SEC Charges Hedge Fund Firm CR Intrinsic and Two Others in $276 Million Insider Trading Scheme Involving Alzheimer's Drug
Washington, D.C., Nov. 20, 2012 – The Securities and Exchange Commission today charged Stamford, Conn.-based hedge fund advisory firm CR Intrinsic Investors LLC and its former portfolio manager along with a medical consultant for an expert network firm for their roles in a $276 million insider trading scheme involving a clinical trial for an Alzheimer’s drug being jointly developed by two pharmaceutical companies. The illicit gains generated in this scheme make it the largest insider trading case ever charged by the SEC.
The SEC alleges that Mathew Martoma illegally obtained confidential details about the clinical trial from Dr. Sidney Gilman, who served as chairman of the safety monitoring committee overseeing the trial. Dr. Gilman was selected by Elan Corporation and Wyeth to present the final drug trial results to the public. In phone calls that were arranged by a New York-based expert network firm for which he moonlighted as a medical consultant, Dr. Gilman tipped Martoma with safety data and eventually details about negative results in the trial about two weeks before they were made public in July 2008. Martoma then caused several hedge funds to sell more than $960 million in Elan and Wyeth securities in just over a week.
Dr. Gilman, who lives in Ann Arbor, Mich., where he works as a medical school professor, has agreed to settle the SEC’s charges and cooperate in this action and related SEC investigations. In a parallel action, the U.S. Attorney’s Office for the Southern District of New York today announced criminal charges against Martoma and a non-prosecution agreement with Dr. Gilman. Martoma lives in Boca Raton, Fla.
“Today’s record-setting insider trading case reinforces the cold, hard lesson of so many other recent cases that when you trade on inside information, you’re not just betting your money but also your career, your reputation, your financial security, and your liberty,” said Robert Khuzami, Director of the SEC’s Division of Enforcement. “Now, yet another corrupt hedge fund manager has learned the high cost of ignoring that lesson.”
Sanjay Wadhwa, Associate Director of the SEC’s New York Regional Office and Deputy Chief of the Enforcement Division’s Market Abuse Unit, added, “Today’s action against CR Intrinsic underscores our commitment to hold hedge fund advisory firms accountable when their employees break the law for the firms’ benefit. The clear message is that firms should adopt appropriate procedural safeguards and a culture of zero tolerance toward employee misconduct that could subject the firm to such serious consequences.”
According to the SEC’s complaint filed in federal court in Manhattan, Martoma first met Dr. Gilman through paid consultations arranged by the expert network firm. Dr. Gilman provided Martoma with material nonpublic information concerning the Phase II trial of the potential Alzheimer’s drug called bapineuzumab (bapi). They coordinated their expert network consultations around scheduled safety monitoring committee meetings, and during their phone calls they discussed PowerPoint presentations made during the meetings and Dr. Gilman provided Martoma with his perspective on the results. Dr. Gilman developed a personal relationship with Martoma, eventually coming to view Martoma as a friend and pupil.
The SEC alleges that Martoma caused hedge funds managed by CR Intrinsic as well as hedge funds managed by an affiliated investment adviser to trade on the negative inside information he received from Dr. Gilman. Although Elan and Wyeth’s shares rose on June 17, 2008, on the public release of top-line results of the Phase II trial, market participants were disappointed by the detailed final results issued on July 29, 2008. Double-digit declines in Elan and Wyeth shares ensued. After Martoma was tipped, the hedge funds not only liquidated their combined long position in Elan and Wyeth of more than $700 million, but went on to hold substantial short positions in both securities. This massive repositioning allowed CR Intrinsic and the affiliated advisory firm to reap approximately $82 million in profits and $194 million in avoided losses for a total of more than $276 million in illicit gains.
According to the SEC’s complaint, Martoma received a $9.3 million bonus at the end of 2008 – a significant portion of which was attributable to the illegal profits that the hedge funds managed by CR Intrinsic and the other investment advisory firm had generated in this scheme. Dr. Gilman, who was generally paid $1,000 per hour as a consultant for the expert network firm, received more than $100,000 for his consultations with Martoma and others at the hedge fund advisory firms. Dr. Gilman also received approximately $79,000 from Elan for his consultations concerning bapi in 2007 and 2008.
The SEC’s complaint charges each of the defendants with violating Section 17(a) of the Securities Act of 1933, and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5, and seeks a final judgment ordering them to disgorge their ill-gotten gains plus prejudgment interest, ordering them to pay financial penalties, and permanently enjoining them from future violations of these provisions of the federal securities laws.
Dr. Gilman has agreed to pay more than $234,000 in disgorgement and prejudgment interest. He also agreed to a permanent injunction against further violations of the federal securities laws. The proposed settlement is subject to approval by the court, which also will determine at a later date whether any additional financial penalty is appropriate.
The SEC’s investigation, which is continuing, has been conducted by Charles D. Riely and Amelia A. Cottrell of the SEC’s Market Abuse Unit in New York and Matthew J. Watkins and Neil Hendelman of the SEC’s New York Regional Office. It has been supervised by Sanjay Wadhwa. The SEC thanks the U.S. Attorney’s Office for the Southern District of New York, the Federal Bureau of Investigation, and the Financial Industry Regulatory Authority (FINRA) for their assistance in this matter.
Since October 2009, the SEC has filed more than 170 insider trading actions charging more than 410 individuals and entities. The defendants in these actions are alleged to have made more than $875 million in illicit gains comprised of profits and the avoidance of losses. (Press Rel. 2012-237)
SEC Sanctions Two Investment Advisers for Impeding Examinations
The Securities and Exchange Commission today sanctioned two investment advisory firms for impeding examinations conducted by SEC staff.
An SEC investigation found that Evens Barthelemy and his New York-based firm Barthelemy Group LLC misled SEC examiners by inflating the firm’s claimed assets under management (AUM) ten-fold in an apparent attempt to show that the firm was eligible for SEC registration. Another SEC investigation found that Seth Richard Freeman and his San Francisco-area firm EM Capital delayed nearly 18 months in producing books and records related to the firm’s mutual fund advisory business.
Both firms agreed to settle the SEC’s charges against them.
“Barthelemy was not truthful and Freeman was not responsive during their respective interactions with SEC examiners,” said Bruce Karpati, Chief of the SEC Enforcement Division’s Asset Management Unit. “We will continue to pursue enforcement actions against firms that obstruct or delay the SEC’s critical work in overseeing investment advisers.”
Carlo di Florio, Director of the SEC’s Office of Compliance Inspections and Examinations, added, “Examinations of SEC-registered firms play a vital role in protecting markets and investors, and we expect their candor and prompt cooperation as SEC staff works to promote compliance, monitor risk, and prevent fraud.”
According to the SEC’s order against Barthelemy and his firm, when examiners asked for a list of client assets, Barthelemy misrepresented his firm’s AUM as $26.28 million instead of the actual $2.628 million. He downloaded client account balances from the firm’s online custodial platform onto a spreadsheet, and then manually moved the decimal points for each client one place to the right before providing it to the SEC staff. From July 2009 to early 2011, Barthelemy improperly registered Barthelemy Group with the SEC on the basis of the aspirational AUM that was 10 times higher than reality. Barthelemy Group, through Barthelemy’s actions as chief compliance officer, also failed to adopt reasonable compliance policies and procedures or to maintain required books and records concerning codes of ethics and providing the firm’s disclosure brochure to clients.
Barthelemy agreed to be barred from the securities industry and from associating with an investment company, with the right to reapply after two years. Without admitting or denying the allegations, Barthelemy and his firm consented to cease-and-desist orders, and the firm was censured. Barthelemy and his firm also will provide a copy of the proceeding to their clients and appropriate state securities regulators, will post a copy on the firm’s website, and will disclose the proceeding in an amended SEC Form ADV filing.
According to the SEC’s order issued today against Freeman and his firm, they failed to immediately furnish the required books and records upon request by SEC staff in December 2010. EM Capital and Freeman repeatedly promised to provide the records including financial statements, e-mails, and documents related to their management of a mutual fund. However, they did not fully comply until September 2012, months after learning that SEC staff was considering enforcement action against them.
Freeman and EM Capital agreed to pay a combined $20,000 penalty. Without admitting or denying the SEC’s findings, Freeman and EM Capital also agreed to censures and cease-and-desist orders.
The SEC’s investigation of Barthelemy Group was conducted by David Neuman and Scott Weisman of the SEC’s Asset Management Unit. The examination of Barthelemy Group was conducted by Dawn Blankenship, Kristine Geissler, Arjuman Sultana, Margaret Pottanat, and Anthony Fiduccia of the New York Regional Office’s investment adviser/investment company examination program. The SEC’s investigation of EM Capital was conducted by Sahil W. Desai and Erin E. Schneider of the San Francisco Regional Office, who are members of the SEC’s Asset Management Unit. The examination of EM Capital was conducted by Tom Dutton, Ada Chee, and Ed Haddad of the San Francisco Regional Office’s investment adviser/investment company examination program. (Press Rel. 2012-238; IA-3502; File No. 3-15101; IA-3503; IC-30278; File No. 3-15102)
In the Matter of Gary R. Marks
On November 20, 2012, the Commission issued an Order Instituting Administrative Proceedings Pursuant to Section 15(b) of the Securities Exchange Act of 1934 and Section 203(f) of the Investment Advisers Act of 1940, Making Findings and Imposing Remedial Sanctions (Order) against Gary R. Marks. The Order finds that on October 25, 2012, a final judgment was entered by consent against Marks, permanently enjoining him from future violations of Sections 206(2) and 206(4) of the Advisers Act and Rule 206(4)-8 promulgated thereunder, and Sections 17(a)(2) and 17(a)(3) of the Securities Act of 1933, in the civil action entitled Securities and Exchange Commission v. Gary R. Marks, Civil Action Number 3:12-cv-04486-WHA, in the United States District Court for the Northern District of California. The Commission’s complaint alleged that Respondent managed and recommended various fund of funds hedge funds through Sky Bell, including the Agile Sky Alliance Fund (“Alliance Fund”) that was co-managed with the Agile Group, PipeLine Investors (“PipeLine”), Night Watch Partners (“Night Watch”), and Sky Bell Offshore Partners (“Offshore Fund”) (collectively “Sky Bell Hedge Funds”). The Commission’s complaint further alleged that between at least 2005 and September 2007, Defendant negligently misrepresented the level of correlation and diversification among certain Sky Bell Hedge Funds. The Complaint also alleged that between at least 2005 and 2008, Defendant: a) made unsuitable investment recommendations to certain advisory clients to invest most of their investment portfolio in Sky Bell Hedge Funds, b) negligently failed to disclose that PipeLine invested significantly in a purported subadviser’s fund, and c) negligently provided misleading information to certain investors about the liquidity problems at the Alliance Fund.
Based on the above, the Order bars Marks from association with any broker, dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized statistical rating organization, and is barred 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. Marks consented to the issuance of the Order without admitting or denying any of findings except he admitted the entry of the injunction. (Rel. 34-68275; IA-3504; File No. 3-15103)
Former Executive of Massachusetts-Based Company Found Guilty of Securities Fraud
The Securities and Exchange Commission (“Commission”) announced today that, on November 19, 2012, a federal jury returned a verdict of guilty against James Fields, the former CFO and CEO of Massachusetts-based LocatePlus Holdings Corporation (“LocatePlus”). The jury found Fields guilty on twenty nine criminal charges, including securities fraud, false statements to company auditors, false statements and false certifications in SEC filings, aggravated identity theft and money laundering. Sentencing is currently scheduled for February 14, 2013.
On November 10, 2010, the United States Attorney’s Office for the District of Massachusetts charged Fields and former LocatePlus CEO Jon Latorella with conspiracy to commit securities fraud for their role in a scheme to fraudulently inflate revenue at LocatePlus as well as a scheme to manipulate the stock of another company. On the same date, the Commission amended a previously-filed civil injunctive action against LocatePlus arising out of the same conduct, to add both Fields and Latorella as defendants. On June 14, 2012, following a March 2012 guilty plea, Latorella was sentenced to 60 months' imprisonment in the criminal case, to be followed by three years of supervised release, and the payment of restitution to be determined at a later hearing. On July 30, 2012, the Commission announced that LocatePlus agreed to settle charges it engaged in securities fraud from 2005 through 2007 by misleading investors about its funding and revenue in violation of the antifraud and reporting provisions of the federal securities laws. As part of the settlement, LocatePlus consented to an administrative order which prevents it from selling its securities in the public market. The Commission’s civil injunctive action, which is still pending, has been stayed until the conclusion of the criminal case against Fields.
For further information, see Litigation Release No. 21474 (April 2, 2010); Litigation Release No. 21692 (October 14, 2010); Litigation Release No. 21735 (November 10, 2010); Litigation Release No. 21763 (December 6, 2010); Securities Exchange Act Release No. 64607 (June 6, 2011); Litigation Release 22394 (June 18, 2012); Litigation Release No. 22426 (July 30, 2012). [U.S. v. Jon Latorella and James Fields, No. 1:10-CR-1038- DPW (D. Mass); SEC v. LocatePlus Holdings Corporation, Jon Latorella and James Fields, No. 1:10-CV-11751-DPW (D. Mass.)] (LR-22536)
SEC Charges Michigan Businessman Defrauded Investors in Real Estate Investment Scheme
The Securities and Exchange Commission announced that it has obtained an emergency court order against a Bay City, Michigan-based real estate promoter, and that it has suspended trading in one of the promoter’s companies, American Realty Funds Corporation.
According to the SEC’s complaint, Joel I. Wilson defrauded investors who bought unregistered securities offered by his company, Diversified Group Partnership Management, LLC, and sold through his brokerage firm, W R Rice Financial Services, Inc. Wilson raised approximately $6.7 million from approximately 120 investors who bought Diversified Group’s securities from September 2009 through October 2012, and used the funds to finance his business of buying, renovating, and selling houses in and around Bay City, the SEC alleged.
Although Wilson promised investors that he would invest their money in real estate that would yield returns of 9.9% per year, he used most of it to make unsecured loans to his real estate business, which did not generate enough income to repay the investors. Wilson also diverted $582,000 of investor money to pay personal expenses, including $75,000 he used to buy W R Rice Financial, $46,780 he spent on travel, and $35,000 for his wife’s business. In addition, the SEC said Wilson used investors’ money to pay for a sponsorship and tickets to the Saginaw Sting football team and to buy thousands of dollars worth of tickets to the Detroit Red Wings.
The SEC alleges that Wilson raised additional funds for his real estate business through stock sales for another of his companies, American Realty Funds Corporation, which trades on the OTC Bulletin Board under the symbol ANFDE. The complaint alleges that there were misrepresentations and omissions in some of the reports the company filed with the SEC, which Wilson signed, including that American Realty has failed to make loan payments and that its purportedly independent directors have undisclosed personal and business relationships with Wilson. American Realty is delinquent in filing its annual report on Form 10-K for the fiscal year ended June 30, 2012, which was due October 15, and its quarterly report on Form 10-Q for the quarter ended September 30, which was due on November 14. Because of the questions concerning the accuracy of publicly disseminated information in the company’s public filings and financial statements, the SEC issued an administrative order suspending trading in American Realty stock until 11:59 p.m. EDT on November 29, 2012.
The SEC’s complaint, filed on November 15, 2012 in the U.S. District Court for the Eastern District of Michigan, charges Wilson and Diversified Group with violations of the registration and antifraud provisions of the federal securities laws and American Realty with violations of the antifraud and reporting provisions of the federal securities laws. The Court granted the SEC’s request for an order prohibiting the defendants from altering or destroying documents and an order granting the parties leave to conduct expedited discovery. The Court scheduled a hearing on the SEC’s motions for an asset freeze and preliminary injunction for December 10, 2012, at 10:00 a.m. at the U.S. District courthouse located at 1000 Washington Ave. in Bay City, Michigan.
The SEC’s investigation was conducted in the Chicago Regional Office by Tracy W. Lo, Ann M. Tushaus, and Felisha K. Clay and was supervised by Steven L. Klawans following a referral from the broker-dealer examination program of the Chicago Regional Office. John E. Birkenheier will litigate the case with assistance from Kristine Rodriguez and Lynette Nichols-Newman. The SEC thanks the Financial Industry Regulatory Authority (FINRA) and the State of Michigan’s Office of Financial and Insurance Regulation for their assistance in this matter. [SEC v. Joel I. Wilson et al., Civil Action No. 12-cv-15062 (E.D. Mich.)] (LR-22537)
Court Fines CEO Christopher Metcalf $50,000 and Imposes a Penny Stock Bar and Officer and Director Bar Against Him
The Securities and Exchange Commission announced that on November 14, 2012, the Honorable Colleen McMahon, United States District Court Judge for the Southern District of New York, granted the Commission’s motion for summary judgment against Defendant Christopher Metcalf, and issued a final judgment imposing a $50,000 penalty against Metcalf and barring him from participating in an offering of penny stock and from acting as an officer or director of a public company for a period of five years. Metcalf had previously consented to the entry of partial judgment against him, permanently enjoining him from future violations of Sections 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder.
The Commission’s complaint, filed on January 24, 2011 in federal court in Manhattan, alleges that Metcalf, former President and CEO of Pantera Petroleum, Inc. (“Pantera”), and stock promoter Bozidar “Bob” Vukovich engaged in a fraudulent broker-bribery scheme designed to manipulate the market for Pantera common stock.
After considering the undisputed facts, the Court found that Metcalf “knowingly and enthusiastically engaged in a broker bribery/stock manipulation scheme involving Pantera’s stock while serving as Pantera’s President and CEO.” The Court found a clear record of Metcalf’s violations of the anti-fraud provisions of the federal securities laws and imposed a $50,000 civil penalty and a penny stock bar and officer and director bar against him.
For further information, please see Litigation Release Number 21824 (January 25, 2011).
The SEC acknowledges the assistance of the United States Attorney’s Office for the Southern District of New York and the Federal Bureau of Investigation in this matter. [SEC v. Christopher S. Metcalf, Bozidar "Bob" Vukovich, and Pantera Petroleum, Inc., Civil Action No. 11-cv-0493 (CM) (S.D.N.Y.)] (LR-22538)
Neuberger Berman Alternative Funds, et al.
An order has been issued on an application filed by Neuberger Berman Alternative Funds, et al. for an order under Section 12(d)(1)(J) of the Investment Company Act of 1940 (Act) for an exemption from Sections 12(d)(1)(A) and (B) of the Act, under Sections 6(c) and 17(b) of the Act for an exemption from Sections 17(a)(1) and 17(a)(2) of the Act, and under Section 6(c) of the Act for an exemption from Rule 12d1-2(a) under the Act. The order (a) permits certain registered open-end management investment companies that operate as “funds of funds” to acquire shares of other registered open-end management investment companies and unit investment trusts that are within and outside the same group of investment companies as the acquiring investment companies, and (b) permits funds of funds relying on Rule 12d1-2 under the Act to invest in certain financial instruments. (Rel. IC-30267 - November 19)
Immediate Effectiveness of Proposed Rule Change
A proposed rule change filed by the Financial Industry Regulatory Authority, Inc. to establish a limited waiver of the TRACE professional real-time data display fee on a pilot basis (SR-FINRA-2012-049) 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 19. (Rel. 34-68255)
Proposed Rule Change
The Commission issued notice of a proposed rule change submitted by BATS Exchange, Inc. (SR-BATS-2012-044) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder to amend BATS Rule 14.11, entitled “Other Securities,” and to list and trade shares of certain ProShares products. Publication is expected in the Federal Register during the week of November 19. (Rel. 34-68257)
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-8 CALIX, INC, 1035 N MCDOWELL BLVD, PETALUMA, CA, 95954, 707-766-3000 - 0 ($23,710,992.36) Equity, (File 333-185025 - Nov. 19) (BR. 11C) N-2 Neuberger Berman MLP Income Fund Inc., C/O NEUBERGER BERMAN MANAGEMENT LLC, 605 THIRD AVENUE, 2ND FLOOR, NEW YORK, NY, 10158-0180, (212) 476-8800 - 50,000 ($1,000,000.00) Equity, (File 333-185026 - Nov. 19) (BR. 18) S-3 PRGX GLOBAL, INC., 600 GALLERIA PARKWAY, STE 100, ATLANTA, GA, 30339-5949, 7707796610 - 0 ($10,032,953.00) Unallocated (Universal) Shelf, (File 333-185027 - Nov. 19) (BR. 06A) S-8 ADVENT SOFTWARE INC /DE/, 600 TOWNSEND ST, SAN FRANCISCO, CA, 94103, 4155437696 - 0 ($40,491,845.00) Equity, (File 333-185034 - Nov. 19) (BR. 03A) S-4 Express Scripts Holding Co., ONE EXPRESS WAY, ST. LOUIS, MO, 63121, (314) 692-1983 - 0 ($7,600,000,000.00) Non-Convertible Debt, (File 333-185035 - Nov. 19) (BR. 01B) S-8 NVIDIA CORP, 2701 SAN TOMAS EXPRESSWAY, SANTA CLARA, CA, 95050, 408-486-2000 - 0 ($138,152,750.00) Equity, (File 333-185036 - Nov. 19) (BR. 10B) S-4 First Community Financial Partners, Inc., 2801 BLACK ROAD, JOLIET, IL, 60435, 815-725-0123 - 892,125 ($9,884,745.00) Equity, (File 333-185041 - Nov. 19) (BR. ) S-3ASR COMERICA INC /NEW/, 1717 MAIN STREET MC6404, ATTN: DARLENE PERSONS, DALLAS, TX, 75201, 214-462-6831 - 0 ($0.00) Unallocated (Universal) Shelf, (File 333-185042 - Nov. 19) (BR. 12A) S-4 First Community Financial Partners, Inc., 2801 BLACK ROAD, JOLIET, IL, 60435, 815-725-0123 - 585,904 ($1,898,328.96) Equity, (File 333-185043 - Nov. 19) (BR. )
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 7.01,9.01 11/19/12 ABERCROMBIE & FITCH CO /DE/ DE 2.02,8.01,9.01 11/13/12 ABIOMED INC DE 7.01,9.01 11/16/12 Acacia Diversified Holdings, Inc. TX 1.01,8.01,9.01 02/28/12 ACTIVECARE, INC. DE 2.01,9.01 11/16/12 AFS SenSub Corp. 8.01,9.01 11/14/12 AgFeed Industries, Inc. NV 9.01 09/10/12 AMEND AGILENT TECHNOLOGIES INC DE 2.02,9.01 11/19/12 Alexza Pharmaceuticals Inc. DE 8.01,9.01 11/19/12 ALLIANCE BANKSHARES CORP 8.01,9.01 11/19/12 Alon USA Energy, Inc. DE 1.01,2.03 11/13/12 ALTERNATE ENERGY HOLDINGS, INC. NV 5.02,9.01 11/13/12 Amarok Resources, Inc. NV 1.01,2.03,3.02,9.01 11/19/12 American Renal Associates Holdings, I DE 5.03,9.01 11/15/12 AMERICANWEST BANCORPORATION WA 7.01,9.01 11/15/12 AMES NATIONAL CORP IA 5.02,8.01,9.01 11/14/12 APPIPHANY TECHNOLOGIES HOLDINGS CORP 1.01,9.01 11/09/12 ARAMARK CORP DE 5.02,9.01 11/14/12 ARCH COAL INC DE 1.04 11/13/12 Armored AutoGroup Inc. DE 7.01,9.01 11/16/12 Armored AutoGroup Inc. DE 2.02,9.01 11/19/12 Aspect FuturesAccess LLC DE 3.02 11/14/12 AtheroNova Inc. DE 8.01,9.01 11/15/12 Atlas Resource Partners, L.P. DE 8.01,9.01 11/19/12 AUBURN NATIONAL BANCORPORATION, INC DE 5.02,9.01 11/13/12 AWARE INC /MA/ MA 8.01,9.01 11/19/12 B Green Innovations, Inc. NJ 5.03,9.01 11/13/12 bebe stores, inc. CA 8.01,9.01 11/19/12 Big Three Restaurants, Inc. FL 5.02 11/15/12 BIOMIMETIC THERAPEUTICS, INC. DE 1.01,5.02,8.01,9.01 11/13/12 BIOTIME INC CA 7.01,9.01 11/19/12 BLUE DOLPHIN ENERGY CO DE 2.02,9.01 11/16/12 BLUEFLY INC DE 1.01,2.03,9.01 11/13/12 BOB EVANS FARMS INC DE 2.02,2.05,5.02,9.01 11/15/12 BOLD ENERGY INC. NV 1.04,4.01,9.01 11/19/12 BOLD ENERGY INC. NV 4.01,9.01 11/19/12 AMEND BORGWARNER INC DE 5.02 11/13/12 BOSTON BEER CO INC MA 8.01 11/09/12 BOSTON SCIENTIFIC CORP DE 8.01 11/19/12 BOTTOMLINE TECHNOLOGIES INC /DE/ DE 5.07 11/15/12 BROADRIDGE FINANCIAL SOLUTIONS, INC. DE 5.07,7.01,9.01 11/15/12 BROCADE COMMUNICATIONS SYSTEMS INC DE 2.02,9.01 11/19/12 BROWN FORMAN CORP DE 1.01,5.02,9.01 11/19/12 BRYN MAWR BANK CORP PA 1.01,2.01,9.01 11/19/12 BSB Bancorp, Inc. MD 5.02,5.07 11/14/12 CAL MAINE FOODS INC DE 7.01,9.01 11/16/12 CALLIDUS SOFTWARE INC DE 5.02 11/19/12 CAM Group, Inc. NV 7.01,9.01 11/19/12 CAMPBELL SOUP CO NJ 5.07 11/14/12 Capital Group Holdings, Inc. MN 2.01,5.02,9.01 09/03/12 AMEND CAPSTONE COMPANIES, INC. FL 8.01,9.01 11/15/12 CARDICA INC DE 5.02,5.07,9.01 11/13/12 Carter Validus Mission Critical REIT, MD 1.01,9.01 11/13/12 Castle Brands Inc FL 2.02,9.01 11/19/12 CBL & ASSOCIATES PROPERTIES INC DE 1.01,2.03 11/13/12 CC Media Holdings Inc 1.01,1.02,2.03,2.04, 11/19/12 8.01,9.01 CD INTERNATIONAL ENTERPRISES, INC. FL 7.01,9.01 11/19/12 CELADON GROUP INC DE 5.07 11/16/12 CENTERLINE HOLDING CO DE 2.02,9.01 11/19/12 CHARTER FINANCIAL CORP/GA 2.02,9.01 11/13/12 China Advanced Construction Materials DE 2.02,7.01,9.01 11/19/12 China Housing & Land Development, Inc NV 2.02,7.01,9.01 11/14/12 China XD Plastics Co Ltd NV 8.01 11/15/12 CHROMCRAFT REVINGTON INC DE 2.02,9.01 11/13/12 CINCINNATI FINANCIAL CORP OH 5.04,9.01 11/19/12 Cinemark Holdings, Inc. DE 1.01,7.01,9.01 11/16/12 CINEMARK USA INC /TX TX 1.01,7.01,9.01 11/16/12 CIRCLE STAR ENERGY CORP. NV 7.01,9.01 11/19/12 CLEAR CHANNEL COMMUNICATIONS INC TX 1.01,1.02,2.03,2.04, 11/19/12 8.01,9.01 Clear Channel Outdoor Holdings, Inc. DE 1.01,1.02,2.03,2.04, 11/19/12 8.01,9.01 CLEARONE COMMUNICATIONS INC UT 7.01 11/19/12 CNH CAPITAL RECEIVABLES LLC DE 1.01,8.01,9.01 11/15/12 CNH CAPITAL RECEIVABLES LLC DE 8.01,9.01 11/15/12 COMERICA INC /NEW/ DE 5.02,9.01 11/13/12 COMFORT SYSTEMS USA INC 5.02,9.01 11/15/12 COMMUNICATION INTELLIGENCE CORP DE 3.02,3.03,5.03,5.07, 11/13/12 7.01,9.01 Community Alliance, Inc. NV 5.02 11/12/12 Comstock Mining Inc. NV 1.01,9.01 11/13/12 CONSOL Energy Inc DE 5.02 11/13/12 CORPORATE BOND BACKED CERT TR SER 199 DE 8.01,9.01 11/15/12 CORVEL CORP DE 7.01,9.01 11/19/12 COVANTA HOLDING CORP DE 1.01,2.03,9.01 11/15/12 CROSS TIMBERS ROYALTY TRUST TX 2.02,9.01 11/19/12 CURTISS WRIGHT CORP DE 8.01,9.01 11/11/12 CVB FINANCIAL CORP CA 8.01 11/14/12 DDR CORP OH 8.01,9.01 11/19/12 DecisionPoint Systems, Inc. 2.02,9.01 11/14/12 DELTA NATURAL GAS CO INC KY 5.02,5.03,5.07,9.01 11/15/12 Derycz Scientific Inc NV 5.07 11/15/12 Destination Maternity Corp DE 2.02,5.02,9.01 11/15/12 Discover Card Execution Note Trust DE 1.01,8.01,9.01 11/19/12 DOLPHIN DIGITAL MEDIA INC NV 5.03,9.01 11/13/12 DOMINION RESOURCES BLACK WARRIOR TRUS DE 2.02,9.01 11/19/12 DTE ENERGY CO MI 2.06 11/19/12 Dynacast International Inc. DE 2.02,9.01 11/19/12 EARTHBLOCK TECHNOLOGIES, INC. NV 1.01,2.01,3.02,5.01, 10/22/12 5.02,9.01 ECB BANCORP INC NC 2.02,9.01 10/30/12 ECOTALITY, INC. NV 2.02,9.01 11/19/12 Electromed, Inc. 1.01,5.02 11/13/12 Emergent BioSolutions Inc. DE 5.02,9.01 11/15/12 EMERITUS CORP\WA\ WA 7.01,8.01,9.01 11/19/12 EMERSON RADIO CORP DE 2.02,9.01 11/19/12 ENCORE CAPITAL GROUP INC DE 8.01,9.01 11/19/12 Enduro Royalty Trust DE 2.02,9.01 11/19/12 Engility Holdings, Inc. DE 2.05 09/12/12 AMEND ENGLOBAL CORP NV 2.02,9.01 11/19/12 ERIE INDEMNITY CO PA 8.01,9.01 11/19/12 ESCALADE INC IN 5.02,9.01 11/14/12 Express Scripts Holding Co. DE 5.02,8.01,9.01 11/19/12 Exterra Energy Inc. NV 1.03,5.02,9.01 11/13/12 EZJR, Inc. NV 8.01 11/14/12 Federal Home Loan Bank of Seattle 7.01,9.01 11/19/12 FIELDPOINT PETROLEUM CORP CO 5.02 11/15/12 Financial Engines, Inc. 5.02 11/16/12 FIRST CASH FINANCIAL SERVICES INC DE 8.01,9.01 11/14/12 FIRST COMMUNITY FINANCIAL CORP PA 8.01 11/13/12 First Liberty Power Corp NV 1.01,2.01,9.01 11/06/12 FIRST PLACE FINANCIAL CORP /DE/ DE 5.02 11/16/12 FLUOR CORP DE 8.01,9.01 11/16/12 FNB United Corp. NC 8.01,9.01 11/19/12 FREDS INC TN 8.01,9.01 11/19/12 FRONTIER COMMUNICATIONS CORP DE 8.01,9.01 11/19/12 GARDNER DENVER INC DE 5.02,7.01,9.01 11/12/12 GENESIS GROUP HOLDINGS INC 1.01,5.02,5.03,9.01 11/13/12 GENUINE PARTS CO GA 5.02,8.01,9.01 11/19/12 GEOGLOBAL RESOURCES INC. DE 2.02,9.01 11/16/12 GOLD AMERICAN MINING CORP. NV 5.02 10/23/12 GRANT PARK FUTURES FUND LIMITED PARTN IL 7.01,9.01 10/31/12 Graymark Healthcare, Inc. OK 2.02,9.01 11/13/12 GREER BANCSHARES INC SC 5.02 09/27/12 HANCOCK FABRICS INC DE 1.01,2.03,9.01 11/15/12 HCP, INC. MD 8.01,9.01 11/14/12 HEALTH CARE REIT INC /DE/ DE 8.01,9.01 11/19/12 HEARTLAND FINANCIAL USA INC DE 8.01,9.01 11/19/12 Hi-Crush Partners LP de 5.02 11/14/12 Highbridge Commodities FuturesAccess DE 3.02 11/14/12 HOLLYWOOD MEDIA CORP FL 2.02,9.01 11/19/12 HORACE MANN EDUCATORS CORP /DE/ DE 1.01,5.02,9.01 11/14/12 HUGOTON ROYALTY TRUST TX 2.02,9.01 11/19/12 Huntsman CORP DE 1.01,2.03,9.01 11/19/12 ILLINOIS TOOL WORKS INC DE 5.02,9.01 11/18/12 IMPLANT SCIENCES CORP MA 2.02,7.01,9.01 11/19/12 INDUSTRIAL SERVICES OF AMERICA INC /F FL 2.02,9.01 11/16/12 ING LIFE INSURANCE & ANNUITY CO CT 1.01,1.02 11/13/12 ING USA ANNUITY & LIFE INSURANCE CO IA 1.01,1.02 11/13/12 INLAND REAL ESTATE CORP MD 8.01,9.01 11/19/12 Inrad Optics, Inc. NJ 2.02,9.01 11/19/12 INTEL CORP DE 5.02,7.01,9.01 11/14/12 INTERNATIONAL SPEEDWAY CORP FL 1.01,2.03,7.01,8.01, 11/19/12 9.01 iPayment Holdings, Inc DE 1.01 11/14/12 Iridium Communications Inc. DE 1.01 11/19/12 IRONSTONE GROUP INC DE 4.01,9.01 11/19/12 AMEND ISTAR FINANCIAL INC MD 1.01,2.03,9.01 11/13/12 ITRON INC /WA/ WA 5.02,9.01 11/15/12 JACK IN THE BOX INC /NEW/ DE 2.02,9.01 11/19/12 JACOBS ENGINEERING GROUP INC /DE/ DE 5.02,5.03,9.01 11/15/12 JDA SOFTWARE GROUP INC DE 5.02,5.07,9.01 11/13/12 KAR Auction Services, Inc. DE 8.01,9.01 11/19/12 KINDER MORGAN ENERGY PARTNERS L P DE 2.01,7.01,9.01 11/13/12 KRANEM CORP CO 4.01,9.01 11/17/12 KRISPY KREME DOUGHNUTS INC NC 2.02,7.01,9.01 11/19/12 LACLEDE GROUP INC MO 2.02,7.01,9.01 11/19/12 LANCASTER COLONY CORP OH 8.01,9.01 11/19/12 LAPIS TECHNOLOGIES INC DE 2.01,9.01 11/19/12 AMEND LIBERTY SILVER CORP NV 8.01,9.01 11/19/12 Lifevantage Corp CO 5.07 11/14/12 LIGAND PHARMACEUTICALS INC DE 8.01,9.01 11/19/12 LOWES COMPANIES INC NC 2.02,9.01 11/19/12 LVB Acquisition, Inc. 1.01,2.03,9.01 11/14/12 M&F BANCORP INC /NC/ NC 5.02 11/19/12 AMEND Magyar Bancorp, Inc. DE 2.02,9.01 11/15/12 Manning & Napier, Inc. 5.02,8.01,9.01 11/19/12 MARINE PETROLEUM TRUST TX 7.01,9.01 11/19/12 MARKWEST ENERGY PARTNERS L P 1.01,7.01,9.01 11/12/12 MAXIMUS INC VA 2.02,9.01 11/15/12 MBIA INC CT 8.01 11/19/12 MCMORAN EXPLORATION CO /DE/ DE 2.01,9.01 11/13/12 Measurement Specialties Inc NJ 5.04,9.01 11/16/12 MEDICAL ALARM CONCEPTS HOLDINGS INC NV 7.01 11/18/12 MESA ROYALTY TRUST/TX TX 2.02,9.01 11/19/12 METROPCS COMMUNICATIONS INC DE 8.01,9.01 11/19/12 MICROS SYSTEMS INC MD 5.07 11/16/12 MINDSPEED TECHNOLOGIES, INC DE 5.02,8.01 11/13/12 MIPS TECHNOLOGIES INC DE 5.02 11/13/12 ML BlueTrend FuturesAccess LLC DE 3.02 11/14/12 ML Transtrend DTP Enhanced FuturesAcc DE 3.02 11/14/12 ML Winton FuturesAccess LLC DE 3.02 11/14/12 Monarch Financial Holdings, Inc. VA 8.01,9.01 11/19/12 Monster Offers NV 8.01 11/14/12 Morgans Hotel Group Co. DE 1.01,1.02,2.03 11/14/12 NANOPHASE TECHNOLOGIES CORPORATION IL 5.02,5.07 11/15/12 NATIONAL BANCSHARES CORP /OH/ OH 7.01 11/19/12 Net Element International, Inc. E9 4.01 11/13/12 Net Element International, Inc. E9 2.01,3.01,3.03,5.01, 10/02/12 AMEND 5.02,5.03,5.06,5.07, 9.01 New Global Energy, Inc. 4.01 10/31/12 AMEND NEW YORK COMMUNITY BANCORP INC DE 8.01,9.01 11/19/12 NEWS CORP 8.01,9.01 11/19/12 NEXSTAR BROADCASTING GROUP INC DE 8.01,9.01 11/16/12 NEXTERA ENERGY INC FL 8.01,9.01 11/19/12 NGL Energy Partners LP DE 8.01,9.01 11/13/12 NII HOLDINGS INC DE 5.02,9.01 11/19/12 Nuance Communications, Inc. DE 2.02,9.01 11/19/12 ON SEMICONDUCTOR CORP DE 8.01,9.01 11/19/12 ONLINE DISRUPTIVE TECHNOLOGIES, INC. NV 1.01,3.02,9.01 11/16/12 Ortus Currency FuturesAccess LLC DE 3.02 11/14/12 PATHEON INC 9.01 11/16/12 PATHEON INC 8.01,9.01 11/19/12 PATHEON INC 8.01,9.01 11/19/12 PEABODY ENERGY CORP DE 1.01,8.01,9.01 11/16/12 PediatRx Inc. NV 1.01,5.02 10/31/12 PEOPLES BANCORP INC OH 8.01,9.01 11/15/12 PERCEPTRON INC/MI MI 5.02,5.07,9.01 11/13/12 Perfumania Holdings, Inc. FL 7.01 11/19/12 PERMIAN BASIN ROYALTY TRUST TX 2.02,9.01 11/19/12 PLEXUS CORP WI 5.02,8.01,9.01 11/19/12 Plures Technologies, Inc./DE DE 1.01,2.03,3.02,8.01, 11/16/12 9.01 POLARIS INDUSTRIES INC/MN MN 5.02,9.01 11/16/12 PPL Corp 8.01,9.01 11/19/12 PREMIER FINANCIAL BANCORP INC KY 5.02 11/16/12 Progressive Care Inc. DE 8.01 11/19/12 PRUDENTIAL FINANCIAL INC NJ 8.01,9.01 11/19/12 PULTEGROUP INC/MI/ MI 5.02 11/13/12 RAMCO GERSHENSON PROPERTIES TRUST MD 2.01,9.01 09/06/12 RDA Holding Co. 2.02 11/19/12 REAL ESTATE ASSOCIATES LTD III CA 8.01 11/16/12 RED ROBIN GOURMET BURGERS INC DE 8.01,9.01 11/19/12 Remark Media, Inc. DE 1.01,3.01,9.01 11/13/12 RENAISSANCERE HOLDINGS LTD D0 5.02,9.01 11/13/12 REPUBLIC BANCORP INC /KY/ KY 5.02,9.01 11/14/12 RESOURCE AMERICA, INC. DE 1.01,9.01 11/16/12 RESPECT YOUR UNIVERSE, INC. NV 4.02 11/16/12 RETRACTABLE TECHNOLOGIES INC TX 8.01,9.01 11/15/12 REVLON INC /DE/ DE 8.01,9.01 11/19/12 RGC RESOURCES INC VA 2.02,9.01 11/15/12 RUBY TUESDAY INC GA 5.02,9.01 11/19/12 SATCON TECHNOLOGY CORP DE 1.01,3.02,9.01 11/14/12 SeaBright Holdings, Inc. DE 5.07,8.01,9.01 11/19/12 SEALED AIR CORP/DE DE 1.01,2.03,8.01,9.01 11/13/12 SemiLEDs Corp 5.02 11/16/12 SENESCO TECHNOLOGIES INC DE 3.01,9.01 11/16/12 SHAW GROUP INC LA 5.02,9.01 11/13/12 SHOE CARNIVAL INC IN 2.02,9.01 11/19/12 Sibling Group Holdings, Inc. TX 4.01,9.01 11/15/12 SIGMA ALDRICH CORP DE 5.02,9.01 11/19/12 SILGAN HOLDINGS INC DE 8.01,9.01 11/19/12 Silverton Adventures, Inc. NV 4.02 11/19/12 Silverton Adventures, Inc. NV 4.02 11/19/12 AMEND SLM CORP DE 5.02,9.01 11/19/12 SMITH & WESSON HOLDING CORP NV 2.02,9.01 11/19/12 SOUTH JERSEY INDUSTRIES INC NJ 7.01,9.01 11/19/12 SOUTHERN CONNECTICUT BANCORP INC CT 2.02,9.01 11/19/12 SPARTON CORP OH 1.01,1.02,2.03,9.01 11/15/12 SPARTON CORP OH 2.01,9.01 11/15/12 Spectra Energy Partners, LP DE 1.01,9.01 11/14/12 SPHERIX INC DE 8.01 11/15/12 Spirit AeroSystems Holdings, Inc. DE 5.02,9.01 11/16/12 STERICYCLE INC DE 5.02,5.03,9.01 11/19/12 StrikeForce Technologies Inc. WY 5.07 11/16/12 STURM RUGER & CO INC DE 2.02,9.01 11/19/12 SUN COMMUNITIES INC MD 2.03,8.01,9.01 11/14/12 SUNGARD CAPITAL CORP DE 5.02 11/13/12 Symmetry Medical Inc. DE 8.01,9.01 11/16/12 SYSCO CORP DE 5.02,5.07 11/14/12 Teleconnect Inc. OK 3.02 08/20/12 TEXAS INSTRUMENTS INC DE 2.05,7.01,9.01 11/14/12 THESTREET, INC. DE 9.01 09/07/12 AMEND Thunderclap Entertainment, Inc. CA 4.01,9.01 11/14/12 TIDEWATER INC DE 8.01,9.01 11/14/12 Tops Holding Corp DE 2.02,9.01 11/19/12 Tower Group, Inc. DE 7.01,9.01 11/19/12 Transocean Ltd. V8 7.01,9.01 11/18/12 TYSON FOODS INC DE 2.02,9.01 11/19/12 TYSON FOODS INC DE 8.01,9.01 11/19/12 U. S. Premium Beef, LLC 7.01,9.01 11/19/12 UIL HOLDINGS CORP CT 5.02,9.01 11/15/12 United Financial Bancorp, Inc. 2.01,5.02,9.01 11/16/12 UNITED FIRE GROUP INC 5.02,8.01,9.01 11/16/12 UNITEDHEALTH GROUP INC MN 8.01 11/19/12 UROLOGIX INC MN 5.07 11/16/12 US BANCORP \DE\ DE 5.02,9.01 11/14/12 USEC INC DE 5.02 11/14/12 VERMILLION, INC. DE 8.01,9.01 11/19/12 Viggle Inc. DE 1.01,9.01 11/16/12 Viking Minerals Inc. NV 4.01,9.01 11/13/12 VIRGIN MEDIA INC. DE 8.01 11/16/12 VISA INC. DE 8.01 11/16/12 VISTA GOLD CORP B0 7.01,9.01 11/15/12 VITESSE SEMICONDUCTOR CORP DE 8.01 11/19/12 W. P. Carey Inc. MD 5.02 11/13/12 Walter Energy, Inc. DE 8.01,9.01 11/19/12 Warner Music Group Corp. DE 1.01,2.03,9.01 11/19/12 WILLIS GROUP HOLDINGS PLC L2 7.01,9.01 11/19/12 WISCONSIN POWER & LIGHT CO WI 2.03,8.01,9.01 11/14/12 WNC HOUSING TAX CREDIT FUND IV L P SE CA 5.07 11/15/12 World Moto, Inc. NV 5.02 11/16/12 WRIGHT MEDICAL GROUP INC DE 7.01,8.01,9.01 11/19/12 WRIGHT MEDICAL GROUP INC DE 1.01,9.01 11/19/12 YUM BRANDS INC NC 5.02 11/16/12 ZaZa Energy Corp DE 1.01,2.02,7.01,9.01 11/19/12 Zeltiq Aesthetics Inc DE 5.02 11/14/12