Former CEO to Return $2.8 Million in Bonuses and Stock Profits Received During CSK Auto Accounting Fraud
On November 15, 2011, the Commission announced that the former chief executive officer and chairman of CSK Auto Corporation has agreed to return $2.8 million in bonus compensation and stock profits that he received while the company was committing accounting fraud.
Maynard L. Jenkins of Scottsdale, Ariz., was not personally charged by the SEC for the company’s misconduct, however he is still required under Section 304 of the Sarbanes-Oxley Act (SOX) to reimburse CSK Auto for incentive-based compensation and stock sale profits that he received during the company’s fraudulent period. The SEC filed court papers against Jenkins in July 2009 saying he violated the SOX “clawback” provision by failing to reimburse the company. It marked the agency’s first SOX clawback case against an individual who was not alleged to have otherwise violated the securities laws.
“CEOs should know that they can be deprived of bonuses or stock profits they received while accounting fraud was occurring on their watch,” said Robert Khuzami, Director of the SEC’s Division of Enforcement.
Rosalind Tyson, Director of the SEC’s Los Angeles Regional Office, added, “Jenkins received incentive-based pay while CSK Auto was fraudulently overstating its income to shareholders. His bonuses and stock profits are now being rightfully returned to the company for the benefit of the shareholders.”
The settlement with Jenkins is subject to court approval. Jenkins has agreed to reimburse $2,796,467 to O’Reilly Automotive Inc., which has since acquired CSK Auto.
The SEC previously charged four former CSK Auto executives who perpetrated the accounting fraud, and separately charged the company for filing false financial statements for fiscal years 2002 to 2004. The company settled the charges, and the litigation against three of the former executives is continuing (CSK’s former chief operating officer has since died). The U.S. Department of Justice brought a criminal indictment against those same executives, who have pleaded guilty to various charges. CSK Auto recently entered into a non-prosecution agreement with the DOJ in which it agreed to pay a $20.9 million penalty.
The SEC’s investigation was conducted by Dabney O’Riordan, Robert Conrrad, Rhoda Chang, Spencer Bendell, and Lorraine Echavarria in the Los Angeles Regional Office. The litigation effort was led by Donald Searles.
The SEC thanks the Department of Justice, Federal Bureau of Investigation, Internal Revenue Service, and U.S. Postal Service for their substantial assistance in the investigation. (Press Rel. 2011-243)
Closed Meeting on Tuesday, November 15, 2011, at 2:30 p.m.
The subject matter of the Closed Meeting held on Tuesday, November 15, 2011, was: other matters relating to enforcement proceedings.
At times, changes in Commission priorities require alterations in the scheduling of meeting items. For further information and to ascertain what, if any, matters have been added, deleted or postponed, please contact: The Office of the Secretary at (202) 551-5400.
Commission Revokes Registration of Securities of ADS Media Group, Inc. For Failure to Make Required Periodic Filings
On November 16, 2011, the Commission revoked the registration of each class of registered securities of ADS Media Group, Inc. (AMGU) for failure to make required periodic filings with the Commission.
Without admitting or denying the findings in the Order, except as to jurisdiction, which it admitted, AMGU consented to the entry of an Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934 as to ADS Media Group, Inc. finding that it had failed to comply with Section 13(a) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 13a-1 and 13a-13 thereunder and revoking the registration of each class of AMGU’s securities pursuant to Section 12(j) of the Exchange Act. This Order settled the charges brought against AMGU in In the Matter of ADS Media Group, Inc., et al., Administrative Proceeding File No. 3-14595.
Brokers and dealers should be alert to the fact that Exchange Act Section 12(j) provides, in pertinent part, as follows:
For further information see Order Instituting Administrative Proceedings and Notice of Hearing Pursuant to Section 12(j) of the Securities Exchange Act of 1934, In the Matter of ADS Media Group, Inc., et al., Administrative Proceeding File No. 3-14595, Exchange Act Release No. 65595 (October 20, 2011). (Rel. 34-65751; File No. 3-14595)
Commission Revokes Registration of Securities of the Bombay Company, Inc. For Failure to Make Required Periodic Filings
On November 16, 2011, the Commission revoked the registration of each class of registered securities of The Bombay Company, Inc. (The Bombay Company) for failure to make required periodic filings with the Commission.
Without admitting or denying the findings in the Order, except as to jurisdiction, which it admitted, The Bombay Company consented to the entry of an Order Making Findings and Revoking Registration of Securities Pursuant to Section 12(j) of the Securities Exchange Act of 1934 as to The Bombay Company, Inc. finding that it had failed to comply with Section 13(a) of the Securities Exchange Act of 1934 (Exchange Act) and Rules 13a-1 and 13a-13 thereunder and revoking the registration of each class of The Bombay Company’s securities pursuant to Section 12(j) of the Exchange Act. This Order settled the proceedings brought against The Bombay Company in In the Matter of ACS Acquisition Corp., et al., Administrative Proceeding File No. 3-14588.
Brokers and dealers should be alert to the fact that Exchange Act Section 12(j) provides, in pertinent part, as follows:
For further information see Order Instituting Administrative Proceedings and Notice of Hearing Pursuant to Section 12(j) of the Securities Exchange Act of 1934, In the Matter of ACS Acquisition Corp., et al., Administrative Proceeding File No. 3-14588, Exchange Act Release No. 65561, October 14, 2011. (Rel. 34-65752; File No. 3-14588)
In the Matter of ADS Media Group, Inc.
An Administrative Law Judge has issued an Order Making Findings and Revoking Registrations by Default as to Two Respondents (Default Order) in ADS Media Group, Inc., Admin. Proc. No. 3-14595. The Order Instituting Proceedings alleged that Respondents repeatedly failed to file required annual and quarterly reports while their securities were registered with the Securities and Exchange Commission. The Default Order finds these allegations to be true and revokes the registration of each class of registered securities of American Enterprise Development Corp. and Arcland Energy Corp., pursuant to Section 12(j) of the Securities Exchange Act of 1934.
ADS Media Group, Inc. has submitted a signed settlement offer to the Division of Enforcement. (Rel. 34-65753; File No. 3-14595)
In the Matter of Steven M. Des Champs, CPA
On November 16, 2011, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Rule 102(e) of the Commission’s Rules of Practice, Making Findings, and Imposing Remedial Sanctions (Order) against Steven M. Des Champs, CPA. The Order finds that Des Champs, age 46, of Las Vegas, Nevada, served as the Chief Accounting Officer and Chief Financial Officer of Bally Technologies, Inc. (Bally) in Las Vegas, Nevada. According to the Order, the United States District Court for the District of Nevada entered a judgment against Des Champs on October 21, 2011 that permanently enjoins him from future violations of Sections 17(a)(2) and (a)(3) of the Securities Act of 1933 (Securities Act) and Rule 13a-14 of the Securities Exchange Act of 1934 (Exchange Act), and from aiding and abetting violations of Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Exchange Act of 1934 and Rules 12b-20, 13a-1, 13a-11, and 13a-13. The Order also finds that the district court ordered Des Champs to pay a total of $316,520 in disgorgement, prejudgment interest, and civil penalties.
According to the Order, the Commission’s complaint alleged that Bally materially misstated its revenue in its Form 10-K for the fiscal year ended June 30, 2003; its Forms 10-Q for the quarters ended June 30, 2003, September 30, 2003, December 31, 2003, December 31, 2004 and March 31, 2005; in Form S-8 registration statements filed on May 7, 2004 and January 14, 2005; and in Forms 8-K filed on August 5, 2003, October 15, 2003, January 15, 2004, February 1, 2005 and April 29, 2005. The complaint also alleged that Des Champs violated Sections 17(a)(2) and (a)(3) of the Securities Act and Rule 13a-14 of the Exchange Act, and aided and abetted Bally’s violations of federal securities law by providing substantial assistance to an issuer that files false and misleading reports with the Commission. According to the Order, the complaint alleged that Des Champs also certified Bally’s Form 10-K for the year ended June 30, 2005, and its Form 10-Q for the period ended March 31, 2005, in violation of Exchange Act Rule 13a-14.
Based on the above, the Order suspends Steven M. Des Champs, CPA, from appearing or practicing before the Commission as an accountant with the right to apply for reinstatement after five years. Des Champs consented to the issuance of the Order without admitting or denying the findings in the Order, except he admitted the entry of the injunction. (Rel. 34-65754; AAE Rel. 3336; File No. 3-14624)
In the Matter of Martha W. Vlcek, CPA
On November 16, 2011, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Rule 102(e) of the Commission’s Rules of Practice, Making Findings, and Imposing Remedial Sanctions (Order) against Martha W. Vlcek, CPA. The Order finds that Vlcek, age 51, of Henderson, Nevada, served as the Vice President of Finance of Bally Gaming, a subsidiary of Bally Technologies, Inc. (Bally) in Las Vegas, Nevada. According to the Order, the United States District Court for the District of Nevada entered a judgment against Vlcek on October 21, 2011 that permanently enjoins her from future violations of Sections 17(a)(2) and (a)(3) of the Securities Act of 1933 (Securities Act) and from aiding and abetting violations of Sections 13(a), 13(b)(2)(A), and 13(b)(2)(B) of the Securities Exchange Act of 1934 and Rules 12b-20, 13a-1, 13a-11, and 13a-13. The Order also finds that the district court ordered Vlcek to pay a total of $44,358 in disgorgement, prejudgment interest, and civil penalties.
According to the Order, the Commission’s complaint alleged that Bally materially misstated its revenue in its Form 10-K for the fiscal year ended June 30, 2003 and in its Forms 10-Q for the quarters ended June 30, 2003, September 30, 2003, December 31, 2003, and December 31, 2004. In addition, the complaint alleged that Vlcek violated Sections 17(a)(2) and (a)(3) of the Securities Act and aided and abetted Bally’s violations of federal securities law by providing substantial assistance to an issuer that files false and misleading reports with the Commission.
Based on the above, the Order suspends Martha W. Vlcek, CPA, from appearing or practicing before the Commission as an accountant, with the right to apply for reinstatement after three years. Vlcek consented to the issuance of the Order without admitting or denying the findings in the Order except she admitted the entry of the injunction. (Rel. 34-65755; AAE Rel. 3337; File No. 3-14625)
In the Matters of Aaron S. Lamkin and The Regency Group, LLC
On November 16, 2011, the Commission issued Orders Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934 (Exchange Act), Making Findings, and Imposing Remedial Sanctions (Order) against Aaron S. Lamkin and The Regency Group, LLC (Regency).
The Orders find that on October 31, 2011, in the civil action SEC v. The Regency Group, LLC, et al., Civil Action No. 09-cv-00497, the United States District Court for the District of Colorado entered final judgments by consent against Lamkin and Regency, permanently enjoining them from future violations of: (1) the anti-fraud provisions of Exchange Act Section 10(b), Exchange Act Rule 10b-5, and Section 17(a) of the Securities Act of 1933 (Securities Act); (2) the securities registration provisions of Securities Act Sections 5(a) and 5(c); (3) the broker-dealer registration provisions of Section 15(a) of the Exchange Act; and (4) the securities ownership disclosure provisions of Exchange Act Sections 13(d) and 16(a), and Rules 13d-1(a), 13d-2(a), and 16a-3 thereunder.
The Orders further find that Lamkin, age 34, was a member of The Regency Group, LLC, a Colorado limited liability company formed in 2002. According to the Orders, the Commission's complaint, filed on March 9, 2009 (Complaint), alleges that Lamkin and Regency acted as underwriters in the unregistered distribution of shares in Xpention Genetics, Inc. (Xpention) and HS3 Technologies, Inc. (HS3) stock. The Complaint also alleges that Lamkin and Regency acted as unregistered dealers by selling Xpention and HS3 shares to investors -- from an acquired inventory of shares -- for their own accounts and to raise funds for their clients Xpention and HS3, as part of their regular businesses. The Complaint further alleges that, as part of their regular businesses, Lamkin and Regency solicited investors to buy such shares, handled their money, and directed the transfer of shares to them. The Orders find that Lamkin and Regency’s unregistered dealer activities occurred from at least 2004 through 2007.
The Orders bar Lamkin and Regency from association with any broker or dealer, based on the injunctions entered against them. Each of the respondents consented to the issuance of the Orders without admitting or denying the findings in the Orders, except as to the entry of the civil injunctions.
For further information, see Lit. Rel. No. 20937 (March 9, 2009). (In the Matter of Aaron S. Lamkin - Rel. 34-65756; File No. 3-14626; In the Matter of The Regency Group, LLC - Rel. 34-65757; File No. 3-14627)
In the Matter of Morgan Stanley Investment Management, Inc.
The Securities and Exchange Commission today charged Morgan Stanley Investment Management (MSIM) with violating securities laws in a fee arrangement that repeatedly charged a fund and its investors for advisory services they weren’t actually receiving from a third party.
The SEC’s case arises out of an initiative by the SEC Enforcement Division’s Asset Management Unit focused on fee arrangements with registered funds. The SEC’s investigation found that MSIM – the primary investment adviser to The Malaysia Fund – misrepresented to investors and the fund’s board of directors that it contracted a Malaysian-based sub-adviser to provide advice, research and assistance to MSIM for the benefit of the fund, which invests in equity securities of Malaysian companies. The sub-adviser did not provide these purported advisory services, yet the fund’s board annually renewed the contract based on MSIM’s misrepresentations for more than a decade at a total cost of $1.845 million to investors.
MSIM agreed to pay more than $3.3 million to settle the SEC’s charges.
According to the SEC’s order instituting the settled administrative proceedings, The Malaysia Fund’s board of directors evaluated and approved the sub-adviser fees each year from 1996 to 2007 based on MSIM’s misrepresentations during what’s known as the “15(c) process.” Section 15(c) of the Investment Company Act requires an investment adviser to provide a fund’s board with information that is reasonably necessary to evaluate the terms of any contract whereby a person undertakes regularly to serve as an investment adviser of a registered investment company.
The SEC’s Asset Management Unit has been scrutinizing the investment advisory contract renewal process and fee arrangements in the fund industry.
According to the SEC’s order, MSIM arranged The Malaysia Fund’s sub-advisory agreement with a subsidiary of AM Bank Group, one of the largest banking groups in Malaysia. Despite the research and advisory agreement stating that the AM Bank Group subsidiary (AMMB) would provide MSIM with “investment advice, research and assistance, as [MSIM] shall from time to time reasonably request,” the SEC found that AMMB merely provided two monthly reports based on publicly available information that MSIM neither requested nor used in its management of the fund. Furthermore, MSIM’s oversight and involvement with AMMB during the relevant time period were wholly inadequate. MSIM had no written procedures specifically governing its oversight of sub-advisers, and did not have a procedure in place for reviewing work done by AMMB.
According to the SEC’s order, MSIM also was responsible for preparing and filing the fund’s annual and semi-annual reports to shareholders. The fund’s filings stated that for an advisory fee, AMMB provided MSIM with “investment advice, research and assistance.” Since AMMB was not providing any advisory services, MSIM prepared and filed false information in the annual and semi-annual reports.
According to the SEC’s order, the fund’s sub-adviser contract with AMMB was terminated in early 2008 after the SEC’s examination staff inquired into the fund’s relationship with the sub-adviser.
The SEC’s order finds that MSIM willfully violated Sections 15(c) and 34(b) of the Investment Company Act and Sections 206(2) and (4) of the Investment Advisers Act of 1940, and Rule 206(4)-7 thereunder. Without admitting or denying the SEC’s findings, MSIM agreed to a censure and to cease and desist from committing or causing any violations and any future violations of those provisions. MSIM agreed to repay the fund $1.845 million for the sub-adviser’s fees and pay a $1.5 million penalty. MSIM also agreed to implement policies and procedures specifically governing the Section 15(c) process and its oversight of service providers. (Rels. IA-3315; IA-29862; 33-9278; 33-9279; 34-65758; File No. 3-14628)
In the Matter of Michael Cameron Van Alphen
On November 16, 2011, the Commission issued 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 Michael Cameron Van Alphen (Van Alphen). The Order finds that Van Alphen used the mails or instrumentalities of interstate commerce to induce investors to purchase promissory notes from Crown Capital Management, LLC and related entities. The Order further finds that on February 7, 2011, Van Alphen was convicted of one count of securities fraud in violation of Utah Code Ann § 61-1-1, one count of sales by an unlicensed agent in violation of Utah Code Ann § 61-1-3 and one count of communications fraud in violation of Utah Code Ann § 76-10-1801 before the Fourth Judicial District Court, Utah County, Utah in State of Utah v. Van Alphen (Case No. 101402231).
Based on the above, the Order bars Van Alphen from association with any broker, dealer, investment adviser, municipal securities dealer, or transfer agent, 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. Van Alphen consented to the issuance of the Order without admitting or denying any of the any of the findings in the Order. (Rel. 34-65762; File No. 3-14631)
Securities and Exchange Commission Temporarily Suspends Former Chief Accounting Officer of Delphi Corporation From Appearing or Practicing Before the Commission Following Jury Verdict and Entry of Final Judgments Against Former Chief Accounting Officer and Former Chief Executive Officer of Delphi
The Securities and Exchange Commission (“Commission”) today announced that it had temporarily suspended Paul Free, the former Chief Accounting Officer of Delphi Corporation (“Delphi”), from appearing or practicing before the Commission, following the jury verdict and entry of final judgments against Free and J.T. Battenberg, III, the former Chief Executive Officer of Delphi. The suspension may become permanent if Free does not file a petition with the Commission within thirty days. Delphi is an auto parts manufacturer with headquarters in Troy, Michigan.
On October 31, 2011, the Honorable Avern Cohn, U.S. District Judge for the Eastern District of Michigan, entered final judgments as to Free and Battenberg, and ordered them to pay disgorgement and penalties for federal securities law violations found by a jury. The Court also entered a permanent injunction for fraud and other securities law violations against Free. Specifically, the Court enjoined Free from future violations of Sections 10(b) and 13(b)(5) of the Securities Exchange Act of 1934 (“Exchange Act”), Rules 10b-5, 13b2-1 and 13b2-2 promulgated thereunder, and Section 20(e) of the Exchange Act for aiding and abetting Delphi’s violations of Sections 13(a), 13(b)(2)(A) and 13(b)(2)(B) of the Exchange Act and Rules 12b-20, 13a-1 and 13a-13 promulgated thereunder. The Court further ordered Free to disgorge $38,000 in profits and to pay a penalty of $80,500. In addition, the Court found Battenberg liable for violations of Section 13(b)(5) of the Exchange Act, and Rules 13b2-1 and 13b2-2 promulgated thereunder. The Court ordered Battenberg to disgorge $198,500 in profits and to pay a penalty of $16,500.
On January 13, 2011, a jury returned a verdict in favor of the SEC and against Free and Battenberg for violating the federal securities laws. The jury found that Battenberg violated the books and records and misrepresentations to accountants provisions of the federal securities laws for his role in the improper accounting for Delphi’s portrayal of $202 million of Delphi’s $237 million warranty settlement with General Motors Corporation (“GM”) in September 2000 as related to pension and other post-employment benefits. As a result, Delphi filed materially false and misleading financial statements in the company’s third quarter 2000 quarterly report on Form 10-Q and its fiscal year 2000 annual report on Form 10-K. In addition, the jury found Free liable on fraud and other charges brought by the Commission for his role in Delphi’s false and misleading accounting for two financing transactions at year-end 2000 -- one involving nearly Delphi’s entire inventory of precious metals necessary to the manufacture of catalytic converters, and one involving Delphi’s inventory of generator cores and batteries – which Delphi falsely claimed as inventory sales; as well as Delphi’s false and misleading accounting for a $20 million payment that it received from Electronic Data Systems (“EDS”) in December 2001 as a rebate (income) rather than as a loan. The jury further found that Free violated the books and records and misrepresentations to accountants provisions of the federal securities laws for his role in the GM warranty transaction. On March 8, 2011, the Court entered partial judgment on liability in accord with the jury’s findings.
The Commission originally filed suit against Delphi and 13 individual defendants on October 30, 2006. Delphi and six individual defendants settled with the Commission at that time. The Commission entered into settlements with two individual defendants and voluntarily dismissed another prior to trial, and settled with two individual defendants during the trial.
This concludes the Commission’s federal district court litigation. [SEC v. J.T. Battenberg, III and Paul Free, 06-cv-14891-AC-SDP (E.D. Mich.)] (LR-22156); Rel. 34-65759 AAE Rel. 3338; File No. 3-14629)
In the Matter of Daniel J. Gallagher
On November 16, 2011, the Commission issued an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933, and Sections 15(b) and 21C of the Securities Exchange Act of 1934 (Order) against Daniel James Gallagher. In the Order, the Division of Enforcement (Division) alleges that from October 2009 through July 2010, Gallagher raised at least $427,000 from twelve investors through the fraudulent sale of securities of Nano Acquisition Group, LLC (NAG), an entity that Gallagher formed. The Division also alleges that notwithstanding Gallagher’s oral representations to investors that their funds would be used by NAG to acquire or develop certain nanotechnology assets, and written representations to the same effect contained in NAG’s offering materials, Gallagher withdrew over 90 percent of the funds raised for his personal use. The Division further alleges that Gallagher began to misappropriate investors’ funds almost as soon as NAG was formed and even as he continued to raise additional money from investors. As a result of this conduct, the Division alleges, Gallagher willfully violated Section 17(a) of the Securities Act, and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder.
A hearing will be scheduled before an Administrative Law Judge to determine whether the allegations in the Order are true, to afford Gallagher an opportunity to dispute the allegations, and to determine what, if any, remedial action is appropriate in the public interest against Gallagher pursuant to Section 8A of the Securities Act and Sections 15(b) and 21C of the Exchange Act, including, but not limited to, an order requiring Gallagher to cease and desist from current and future violations of Section 17(a) of the Securities Act, and Section 10(b) of the Exchange Act and Rule 10b-5 thereunder; and to pay disgorgement and civil penalties pursuant to Section 21B of the Exchange Act. Pursuant to the Order, the Administrative Law Judge shall issue an initial decision no later than 300 days from the date of service of the Order. (Rel. 33-9280; 34-65760; File No. 3-14630)
Court Enters Final Judgments Against Three Former Directors at Military Body Armor Supplier to Settle SEC Charges
The Securities and Exchange Commission announced that the U.S. District Court for the Southern District of Florida ordered three former directors to pay more than $1.6 million in monetary sanctions to settle charges that they were involved in an accounting fraud at a major supplier of body armor to the U.S. military and law enforcement agencies. The settlements by Cary Chasin, Jerome Krantz and Gary Nadelman – former members of the board of directors at Pompano Beach, Fla.-based DHB Industries – impose permanent officer-and-director bars in addition to monetary sanctions.
The final judgments entered on November 10, 2011, find Chasin liable for disgorgement of $100,000 plus prejudgment interest of $5,723 and a penalty of $100,000; Krantz liable for disgorgement of $375,000 plus prejudgment interest of $21,464 and a penalty of $100,000, and Nadelman liable for disgorgement of $820,000 plus prejudgment interest of $46,935 and a penalty of $100,000.
The final judgments also bar Chasin, Krantz and Nadelman from acting as officers or directors of any issuer that has a class of securities registered pursuant to Section 12 and 15(d) of the Securities Exchange Act of 1934. In addition, the final judgments enjoin Chasin, Krantz and Nadelman from violating Sections 10(b) and 14(a) and Rules 10b-5 and 14a-9 of the Exchange Act and from aiding and abetting violations of Sections 10(b), 13(a), 13(b)(2)(A), and 13(b)(2)(B) and Rules 10b-5, 12b-20, 13a-1, 13a-11, and 13a-13 of the Exchange Act, and enjoins Nadelman from violating Section 13(b)(5) and Rules 13b2-1 and 13b2-2 of the Exchange Act. Chasin, Krantz and Nadelman agreed to settle the SEC’s charges without admitting or denying the allegations. [SEC v. Jerome Krantz, Cary Chasin, and Gary Nadelman, Civil Action No. 11-60432-CV-Dimitrouleas/Snow (S.D. Fla.)] (LR-22154)
Court Orders California Financial Consultant Timothy Page to Pay $2.9 Million
The Securities and Exchange Commission announced today that on Nov. 8, 2011, the U.S. District Court for the Northern District of Texas ruled that Timothy Page, of Malibu, California, and his company Testre LP are liable for violating the registration provisions of the federal securities laws. The Court ordered Page to pay $2.49 million in disgorgement and $400,284 in prejudgment interest. The Court also ordered three relief defendants – Reagan Rowland and Rodney Rowland, of Los Angeles, California, and John Coutris, of Irving, Texas – to pay back their ill-gotten gains.
The Commission’s complaint alleged that Page and Testre violated the registration provisions of the federal securities laws when they engaged in an unregistered public offering of ConnectAJet.com, Inc., a reverse-merger company that claimed it would “revolutionize the aviation industry” by creating a real-time, online booking system for private jet travel. The Commission alleged that Page and his collaborators purchased tens of millions of shares directly from ConnectAJet.com, Inc. for pennies per share, under a purported registration exemption under the Securities Exchange Act of 1933, Regulation D, Rule 504. The Commission alleged that Page then touted the stock to investors through a national marketing campaign and dumped his shares into the public market when no registration statement was filed or in effect.
The Court ruled that Page and Testre violated Section 5 of the Securities Act of 1933. In addition to the monetary relief granted by the Court, the Commission continues to seek the following additional relief against Page and Testre: civil penalties, penny stock bars, and injunctions from future violations of Section 5 of the Securities Act of 1933. Reagan Rowland and Rodney Rowland were ordered to pay $138,219 and John Coutris was ordered to pay $281,840 in ill-gotten gains they received from Ryan Reynolds, one of Page’s collaborators.
The Commission acknowledges the assistance of the Financial Industry Regulatory Authority (FINRA) in this matter. [SEC v. ConnectAJet.com, Inc., et al., Case No. 3-09 CV-1742-B (N.D. Tex.)] (LR-22155)
NGP Capital Resources Company, et al.
An order has been issued on an application filed by NGP Capital Resources Company, et al., under sections 57(a)(4) and 57(i) of the Investment Company Act of 1940 (Act) and rule 17d-1 under the Act to permit certain joint transactions otherwise prohibited by section 57(a)(4) of the Act. The order would permit a business development company to co-invest with certain affiliates in portfolio companies. (Rel. IC-29860 - November 10)
Immediate Effectiveness of Proposed Rule Changes
A proposed rule change filed by Chicago Board Options Exchange, Incorporated to renew the existing End of Week/End of Month Expirations pilot program for an additional fourteen months (SR-CBOE-2011-100) has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of November 14. (Rel. 34-65741)
A proposed rule change filed by ICE Clear Credit LLC (ICC) to amend Schedule 502 of the ICC Rules to provide for clearing of additional single name investment grade credit default swap contracts (SR-ICC-2011-04) has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of November 14. (Rel. 34-65743)
A proposed rule change (SR-C2-2011-034) filed by the C2 Options Exchange, Incorporated related to the Quote Risk Monitor Mechanism has become effective under Section 19(b)(3)(A) under the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of November 14. (Rel. 34-65744)
Proposed Rule Changes
The Commission issued a notice of filing of a proposed rule change by NASDAQ OMX PHLX LLC (SR-Phlx-2011-149) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 to delete Exchange Rule 795, Member Officer or Director. Publication is expected in the Federal Register during the week of November 14. (Rel. 34-65745)
The Commission issued a notice of filing of a proposed rule change, as modified by Amendment No. 2, by Municipal Securities Rulemaking Board (SR-MSRB-2011-09) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 consisting of proposed interpretative notice concerning the application of MSRB Rule G-17, on conduct of municipal securities and municipal advisory activities, to underwriters of municipal securities. Publication is expected in the Federal Register during the week of November 14. (Rel. 34-65749)
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-3ASR AVISTA CORP, 1411 E MISSION AVE, SPOKANE, WA, 99202, 5094890500 - 592,511 ($14,673,534.92) Equity, (File 333-177981 - Nov. 15) (BR. 02B) S-8 Titan Machinery Inc., 644 EAST BEATON DRIVE, WEST FARGO, ND, 58078, (701) 356-0130 - 0 ($10,840,000.00) Equity, (File 333-177982 - Nov. 15) (BR. 02B) S-4 INUVO, INC., 15550 LIGHTWAVE DRIVE, THIRD FLOOR, CLEARWATER, FL, 33761, 727-324-0046 - 0 ($11,517,914.00) Equity, (File 333-177983 - Nov. 15) (BR. 11C) S-1 CAESARS ENTERTAINMENT Corp, ONE CAESARS PALACE DRIVE, LAS VEGAS, NV, 89109, 7024076000 - 0 ($50,000,000.00) Equity, (File 333-177985 - Nov. 15) (BR. 08C) S-3ASR AMERICAN GREETINGS CORP, ONE AMERICAN ROAD, CLEVELAND, OH, 44144, 2162527300 - 0 ($0.00) Debt Convertible into Equity, (File 333-177986 - Nov. 15) (BR. 05A) S-8 Citadel EFT, Inc., 1100 IRVINE BOULEVARD, SUITE 322, TUSTIN, CA, 92780, 714-730-8143 - 5,000,000 ($450,000.00) Equity, (File 333-177987 - Nov. 15) (BR. 02) S-8 ACTUATE CORP, 2207 BRIDGEPOINTE PARKWAY, SUITE 500, SAN MATEO, CA, 94404, 650.645.3000 - 600,000 ($3,828,000.00) Equity, (File 333-177989 - Nov. 15) (BR. 03C) S-8 Acadia Healthcare Company, Inc., 725 COOL SPRINGS BOULEVARD, SUITE 600, FRANKLIN, TN, 37067, 615-732-6259 - 2,700,000 ($24,705,000.00) Equity, (File 333-177990 - Nov. 15) (BR. 01A) S-3ASR Och-Ziff Capital Management Group LLC, 9 WEST 57TH STREET SUITE 1300, NEW YORK, NY, 10019, (212)790-0041 - 0 ($0.00) Other, (File 333-177993 - Nov. 15) (BR. 06B) S-8 ExamWorks Group, Inc., 3280 PEACHTREE ROAD, SUITE 2625, ATLANTA, GA, 30305, 404-952-2400 - 0 ($36,450,000.00) Equity, (File 333-177994 - Nov. 15) (BR. 09) S-8 TETRA TECHNOLOGIES INC, 24955 INTERSTATE 45 NORTH, THE WOODLANDS, TX, 77380, 2813671983 - 40,585 ($369,324.00) Equity, (File 333-177995 - Nov. 15) (BR. 04A) S-4 SM Energy Co, 1775 SHERMAN STREET, SUITE 1200, DENVER, CO, 80203, 303-861-8140 - 0 ($350,000,000.00) Debt, (File 333-177997 - Nov. 15) (BR. 04B) S-8 KIT digital, Inc., 168 FIFTH AVENUE,, SUITE 302, NEW YORK, NY, 10010, (212) 661-4111 - 6,000,000 ($71,880,000.00) Equity, (File 333-177998 - Nov. 15) (BR. 11C) S-8 SUNTRUST BANKS INC, 303 PEACHTREE ST N E, ATLANTA, GA, 30308, 4045887711 - 12,000,000 ($228,480,000.00) Equity, (File 333-177999 - Nov. 15) (BR. 12A)
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 3D SYSTEMS CORP DE 3.03,5.03,7.01,9.01 11/14/11 ABRAXAS PETROLEUM CORP NV 7.01,9.01 11/15/11 ACCENTURE SCA 5.07 11/15/11 AE BIOFUELS, INC. NV 1.01 11/08/11 AFFIRMATIVE INSURANCE HOLDINGS INC DE 1.01,9.01 11/10/11 AGILENT TECHNOLOGIES INC DE 2.02,9.01 11/15/11 AIMCO PROPERTIES LP DE 8.01,9.01 11/15/11 Allegiant Travel CO NV 7.01,9.01 11/15/11 ALLIANCE DATA SYSTEMS CORP DE 7.01,9.01 11/15/11 ALPHA & OMEGA SEMICONDUCTOR Ltd 1.01 11/14/11 Alpha Natural Resources, Inc. DE 7.01,9.01 11/15/11 American Caresource Holdings, Inc. DE 2.02,9.01 11/14/11 AMERICAN EXPRESS CO NY 7.01 11/15/11 AMERICAN REALTY CAPITAL NEW YORK RECO MD 2.02,9.01 11/14/11 American Realty Capital Properties, I MD 2.01,8.01,9.01 11/09/11 American Realty Capital Trust III, In MD 2.02,9.01 11/14/11 American Realty Capital Trust, Inc. DE 2.02,9.01 11/14/11 AMERICAN REALTY INVESTORS INC NV 2.02,9.01 11/14/11 AMERICAN SPECTRUM REALTY INC MD 2.02,9.01 11/15/11 AMKOR TECHNOLOGY INC DE 8.01,9.01 11/14/11 AMPAL-AMERICAN ISRAEL CORP NY 2.02,7.01,9.01 11/15/11 ANGELES INCOME PROPERTIES LTD 6 CA 1.01,9.01 11/15/11 ANGELES PARTNERS XII, LP CA 1.01,9.01 11/15/11 Annec Green Refractories Corp DE 8.01,9.01 11/15/11 ANV SECURITY GROUP INC. NV 5.02,9.01 09/30/11 APARTMENT INVESTMENT & MANAGEMENT CO MD 7.01,9.01 11/15/11 APARTMENT INVESTMENT & MANAGEMENT CO MD 8.01,9.01 11/15/11 APOLLO SOLAR ENERGY, INC. NV 5.02 11/15/11 ARROWHEAD RESEARCH CORP DE 3.01 11/09/11 ASPEN INSURANCE HOLDINGS LTD D0 7.01,9.01 11/15/11 ASSOCIATED BANC-CORP WI 7.01,9.01 11/14/11 ASSURED GUARANTY LTD D0 2.02,9.01 11/14/11 ASTROTECH Corp \WA\ WA 2.02,9.01 11/14/11 ATMOS ENERGY CORP TX 5.02,9.01 11/09/11 AUTODESK INC DE 2.02,9.01 11/15/11 AUTOLIV INC DE 8.01,9.01 11/15/11 AUTOMATIC DATA PROCESSING INC DE 5.02,9.01 11/14/11 AVALONBAY COMMUNITIES INC MD 5.02,9.01 11/09/11 AVATAR HOLDINGS INC DE 2.02,9.01 11/15/11 Avery Dennison Corp DE 5.02,9.01 11/14/11 B&G Foods, Inc. DE 7.01,9.01 11/15/11 BankFinancial CORP 8.01,9.01 11/15/11 BB&T CORP NC 7.01,9.01 11/14/11 BEAZER HOMES USA INC DE 2.02,9.01 11/15/11 BIGLARI HOLDINGS INC. IN 2.02,9.01 11/14/11 BIO KEY INTERNATIONAL INC DE 2.02,9.01 11/14/11 BIO-PATH HOLDINGS INC UT 2.02,9.01 11/15/11 BIOLASE TECHNOLOGY INC DE 7.01,9.01 11/11/11 Bitstream Inc. DE 2.02,8.01,9.01 11/14/11 Bitzio, Inc. NV 1.02,2.01,3.02,9.01 09/14/11 BLUE DOLPHIN ENERGY CO DE 5.02 11/15/11 BLUE DOLPHIN ENERGY CO DE 2.02,9.01 11/15/11 BLUEGREEN CORP MA 2.02,9.01 11/14/11 BON TON STORES INC PA 5.02,9.01 11/14/11 BROADWAY FINANCIAL CORP \DE\ DE 2.02,9.01 11/15/11 Brookdale Senior Living Inc. DE 2.02,7.01,9.01 11/03/11 AMEND BSD MEDICAL CORP DE 2.02,9.01 11/14/11 C&J Energy Services, Inc. DE 7.01,9.01 11/15/11 CABELAS INC DE 7.01,9.01 11/15/11 CAMBRIDGE HEART INC DE 9.01 11/14/11 AMEND CANNABIS SCIENCE, INC. NV 5.03 11/03/11 CAPITAL ONE FINANCIAL CORP DE 7.01,9.01 11/14/11 CAPITAL ONE FINANCIAL CORP DE 7.01 11/15/11 CARLISLE COMPANIES INC DE 1.01,7.01,9.01 11/11/11 CARVER BANCORP INC DE 2.02 11/14/11 CASEYS GENERAL STORES INC IA 7.01 11/15/11 CASTLE A M & CO MD 1.01,9.01 11/09/11 Castle Brands Inc FL 2.02,9.01 11/14/11 CELL THERAPEUTICS INC WA 5.02,5.03,5.07,7.01, 11/11/11 9.01 CENTERPOINT ENERGY INC 7.01 11/10/11 Cereplast Inc NV 2.02,9.01 11/14/11 CHASE CREDIT CARD MASTER TRUST NY 8.01,9.01 11/15/11 CHESAPEAKE GRANITE WASH TRUST DE 8.01,9.01 11/10/11 CHESAPEAKE UTILITIES CORP DE 7.01,9.01 11/15/11 CHESAPEAKE UTILITIES CORP DE 8.01,9.01 11/09/11 China Forest Energy Corp. NV 5.02 11/03/11 China Logistics Group Inc FL 2.02,9.01 11/15/11 China Natural Gas, Inc. DE 3.01 11/09/11 China Shenghuo Pharmaceutical Holding 2.02,9.01 11/14/11 China Water Group, Inc. NV 1.01,9.01 09/30/11 China XD Plastics Co Ltd NV 2.02,9.01 11/15/11 ChinaNet Online Holdings, Inc. NV 8.01 11/14/11 ChinaNet Online Holdings, Inc. NV 2.02,9.01 11/15/11 Citadel Exploration, Inc. NV 7.01,8.01,9.01 09/30/11 CITIBANK OMNI-S MASTER TRUST 8.01 11/15/11 CLAYTON WILLIAMS ENERGY INC /DE DE 7.01,9.01 11/15/11 Cleantech Solutions International, In DE 2.02,5.02,9.01 11/13/11 CNL LIFESTYLE PROPERTIES INC MD 2.02,9.01 11/15/11 COAST DISTRIBUTION SYSTEM INC DE 2.02,9.01 11/14/11 COCA-COLA ENTERPRISES, INC. DE 8.01 11/15/11 COHERENT INC DE 5.02 11/08/11 COLONIAL COMMERCIAL CORP NY 2.02,9.01 11/14/11 Colonial Financial Services, Inc. MD 8.01,9.01 11/14/11 COMMERCIAL BARGE LINE CO DE 2.02,9.01 11/15/11 COMMUNITY HEALTH SYSTEMS INC DE 7.01,8.01,9.01 11/14/11 COMPETITIVE COMPANIES INC NV 5.02 09/30/11 COMPETITIVE COMPANIES INC NV 1.01,2.01 11/08/11 COMPUTER PROGRAMS & SYSTEMS INC DE 1.01,9.01 11/14/11 Comstock Mining Inc. NV 2.02,9.01 11/15/11 CONCUR TECHNOLOGIES INC DE 2.02,9.01 11/15/11 Conmed Healthcare Management, Inc. DE 8.01,9.01 11/15/11 CONSOLIDATED CAPITAL INSTITUTIONAL PR CA 1.01,9.01 11/15/11 CONSOLIDATED CAPITAL INSTITUTIONAL PR CA 1.01,9.01 11/15/11 CONSOLIDATED CAPITAL PROPERTIES IV CA 1.01,9.01 11/15/11 Cooper-Standard Holdings Inc. DE 7.01,9.01 11/15/11 CORE MOLDING TECHNOLOGIES INC DE 8.01,9.01 11/15/11 Cornerstone Financial Corp NJ 2.02,9.01 11/14/11 COURIER Corp MA 2.02,5.02,8.01,9.01 11/10/11 Covidien plc 2.02,9.01 11/15/11 Crestwood Midstream Partners LP DE 7.01,9.01 11/14/11 CRYOLIFE INC FL 7.01,9.01 11/15/11 Curry Gold Corp NV 5.02 04/15/11 CYCLONE POWER TECHNOLOGIES INC FL 2.02,9.01 11/14/11 DATAWATCH CORP DE 2.02,9.01 11/15/11 DecisionPoint Systems, Inc. DE 2.02,9.01 11/11/11 DEL TORO SILVER CORP. NV 7.01,9.01 11/15/11 DELL INC DE 2.02,9.01 11/15/11 DELTATHREE INC DE 5.02 11/14/11 Destination Maternity Corp DE 5.03,8.01,9.01 11/09/11 DGSE COMPANIES INC NV 5.01,9.01 11/11/11 Diamond Resorts Corp MD 2.02,9.01 11/15/11 DICKS SPORTING GOODS INC DE 2.02,5.02,8.01,9.01 11/14/11 Digital Realty Trust, Inc. 2.02,7.01,9.01 11/15/11 AMEND DIRECT INSITE CORP DE 2.02,9.01 11/14/11 Discover Card Execution Note Trust DE 1.01,9.01 11/15/11 Dr Pepper Snapple Group, Inc. DE 1.01,2.03,9.01 11/15/11 DUKE REALTY CORP IN 8.01,9.01 11/15/11 DYNATRONICS CORP UT 3.01 11/09/11 DYNATRONICS CORP UT 2.02,9.01 11/14/11 EAGLE ROCK ENERGY PARTNERS L P DE 7.01,9.01 11/14/11 EASTERN LIGHT CAPITAL, INC. DE 3.01,9.01 11/15/11 EDIETS COM INC DE 7.01,9.01 11/15/11 Education Realty Trust, Inc. MD 7.01,9.01 11/15/11 EDUtoons, Inc. DE 2.01,3.02,5.01,5.02, 11/08/11 9.01 Electromed, Inc. 1.01,5.02,5.07,9.01 11/11/11 ELECTRONIC CONTROL SECURITY INC NJ 5.07,9.01 11/10/11 EMERSON RADIO CORP DE 5.07 11/09/11 EMMIS COMMUNICATIONS CORP IN 8.01 11/14/11 ENBRIDGE ENERGY MANAGEMENT L L C DE 3.02 11/10/11 ENER1 INC FL 1.02,9.01 11/08/11 ENERGY EDGE TECHNOLOGIES CORP. NJ 1.01,2.01,9.01 11/08/11 Energy Telecom, Inc. FL 4.01,9.01 11/11/11 EnerJex Resources, Inc. NV 1.01,2.01,9.01 11/09/11 Enertopia Corp. NV 1.01,3.02,7.01,9.01 11/15/11 ENGLOBAL CORP NV 2.02,9.01 11/10/11 ENOVA SYSTEMS INC CA 7.01 11/14/11 EQUITY LIFESTYLE PROPERTIES INC MD 2.02,7.01,9.01 11/15/11 ERF Wireless, Inc. NV 1.01,9.01 11/08/11 ESTEE LAUDER COMPANIES INC DE 5.07 11/11/11 EXPRESS SCRIPTS INC DE 8.01 11/14/11 EXPRESS SCRIPTS INC DE 7.01 11/15/11 Federal Home Loan Bank of Atlanta X1 2.03 11/15/11 Federal Home Loan Bank of Boston X1 2.03 11/09/11 Federal Home Loan Bank of Chicago X1 2.03 11/09/11 Federal Home Loan Bank of Cincinnati X1 2.03,9.01 11/09/11 Federal Home Loan Bank of Des Moines X1 2.03,9.01 11/10/11 Federal Home Loan Bank of Des Moines X1 1.01,5.02,9.01 11/08/11 Federal Home Loan Bank of Indianapoli X1 2.03,9.01 11/09/11 Federal Home Loan Bank of New York X1 2.03,9.01 11/09/11 Federal Home Loan Bank of Pittsburgh PA 2.03,9.01 11/09/11 Federal Home Loan Bank of San Francis X1 5.02,5.07,9.01 11/10/11 Federal Home Loan Bank of San Francis X1 2.03 11/09/11 Federal Home Loan Bank of Seattle 2.03 11/09/11 Federal Home Loan Bank of Topeka 2.03,9.01 11/09/11 FIELDPOINT PETROLEUM CORP CO 2.02,7.01,9.01 11/14/11 FIRST MARBLEHEAD CORP 1.01,8.01,9.01 11/11/11 FIRST POTOMAC REALTY TRUST MD 7.01 11/15/11 FONAR CORP DE 2.02 09/30/11 FORCE PROTECTION INC NV 8.01,9.01 11/15/11 FOREST CITY ENTERPRISES INC OH 7.01,9.01 11/15/11 Fortress International Group, Inc. DE 5.02,9.01 11/09/11 FriendFinder Networks Inc. NV 2.02,9.01 11/14/11 FS Energy & Power Fund DE 2.02,9.01 11/15/11 FS Investment CORP MD 2.02,9.01 11/15/11 FULTON FINANCIAL CORP PA 5.04 11/15/11 FUNCTION (X) INC. DE 5.02 11/10/11 GEN PROBE INC DE 5.02 11/09/11 Genie Energy Ltd. DE 7.01,9.01 11/15/11 GENTOR RESOURCES, INC. FL 8.01,9.01 11/14/11 GEOGLOBAL RESOURCES INC. DE 2.02,5.03,8.01,9.01 11/09/11 GEOKINETICS INC DE 2.02,9.01 11/14/11 GEORESOURCES INC CO 1.01,9.01 11/09/11 GLADSTONE CAPITAL CORP MD 2.02,9.01 11/14/11 Global Pharm Holdings Group, Inc. DE 9.01 08/01/11 AMEND GRANITE CONSTRUCTION INC DE 5.02,5.03,9.01 11/09/11 Graymark Healthcare, Inc. OK 2.02,9.01 11/15/11 Great Lakes Dredge & Dock CORP DE 7.01,9.01 11/15/11 Green Technology Solutions, Inc. DE 5.02 11/15/11 GREER BANCSHARES INC SC 7.01,9.01 11/14/11 GRYPHON GOLD CORP NV 7.01,9.01 11/15/11 GSE SYSTEMS INC DE 1.01 11/15/11 GTSI CORP DE 2.02,9.01 11/15/11 GUIDED THERAPEUTICS INC DE 2.02,7.01,9.01 11/15/11 Gulf United Energy, Inc. NV 5.02,9.01 11/11/11 H&R BLOCK INC MO 1.02 11/14/11 Hallwood Group Inc DE 2.02,9.01 11/14/11 HANDY & HARMAN LTD. DE 8.01,9.01 11/15/11 HARLEYSVILLE GROUP INC DE 8.01,9.01 11/15/11 HAWKER BEECHCRAFT ACQUISITION CO LLC DE 2.05 11/11/11 HEALTHSOUTH CORP DE 7.01,9.01 11/15/11 HEALTHSOUTH CORP DE 7.01 11/15/11 AMEND HOME DEPOT INC DE 2.02,9.01 11/15/11 HOOPER HOLMES INC NY 2.02,9.01 11/11/11 HYPERDYNAMICS CORP DE 8.01,9.01 11/04/11 Hypersolar, Inc. NV 8.01,9.01 11/15/11 INCOME OPPORTUNITY REALTY INVESTORS I NV 2.02,9.01 11/14/11 INDEPENDENT BANK CORP /MI/ MI 1.01,3.03,5.03,8.01, 11/15/11 9.01 INDUSTRIAL SERVICES OF AMERICA INC /F FL 2.02,5.02,9.01 11/14/11 INERGY L P DE 2.02,7.01,9.01 11/15/11 INGRAM MICRO INC DE 7.01,9.01 11/15/11 INLAND REAL ESTATE CORP MD 7.01,9.01 11/15/11 INLAND REAL ESTATE CORP MD 8.01,9.01 11/15/11 INTERNAP NETWORK SERVICES CORP DE 5.02,9.01 11/11/11 INTERNATIONAL BARRIER TECHNOLOGY INC A1 7.01,9.01 11/15/11 Invesco Ltd. D0 5.02,9.01 11/10/11 INVIVO THERAPEUTICS HOLDINGS CORP. NV 2.02,9.01 11/15/11 INX Inc DE 2.02,9.01 11/14/11 IsoRay, Inc. MN 2.02,9.01 11/15/11 JACOBS ENGINEERING GROUP INC /DE/ DE 2.02,9.01 11/14/11 Jayhawk Energy, Inc. CO 4.01 11/11/11 Joway Health Industries Group Inc NV 2.01,9.01 10/07/10 AMEND K12 INC DE 2.02,9.01 11/15/11 KAMAN CORP CT 7.01,9.01 11/14/11 KINGSTONE COMPANIES, INC. DE 2.02,9.01 11/14/11 KITE REALTY GROUP TRUST MD 7.01 11/15/11 KKR Financial Holdings LLC DE 1.01,8.01,9.01 11/15/11 LADENBURG THALMANN FINANCIAL SERVICES FL 5.07 11/10/11 LANDAUER INC DE 7.01,9.01 11/14/11 LEGGETT & PLATT INC MO 5.03,9.01 11/10/11 LEHMAN ABS CORP KRAFT FOODS NOTE BACK DE 8.01,9.01 11/01/11 LEXARIA CORP. NV 1.01,3.02,7.01,9.01 11/15/11 LINCOLN NATIONAL CORP IN 2.02,5.02,7.01,9.01 11/09/11 Lincolnway Energy, LLC IA 2.02,7.01 11/15/11 LIQTECH INTERNATIONAL INC NV 1.01,2.01,3.02,4.01, 08/23/11 AMEND 5.01,5.02,5.06,8.01, 9.01 LML PAYMENT SYSTEMS INC A1 5.02,5.05,9.01 11/08/11 LORILLARD, INC. DE 7.01,9.01 11/15/11 M&F BANCORP INC /NC/ NC 2.02,9.01 11/15/11 Magnolia Solar Corp NV 8.01,9.01 11/15/11 MAGNUM HUNTER RESOURCES CORP DE 8.01 11/15/11 MARKWEST ENERGY PARTNERS L P 1.01,7.01,9.01 11/10/11 MATERIAL SCIENCES CORP DE 8.01,9.01 11/11/11 MCMORAN EXPLORATION CO /DE/ DE 8.01,9.01 11/15/11 MEADOWBROOK INSURANCE GROUP INC MI 7.01,9.01 11/15/11 MEDICINOVA INC DE 2.02,9.01 11/15/11 MEDICINOVA INC DE 7.01 11/15/11 MEDIWARE INFORMATION SYSTEMS INC NY 5.02,7.01,9.01 11/14/11 MEDL Mobile Holdings, Inc. NV 2.02,7.01,9.01 11/14/11 MERITOR INC IN 2.02,7.01,9.01 11/15/11 Merriman Holdings, Inc DE 2.02,9.01 11/15/11 Mesa Energy Holdings, Inc. DE 7.01,9.01 10/17/11 METLIFE INC DE 8.01,9.01 11/15/11 METROPOLITAN HEALTH NETWORKS INC FL 3.01,8.01,9.01 11/11/11 MF Global Holdings Ltd. DE 5.02 11/10/11 MICROVISION INC DE 7.01 11/11/11 MICROVISION INC DE 1.01,7.01,9.01 11/11/11 MID WISCONSIN FINANCIAL SERVICES INC WI 2.02,9.01 11/15/11 Midway Gold Corp A1 2.02,5.02,7.01,9.01 11/09/11 Millennium India Acquisition CO Inc. DE 2.02,8.01,9.01 11/15/11 MISONIX INC NY 5.02,9.01 11/14/11 MOLSON COORS BREWING CO DE 5.02 11/14/11 MOMENTA PHARMACEUTICALS INC DE 1.01 11/08/11 MYLAN INC. PA 1.01,2.03,9.01 11/14/11 NABORS INDUSTRIES LTD D0 8.01,9.01 11/15/11 Nationstar Mortgage LLC DE 7.01,9.01 11/15/11 Nava Resources, Inc. 5.01 11/10/11 NAVISTAR INTERNATIONAL CORP DE 1.01,9.01 11/14/11 NCO Group, Inc. DE 2.02,7.01,9.01 11/14/11 NETWORK ENGINES INC DE 2.02,9.01 11/10/11 NEUSTAR INC 7.01,9.01 11/15/11 New Concept Energy, Inc. NV 2.02,9.01 11/11/11 NEW ENERGY SYSTEMS GROUP NV 2.02,9.01 11/15/11 NEWS CORP 8.01,9.01 11/15/11 NGP Capital Resources Co MD 2.02,9.01 11/15/11 Niska Gas Storage Partners LLC DE 7.01 11/14/11 NOBLE ENERGY INC DE 7.01,9.01 11/15/11 NORTEK INC DE 2.02,9.01 11/15/11 NORTEL NETWORKS CORP 2.02,9.01 11/11/11 NORTH EUROPEAN OIL ROYALTY TRUST DE 2.02,9.01 10/31/11 NORTHEAST BANCORP /ME/ ME 8.01 11/14/11 Nova Lifestyle, Inc. NV 2.02,9.01 11/15/11 NT MINING Corp 4.01 11/15/11 Nuveen Diversified Commodity Fund DE 8.01,9.01 11/14/11 OCCIDENTAL PETROLEUM CORP /DE/ DE 7.01,9.01 11/15/11 OCEANFIRST FINANCIAL CORP DE 5.02,9.01 11/14/11 Och-Ziff Capital Management Group LLC DE 1.01,2.03,7.01,9.01 11/15/11 OCLARO, INC. DE 1.01 11/09/11 ONCOR ELECTRIC DELIVERY CO LLC DE 1.01,9.01 11/10/11 OPLINK COMMUNICATIONS INC DE 5.07 11/09/11 ORCHID CELLMARK INC 1.01,9.01 11/14/11 PALATIN TECHNOLOGIES INC DE 2.02,9.01 11/15/11 PANERA BREAD CO DE 5.02 11/11/11 PDL BIOPHARMA, INC. DE 8.01,9.01 11/15/11 PDL BIOPHARMA, INC. DE 7.01,9.01 11/15/11 PENN VIRGINIA RESOURCE PARTNERS L P DE 7.01,9.01 11/15/11 PEOPLES BANCORP INC OH 7.01,9.01 11/15/11 PHARMATHENE, INC DE 5.02 11/10/11 Philip Morris International Inc. VA 8.01,9.01 11/08/11 PIONEER DRILLING CO TX 8.01,9.01 11/15/11 PIONEER NATURAL RESOURCES CO DE 7.01 11/15/11 PLAINS ALL AMERICAN PIPELINE LP DE 7.01 11/15/11 POST DATA, INC. NV 4.01 11/01/11 POWERWAVE TECHNOLOGIES INC DE 2.05 11/09/11 Premier Power Renewable Energy, Inc. DE 2.02,9.01 11/14/11 PROGRESS ENERGY INC NC 7.01,9.01 09/30/11 Propell Corporation. DE 2.02,9.01 11/15/11 PROTEONOMIX, INC. DE 1.01 09/30/11 PURADYN FILTER TECHNOLOGIES INC DE 2.02,7.01,9.01 11/14/11 QLOGIC CORP DE 8.01,9.01 11/11/11 QUEPASA CORP NV 2.01 11/09/11 AMEND RADIAN GROUP INC DE 5.03,9.01 11/09/11 RADIANT LOGISTICS, INC DE 8.01,9.01 11/15/11 RADIENT PHARMACEUTICALS Corp DE 7.01,8.01,9.01 11/15/11 RAMBUS INC DE 8.01 10/27/11 RARE ELEMENT RESOURCES LTD A1 7.01,9.01 09/07/11 Reach Messaging Holdings, Inc. DE 5.02 11/03/11 REGIONS FINANCIAL CORP DE 7.01,9.01 11/15/11 RENTECH INC /CO/ CO 1.02 11/14/11 Rentech Nitrogen Partners, L.P. DE 1.01,2.03,9.01 11/10/11 ROCKY MOUNTAIN CHOCOLATE FACTORY INC CO 7.01,9.01 11/15/11 Rotoblock CORP NV 1.01,9.01 05/30/11 AMEND RPC INC DE 8.01,9.01 11/14/11 S1 CORP /DE/ DE 1.01,5.02,9.01 11/09/11 Sabra Health Care REIT, Inc. MD 7.01,9.01 11/15/11 SAKS INC TN 2.02,9.01 11/15/11 SANUWAVE Health, Inc. NV 2.02,9.01 11/14/11 SENESCO TECHNOLOGIES INC DE 2.02,9.01 11/15/11 SINCLAIR BROADCAST GROUP INC MD 5.02 11/11/11 Sino Agro Food, Inc. NV 3.02 11/15/11 Sino Green Land Corp NV 2.02,9.01 11/15/11 SKYSTAR BIO-PHARMACEUTICAL CO NV 8.01,9.01 11/14/11 SMITH MIDLAND CORP DE 2.02 11/14/11 SNYDER'S-LANCE, INC. NC 8.01,9.01 11/09/11 Solar Power, Inc. CA 1.01,9.01 11/09/11 Solar Thin Films, Inc. DE 4.01 11/07/11 SOLERA HOLDINGS, INC DE 5.07 11/10/11 Solo International, Inc NV 1.01,2.03,3.02,9.01 11/14/11 Sono Resources, Inc. NV 3.02,8.01,9.01 11/14/11 SOUTHERN FIRST BANCSHARES INC SC 2.02,9.01 11/15/11 SPARTON CORP OH 5.02,9.01 11/11/11 SPEEDEMISSIONS INC FL 2.02,9.01 11/14/11 SquareTwo Financial Corp DE 5.02 11/15/11 STANCORP FINANCIAL GROUP INC OR 8.01,9.01 11/14/11 STAPLES INC DE 2.02,9.01 11/15/11 STATE STREET CORP MA 7.01,9.01 11/15/11 STEWARDSHIP FINANCIAL CORP NJ 2.02,9.01 11/14/11 SUNTRUST BANKS INC GA 5.02,9.01 11/15/11 SUPERMEDIA INC. DE 1.01,7.01,9.01 11/08/11 SUPERTEL HOSPITALITY INC VA 2.02,9.01 11/14/11 SYNERGETICS USA INC 2.02,9.01 11/15/11 SYNERGETICS USA INC 5.02,9.01 11/15/11 SYNERGY PHARMACEUTICALS, INC. FL 1.01,3.02,9.01 11/14/11 SYNTROLEUM CORP DE 8.01,9.01 11/10/11 SYNTROLEUM CORP DE 5.07 09/08/11 AMEND TANGER FACTORY OUTLET CENTERS INC NC 2.03,7.01,9.01 11/10/11 TELULAR CORP DE 2.02,8.01,9.01 11/10/11 Terra Energy Resources, Ltd. 5.02 10/31/11 TETRA TECHNOLOGIES INC DE 7.01,9.01 11/15/11 Texas Rare Earth Resources Corp. NV 7.01,9.01 11/09/11 THUNDER MOUNTAIN GOLD INC NV 1.01,3.02,8.01,9.01 11/07/11 AMEND Tiger X Medical, Inc. DE 4.02 11/11/11 Timberline Resources Corp DE 1.01,2.01,7.01,9.01 11/09/11 Titanium Asset Management Corp DE 2.02,9.01 11/15/11 TJX COMPANIES INC /DE/ DE 2.02,9.01 11/15/11 TOFUTTI BRANDS INC DE 2.02,9.01 11/15/11 TOLL BROTHERS INC DE 5.02,9.01 11/14/11 TOP GEAR INC 1.01,2.01,3.02,4.01, 11/08/11 5.01,5.02,5.06,5.07, 9.01 Tornier N.V. P7 5.02,9.01 11/15/11 Total Nutraceutical Solutions, Inc. NV 1.01,9.01 10/28/11 AMEND Towers Watson & Co. DE 5.07 11/11/11 TOWERSTREAM CORP DE 7.01,9.01 11/15/11 TPC Group Inc. DE 7.01,9.01 11/15/11 TRANSCONTINENTAL REALTY INVESTORS INC NV 2.02,9.01 11/14/11 TRIO TECH INTERNATIONAL CA 2.02,9.01 11/14/11 TRIUMPH GROUP INC DE 5.07 07/27/11 AMEND TTM TECHNOLOGIES INC WA 7.01,9.01 11/15/11 ULURU INC. NV 2.02,9.01 11/15/11 United Development Funding IV MD 8.01 11/11/11 UNITED STATES STEEL CORP DE 1.01,2.03,9.01 11/10/11 UNITED STATES STEEL CORP DE 5.02 11/12/11 UNITED TECHNOLOGIES CORP /DE/ DE 1.01,2.03 11/08/11 UniTek Global Services, Inc. DE 2.02,9.01 11/15/11 UNIVERSITY GENERAL HEALTH SYSTEM, INC NV 9.01 11/14/11 URBAN OUTFITTERS INC PA 2.02,9.01 11/14/11 US ENERGY CORP WY 7.01,9.01 11/15/11 VALLEY NATIONAL BANCORP NJ 5.02,9.01 11/11/11 VANGUARD HEALTH SYSTEMS INC DE 5.07 11/15/11 Viacom Inc. DE 3.01,9.01 11/11/11 VIASPACE Inc. 2.02,9.01 11/15/11 VIROPHARMA INC DE 2.01,9.01 11/15/11 VISTA GOLD CORP B0 7.01,9.01 11/10/11 Vringo Inc DE 2.02,9.01 11/14/11 Vulcan Materials CO NJ 1.01,9.01 11/09/11 WABASH NATIONAL CORP /DE DE 7.01,9.01 11/15/11 WAL MART STORES INC DE 2.02,9.01 11/15/11 WARNACO GROUP INC /DE/ DE 1.01,2.03,9.01 11/08/11 WEBSTER FINANCIAL CORP DE 7.01 11/15/11 Wendy's Co DE 5.02 11/15/11 WERNER ENTERPRISES INC NE 7.01,9.01 11/15/11 WESCORP ENERGY INC DE 3.02 11/09/11 Westway Group, Inc. DE 2.02,9.01 11/14/11 WILLIAMS COMPANIES INC DE 1.01,2.03,9.01 11/14/11 WINNER MEDICAL GROUP INC NV 7.01,9.01 11/15/11 Zayo Group LLC DE 7.01,9.01 11/15/11 ZIONS BANCORPORATION /UT/ UT 9.01 11/15/11 ZIOPHARM ONCOLOGY INC DE 8.01,9.01 11/13/11