,5.03, 07/14/11 8.01,9.01 ECB BANCORP INC NC 1.01,9.01 07/14/11 ECOLOGY COATINGS, INC. NV 1.01 07/15/11 EDUCATIONAL DEVELOPMENT CORP DE 2.02,9.01 07/14/11 EL PASO CORP/DE DE 5.07 05/17/11 AMEND ENDOCYTE INC DE 7.01,9.01 07/14/11 ENGLOBAL CORP NV 8.01,9.01 07/14/11 ENTERGY CORP /DE/ DE 7.01,9.01 07/14/11 ENVIRONMENTAL SOLUTIONS WORLDWIDE INC FL 1.01,1.02,3.02,9.01 07/12/11 ENVIRONMENTAL TECTONICS CORP PA 5.02 07/13/11 ESTEE LAUDER COMPANIES INC DE 1.01,2.03,9.01 07/14/11 EVERGREEN ENERGY INC DE 1.02 07/11/11 EVERGREEN SOLAR INC DE 8.01 07/14/11 EVOLUTION PETROLEUM CORP NV 1.01,9.01 07/15/11 FEMALE HEALTH CO WI 2.02,7.01,9.01 07/15/11 FEMALE HEALTH CO WI 5.07 03/24/11 AMEND First California Financial Group, Inc DE 1.01,3.02,9.01 07/14/11 FIRST CHINA PHARMACEUTICAL GROUP, INC NV 2.01,3.02,5.02,5.06, 09/15/10 AMEND 9.01 FIRST CITIZENS BANC CORP /OH OH 2.02,9.01 07/15/11 FIRST HORIZON NATIONAL CORP TN 2.02,9.01 07/15/11 FIRST HORIZON NATIONAL CORP TN 7.01,9.01 07/15/11 FISCHER WATT GOLD CO INC NV 1.01,9.01 07/13/11 FLAGSTAR BANCORP INC MI 5.02 07/14/11 FRANKLIN FINANCIAL SERVICES CORP /PA/ PA 8.01,9.01 07/15/11 GENUINE PARTS CO GA 2.02,9.01 07/15/11 GEO GROUP INC FL 8.01,9.01 07/11/11 GeoBio Energy, Inc. CO 1.01,8.01,9.01 07/12/11 Global Geophysical Services Inc DE 5.02,8.01,9.01 07/15/11 GOLDEN CENTURY RESOURCES Ltd DE 1.01,3.02,9.01 07/12/11 GREEN DOT CORP DE 7.01 07/14/11 AMEND GS FINANCIAL CORP LA 3.01,3.03,5.01 07/15/11 GUARANTY FEDERAL BANCSHARES INC DE 2.02,9.01 07/15/11 GULFPORT ENERGY CORP DE 1.01,7.01,8.01,9.01 07/11/11 HEARTLAND EXPRESS INC NV 5.02,5.07 07/11/11 HEMACARE CORP /CA/ CA 1.01,1.02,2.01,9.01 07/11/11 Huifeng Bio-Pharmaceutical Technology NV 4.01,9.01 04/11/11 HUNT J B TRANSPORT SERVICES INC AR 2.02,9.01 07/14/11 HUTCHINSON TECHNOLOGY INC MN 7.01 07/15/11 IMMUCOR INC GA 8.01,9.01 07/15/11 IMPERIAL PETROLEUM INC NV 5.02,9.01 07/13/11 INDEPENDENCE HOLDING CO DE 8.01,9.01 07/15/11 India Globalization Capital, Inc. MD 2.02,7.01,9.01 07/14/11 INERGETICS INC DE 1.01,3.02,5.02,5.03, 07/14/11 9.01 InspireMD, Inc. DE 5.02,7.01,9.01 07/11/11 Invesco Ltd. D0 5.07 05/26/11 AMEND IROBOT CORP DE 1.01,2.03,9.01 07/12/11 ITRACKR SYSTEMS INC FL 2.01,4.02,9.01 07/13/11 IVANHOE ENERGY INC 7.01,9.01 06/02/11 Iveda Solutions, Inc. NV 9.01 04/30/11 AMEND JOY GLOBAL INC DE 1.01,2.03,7.01,9.01 07/11/11 KAISER ALUMINUM CORP DE 8.01,9.01 07/14/11 KEY ENERGY SERVICES INC MD 1.01,5.03,7.01,9.01 07/13/11 LAKE AREA CORN PROCESSORS LLC SD 3.03 07/12/11 LEE ENTERPRISES, INC DE 2.02,3.01,7.01,9.01 07/08/11 Legend Oil & Gas, Ltd. CO 8.01,9.01 07/12/11 LEXARIA CORP. NV 3.02,7.01,9.01 07/15/11 LEXICON UNITED INC DE 2.01,5.02,5.03,5.05, 07/15/11 8.01,9.01 LITHIUM TECHNOLOGY CORP DE 8.01,9.01 07/15/11 LKQ CORP DE 7.01,9.01 07/12/11 LOOKSMART LTD DE 5.07 07/12/11 Maiden Holdings, Ltd. D0 8.01,9.01 07/12/11 MAJESCO ENTERTAINMENT CO DE 2.01,9.01 06/03/11 AMEND MARSH & MCLENNAN COMPANIES, INC. DE 1.01,2.03,9.01 07/12/11 MATTEL INC /DE/ DE 2.02,8.01,9.01 07/15/11 MAXIMUS INC VA 5.07 03/18/11 AMEND MESA ROYALTY TRUST/TX TX 2.02,9.01 07/15/11 MESABI TRUST NY 2.02,9.01 07/15/11 MICROMET, INC. DE 1.01,8.01,9.01 07/11/11 Millennium India Acquisition CO Inc. DE 8.01,9.01 07/15/11 MISSION COMMUNITY BANCORP CA 5.07 06/01/11 MOHEGAN TRIBAL GAMING AUTHORITY 2.02,9.01 07/15/11 MONEYGRAM INTERNATIONAL INC 5.02,9.01 07/11/11 MOTRICITY INC DE 1.01,5.02,9.01 07/11/11 NATIONAL BEVERAGE CORP DE 2.02,9.01 07/15/11 NEAH POWER SYSTEMS, INC. NV 3.03,5.03,9.01 07/14/11 NEFFS BANCORP INC PA 5.07,8.01,9.01 07/12/11 NEWMONT MINING CORP /DE/ DE 8.01 07/15/11 NEWS CORP 8.01,9.01 07/15/11 Nissan Auto Lease Trust 2011-A DE 8.01,9.01 07/14/11 Oasis Petroleum Inc. DE 8.01,9.01 07/15/11 OIL STATES INTERNATIONAL, INC DE 1.01,2.03,9.01 07/13/11 Oilsands Quest Inc 8.01,9.01 07/15/11 OXYGEN BIOTHERAPEUTICS, INC. DE 2.02,9.01 07/14/11 PAR TECHNOLOGY CORP DE 5.02 07/12/11 PEGASYSTEMS INC MA 5.02,5.07,9.01 07/12/11 PENNS WOODS BANCORP INC PA 2.02,9.01 07/14/11 PENSON WORLDWIDE INC DE 8.01 07/15/11 PHARMACYCLICS INC DE 8.01 07/14/11 PIONEER DRILLING CO TX 1.01,8.01,9.01 07/14/11 PROGRESS ENERGY INC NC 8.01 07/11/11 RADIANT SYSTEMS INC GA 5.02 07/11/11 RAILAMERICA INC /DE DE 8.01 07/14/11 RALCORP HOLDINGS INC /MO MO 2.02,5.02,7.01,9.01 07/14/11 Real Mex Restaurants, Inc. DE 5.02,9.01 07/11/11 RECOVERY ENERGY, INC. NV 5.02,9.01 07/11/11 RELIANCE STEEL & ALUMINUM CO CA 8.01,9.01 07/14/11 REMEDENT, INC. NV 2.02,7.01,9.01 07/15/11 RENT A CENTER INC DE 1.01,1.02,2.03,9.01 07/14/11 ResourceRealEstateOpportunityREIT MD 8.01 12/31/10 Riverview Financial Corp PA 5.02,8.01,9.01 07/14/11 RJO GLOBAL TRUST 5.03,9.01 07/13/11 ROYAL CARIBBEAN CRUISES LTD 5.02 07/14/11 ROYAL MINES & MINERALS CORP NV 3.02 07/13/11 SARATOGA RESOURCES INC /TX TX 1.01,1.02,2.03,3.02, 07/11/11 8.01,9.01 SAVVIS, Inc. DE 1.02,2.01,3.01,3.03, 07/15/11 5.01,5.02,5.03,9.01 Sensata Technologies Holding N.V. P7 5.02,9.01 07/12/11 SEVERN BANCORP INC MD 2.02,9.01 07/15/11 Shire plc 8.01,9.01 07/15/11 SIMULATIONS PLUS INC 8.01,9.01 07/14/11 Sino Clean Energy Inc NV 1.01,9.01 07/11/11 Sino Green Land Corp NV 4.01,5.02,8.01,9.01 07/10/11 AMEND SINOCOKING COAL & COKE CHEMICAL INDUS FL 7.01,9.01 07/15/11 SMITH & WESSON HOLDING CORP NV 5.02,9.01 07/12/11 SMITH MICRO SOFTWARE INC DE 5.02 07/14/11 SOUNDBITE COMMUNICATIONS INC 5.02,9.01 07/08/11 AMEND SOUTHERN UNION CO DE 7.01,8.01 07/14/11 SPOT MOBILE INTERNATIONAL LTD. DE 2.04 07/12/11 SRA INTERNATIONAL INC DE 8.01 07/14/11 SRA INTERNATIONAL INC DE 5.07,8.01,9.01 07/15/11 SRA INTERNATIONAL INC DE 8.01,9.01 07/15/11 State Auto Financial CORP OH 8.01,9.01 07/12/11 STEEL DYNAMICS INC IN 8.01,9.01 07/13/11 STEELCASE INC MI 5.03,5.07,9.01 07/13/11 STELLAR RESOURCES LTD NV 2.01,9.01 07/15/11 STRATASYS INC DE 9.01 05/03/11 AMEND STRATEGIC HOTELS & RESORTS, INC 1.01,2.03,7.01,9.01 07/14/11 SYNTROLEUM CORP DE 8.01 07/15/11 TECUMSEH PRODUCTS CO MI 5.02 07/15/11 TEXAS INDUSTRIES INC DE 2.02,9.01 07/13/11 TOWERSTREAM CORP DE 1.01,8.01,9.01 07/15/11 Tree.com, Inc. DE 1.01,2.03,5.02,9.01 07/11/11 TRUSTCO BANK CORP N Y NY 8.01,9.01 07/15/11 U. S. Premium Beef, LLC 7.01,9.01 07/15/11 UNIVERSAL AMERICAN CORP. DE 9.01 07/15/11 VALMONT INDUSTRIES INC DE 2.02,5.02,9.01 07/11/11 VICON INDUSTRIES INC /NY/ NY 1.01 07/14/11 ViewPoint Financial Group Inc. MD 8.01,9.01 07/15/11 WALGREEN CO IL 5.02,8.01,9.01 07/13/11 WEBSTER FINANCIAL CORP DE 2.02,9.01 07/15/11 Westinghouse Solar, Inc. DE 3.01 07/13/11 WILLIAMS COMPANIES INC DE 7.01,8.01,9.01 07/15/11 WOLVERINE WORLD WIDE INC /DE/ MI 5.02 07/14/11 Wonder Auto Technology, Inc NV 5.02 07/12/11 WORLDSTAR ENERGY, CORP. NV 2.01,9.01 06/30/08 WORLDSTAR ENERGY, CORP. NV 1.01,3.02,9.01 06/29/11 ZION OIL & GAS INC DE 7.01,9.01 07/15/11 ZIOPHARM ONCOLOGY INC DE 5.02,9.01 07/08/11