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U.S. Securities and Exchange Commission

SEC NEWS DIGEST

Issue 2013-113
June 13, 2013

ENFORCEMENT PROCEEDINGS

Commission Charges Revlon with Misleading Shareholders in Going Private Transaction

The Securities and Exchange Commission (Commission) today charged cosmetics and beauty care manufacturer Revlon with violating federal securities laws when the company misled shareholders during a "going private transaction."

Going private transactions can occur in many forms and typically involve the company delisting and deregistering its stock and cashing out their shareholders so the company or a private equity firm can acquire all of the outstanding shares. An SEC investigation found that during a voluntary exchange offer to satisfy a significant debt to its controlling shareholder, Revlon engaged in "ring fencing" that deprived its independent board members from knowing critical information: the transaction's consideration had been deemed inadequate by a third party who evaluated whether current and former employees invested in Revlon common stock through the company's 401(k) plan could exchange their shares.

Revlon agreed to settle the SEC's charges and pay an $850,000 penalty.

"Going private transactions create opportunities for shareholder abuse and can have coercive effects on minority shareholders," said Antonia Chion, Associate Director in the SEC's Division of Enforcement. "By erecting informational barriers, Revlon kept critically important information from its board and, in turn, misled investors."

According to the SEC's order instituting settled administrative proceedings, controlling shareholder MacAndrews and Forbes (M&F) asked Revlon in 2009 to offer minority shareholders the option to exchange their common stock shares on a one-for-one basis for preferred shares with certain financial characteristics. The exchanged shares would then be provided to M&F to pay down Revlon's debt. The trustee administering Revlon's 401(k) plan decided that 401(k) members could tender their shares only if a third-party financial adviser made an "adequate consideration determination," which involved assessing whether the value of the preferred stock 401(k) members would receive was at least equal to the fair market value of the exchanged common stock shares. The third-party financial adviser ultimately found that the consideration offered in the transaction was inadequate for tendering 401(k) shareholders.

The SEC's order finds that Revlon did not want to disclose the third-party financial adviser's view on the adequacy of the transaction's consideration. In an attempt to avoid a potential disclosure obligation, the company engaged in what one employee termed as "ring fencing" to avoid receiving the adequate consideration determination from the third-party adviser:

•    Revlon amended the trust agreement it had with the trustee to ensure that the trustee would not share the adequate consideration determination with Revlon.
•    Revlon ensured that it was not a party to any engagement letter concerning the adequate consideration determination.
•    Revlon directed the trustee to inform Revlon of its decision whether to allow 401(k) members to tender their shares without any reference to the adequate consideration determination.
•    In a notice sent to the 401(k) members and publicly filed as an exhibit to the exchange offer documents, Revlon removed the explicit term "adequate consideration" and replaced it with citations to ERISA statutes.

The SEC's order finds that Revlon's ring-fencing conduct resulted in various materially misleading disclosures to its shareholders. For example, Revlon represented in its offering documents that the board's process was full, fair, and complete in determining the fairness of the exchange offer. In reality, the process was compromised because Revlon's board was unable to consider the adequate consideration determination as part of its process to evaluate and ultimately approve the offer. Thus, Revlon's shareholders were deprived of the opportunity to receive revised, qualified, or supplemental disclosures, including any that might have informed them of the adequate consideration determination.

The SEC's order finds that Revlon violated Section 13(e) of the Securities Exchange Act of 1934 and Rule 13e-3(b)(1)(iii), which prohibits issuers and their affiliates in going private transactions from directly or indirectly engaging in any act, practice, or course of business that operates or would operate as a fraud or deceit. The SEC's order requires Revlon to cease and desist from committing or causing these violations and any future violations. Without admitting or denying the SEC's findings, Revlon agreed to the settlement and financial penalty.

The SEC's investigation was conducted by Senior Counsel George B. Parizek and Staff Accountant Andrew M. Shirley, and supervised by Assistant Director Ricky Sachar. (Press Rel. 2013-110; 34-69750; File No. 3-15356)

Former Mutual Fund Directors Agree to Settle Claims that They Failed to Properly Oversee Asset Valuation

The Commission today announced a settlement in an enforcement proceeding against eight former directors of five Regions Morgan Keegan open- and closed-end funds that were heavily invested in securities backed by subprime mortgages. The proceeding, which began in December 2012, alleged that the directors failed to satisfy their pricing responsibilities under the federal securities laws.

Under the securities laws, fund directors are responsible for determining the fair value of portfolio securities for which market quotations are not readily available. In addition, fund directors must determine the methodologies to be used to fair value securities and must periodically reevaluate the appropriateness of those methodologies.  The Commission made clear in Accounting Series Release No. 118 (Dec. 23, 1970) and In the Matter of Seaboard Associates Inc., Investment Company Act Release No. 13890 (April 16, 1984) that while fund directors may engage others to assist them to calculate fair values of these securities, they continue to be ultimately responsible to determine fair value in good faith.

The settled order finds that the eight directors failed to satisfy these responsibilities. Specifically, the directors delegated their fair valuation responsibility to a valuation committee without providing adequate substantive guidance on how fair valuation determinations should be made. The directors then made no meaningful effort to learn how fair values were being determined. They received only limited information about the factors involved with the funds' fair value determinations, and obtained almost no information explaining why particular fair values were assigned to portfolio securities. The limited information provided to the directors was particularly problematic because fair valued securities comprised a significant percentage of the funds' net asset values (NAVs) – in most cases above 60 percent.

The settled order finds that the valuation committee to whom the directors delegated the fair valuation responsibilities did not utilize reasonable procedures and often allowed the portfolio manager to arbitrarily set values. As a result, the settled order finds that the funds overstated the value of their securities as the housing market was on the brink of financial crisis in 2007. The SEC and other regulators previously charged Morgan Keegan and others, and the firms later agreed to pay $200 million to settle charges related to that conduct.

"Our settlement sends a clear warning of our commitment to enforce the duty of mutual fund directors and trustees to closely oversee the process of valuing securities held by their funds," said George S. Canellos, Co-Director of the SEC's Division of Enforcement.

The eight fund directors named are:

  • J. Kenneth Alderman of Birmingham, Ala.
  • Jack R. Blair of Germantown, Tenn.
  • Albert C. Johnson of Hoover, Ala.
  • James Stillman R. McFadden of Germantown
  • Allen B. Morgan Jr. of Memphis
  • W. Randall Pittman of Birmingham
  • Mary S. Stone of Birmingham
  • Archie W. Willis III of Memphis

The open and closed end funds involved were the RMK High Income Fund, RMK Multi-Sector High Income Fund, RMK Strategic Income Fund, RMK Advantage Income Fund, and Morgan Keegan Select Fund.

The settled order finds that the directors caused the funds' violations of Rule 38a-1 under the Investment Company Act of 1940, which requires funds to adopt and implement written policies and procedures reasonably designed to prevent violation of the federal securities laws. The directors are also ordered to cease and desist from committing or causing any violations and any future violations of that rule. The directors consented to the entry of the settled order without admitting or denying any of the findings, except as to jurisdiction.

The litigation was conducted by members of the SEC's Atlanta Regional Office. The investigation was conducted by that office and the Asset Management Unit. (Press Rel. 2013-111; IC-30557; File No. 3-13127)

In the Matter of David M. Tamman, Esq.

An Administrative Law Judge issued an Order Making Findings and Denying Privilege to Appear or Practice Before the Commission by Default (Default Order) in David M. Tamman, Esq., Admin. Proc. 3-14207. The Default Order was issued pursuant to Section 4C of the Securities Exchange Act of 1934, which provides that the Securities and Exchange Commission (Commission) may deny to any person the privilege of appearing or practicing before the Commission if the person, among other things, has engaged in unethical or improper professional conduct, and Commission Rule of Practice 102(e)(1)(ii), which provides that the Commission may censure a person or deny the privilege of appearing before the Commission in any way to a person found "to be lacking in character or integrity or to have engaged in unethical or improper professional conduct." 17 C.F.R. § 201.102(e)(1)(ii).

David M. Tamman, Esq. (Tamman), was convicted on November 13, 2012, of ten felony charges in U.S. v. Farahi, CR No. 11-1165-SVW (C.D. Cal.). The criminal charges for which Tamman was convicted include conspiracy to obstruct justice; the destruction, alteration, and falsification of records; and receiving, relieving, comforting and assisting persons who committed mail fraud and violations of the securities statutes. Tamman did not file an opposition to the Office of the General Counsel's Motion for Summary Disposition or Motion for Default. (34-69746; File No. 3-14207)

In the Matter of Greatmat Technology Corp. et al.

The registrations of the registered securities of Greatmat Technology Corp., Kentucky USA Energy, Inc., Solar Energy Ltd., and Visiphor Corp. have been revoked. Each had repeatedly failed to file required annual and quarterly reports with the Securities and Exchange Commission. Thus, each violated a crucial provision of the federal securities laws that requires public corporations to publicly disclose current, accurate financial information so that investors may make informed decisions. The revocations were ordered in an administrative proceeding before an administrative law judge. (Rel. 34- 69738; File No. 3-15330)  

INVESTMENT COMPANY ORDERS

Frank Russell Company, et al.

An order has been issued on an application filed by Frank Russell Company, et al. under Section 6(c) of the Investment Company Act of 1940 (Act) for an exemption from Section 15(a) of the Act and Rule 18f-2 under the Act, as well as from certain disclosure requirements. The order permits the applicants to enter into and materially amend subadvisory agreements without shareholder approval and grants relief from certain disclosure requirements. (Rel. IC-30556 - June 12, 2013)

Financial Investors Trust and Hanson McClain Strategic Advisors, Inc.

An order has been issued on an application filed by Financial Investors and Hanson McClain Strategic Advisors, Inc. for an exemption under Section 12(d)(1)(J) of the Investment Company Act of 1940 (Act) 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 (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 series of registered open-end management investment companies to acquire shares of other registered open-end management investment companies and unit investment trusts that are within or outside the same group of investment companies, and (b) permits certain series of registered open-end management investment companies relying on Rule 12d1-2 under the Act to invest in certain financial instruments. (Rel. IC-30554 - June 11, 2013)

ALPS ETF Trust, et al.

An order has been issued on an application filed by ALPS ETF Trust, et al., to permit: (a) actively-managed series of certain open-end management investment companies to issue shares (Shares) redeemable in large aggregations only (Creation Units); (b) secondary market transactions in Shares to occur at negotiated market prices; (c) certain series to pay redemption proceeds, under certain circumstances, more than seven days from the tender of Shares for redemption; (d) certain affiliated persons of the series to deposit securities into, and receive securities from, the series in connection with the purchase and redemption of Creation Units; and (e) certain registered management investment companies and unit investment trusts outside of the same group of investment companies as the series to acquire Shares. (Rel. IC-30553- June 11, 2013)

Self-regulatory organizations

Immediate Effectiveness of Proposed Rule Change

A proposed rule change (SR-MIAX-2013-27) filed by Miami International Securities Exchange LLC to modify the definition of "Attributable Order" has become effective under Section 19(b)(3)(A) of the Securities Exchange Act. Publication is expected in the Federal Register during the week of June 10th. (Rel. 34-69739)

A proposed rule change filed by BATS Y-Exchange, Inc. to amend Rule 2.11, entitled "BATS Trading, Inc. as Outbound Router" (SR-BYX-2013-018), has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of June 10th. (Rel. 34-69744)

A proposed rule change filed by Chicago Board Options Exchange, Incorporated to amend the Fees Schedule (SR-CBOE-2013-059) 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 June 10th. (Rel. 34-69747)

A proposed rule change and Amendment No. 1 thereto filed by NASDAQ OMX PHLX LLC to introduce a market maker peg order for use on NASDAQ OMX PSX (SR-Phlx-2013-62) has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of June 17th. (Rel. 34-69752)

A proposed rule change filed by NASDAQ OMX PHLX LLC (SR-Phlx-2013-63) in order to disseminate a spot price for Treasury Options 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 June 10th. (Rel. 34-69732)

A proposed rule change filed by BATS Exchange, Inc. to amend Rule 2.11, entitled "BATS Trading, Inc. as Outbound Router" (SR-BATS-2013-032), has become effective pursuant to Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected in the Federal Register during the week of June 10th. (Rel. 34-69748)

Order Approving Proposed Rule Change

The Commission granted approval of a proposed rule change (SR-FICC-2013-04) submitted by Fixed Income Clearing Corporation (FICC) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder, in connection with the implementation of The Foreign Account Tax Compliance Act (FATCA). Publication is expected in the Federal Register during the week of June 10th. (Rel. 34-69740)

The Commission granted approval of a proposed rule change (SR-DTC-2013-03) submitted by The Depository Trust Company pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder, in connection with the implementation of The Foreign Account Tax Compliance Act (FATCA). Publication is expected in the Federal Register during the week of June 10th. (Rel. 34-69741)

The Commission granted approval of a proposed rule change (SR-NSCC-2013-04) submitted by National Securities Clearing Corporation (NSCC) pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder, in connection with the implementation of The Foreign Account Tax Compliance Act (FATCA). Publication is expected in the Federal Register during the week of June 10th. (Rel. 34-69742)

Approval of a Proposed Rule Change

The Commission approved a proposed rule change (SR-NYSE-2013-29), submitted by New York Stock Exchange LLC pursuant to Rule 19b-4 under the Securities Exchange Act of 1934, deleting NYSE Rule 476(a)(8), which addresses wash sales, in order to harmonize the Exchange's rules with the rules of the Financial Industry Regulatory Authority. Publication is expected in the Federal Register during the week of June 17th. (Rel. 34-69751)

Designation of Longer Period for Commission Action on a Proposed Rule Change

The Commission has designated a longer period for Commission action under Section 19(b)(2) of the Securities Exchange Act of 1934 on a proposed rule change (SR-CME-2013-04) filed by Chicago Mercantile Exchange Inc. (CME) related to the liquidity factor of CME's CDS margin methodology. Publication is expected in the Federal Register during the week of June 10th. (Rel. 34-69743)

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-4     GIBRALTAR INDUSTRIES, INC., 3556 LAKE SHORE ROAD, P O BOX 2028, 
        BUFFALO, NY, 14219-0228, 7168266500 - 
        0 ($210,000,000.00) Non-Convertible Debt, (File 333-189243 - Jun. 12) 
        (BR. 06B)

S-1     Delanco Bancorp, Inc., 615 BURLINGTON AVENUE, DELANCO, NJ, 08075, 
        856-461-0611 - 0 ($10,116,328.00) Equity, (File 333-189244 - Jun. 12) 
        (BR. 07)

S-8     Gigamon Inc., 598 GIBRALTAR DR., MILPITAS, CA, 95035, 408-263-2022 - 
        0 ($117,814,905.00) Equity, (File 333-189245 - Jun. 12) (BR. 03B)

S-3ASR  TAKE TWO INTERACTIVE SOFTWARE INC, 622 BROADWAY, NEW YORK, NY, 10012, 
        646 536 2842 - 0 ($0.00) Unallocated (Universal) Shelf, 
        (File 333-189246 - Jun. 12) (BR. 03C)

S-3ASR  SALESFORCE COM INC, THE LANDMARK, ONE MARKET STREET STE.300, 
        SAN FRANCISCO, CA, 94105, 0 ($78,916,337.00) Equity, (File 333-189248 - 
        Jun. 12) (BR. 03B)

S-8     SALESFORCE COM INC, THE LANDMARK, ONE MARKET STREET STE.300, 
        SAN FRANCISCO, CA, 94105, 0 ($3,930,562.00) Equity, (File 333-189249 - 
        Jun. 12) (BR. 03B)

S-4     Catalent Pharma Solutions, Inc., 14 SCHOOLHOUSE ROAD, SOMERSET, NJ, 
        08873, (732) 537-6200 - 0 ($350,000,000.00) Non-Convertible Debt, 
        (File 333-189256 - Jun. 12) (BR. 01B)

S-8     3DICON CORP, 6804 SOUTH CANTON AVENUE, SUITE 150, TULSA, OK, 74136, 
        (918) 494-0505 - 20,000,000 ($600,000.00) Equity, (File 333-189257 - 
        Jun. 12) (BR. 11C)

S-8     IRONCLAD PERFORMANCE WEAR CORP, 2201 PARK PLACE, SUITE 101, EL SEGUNDO, 
        CA, 90245-4909, 310-643-7800 - 3,000,000 ($720,000.00) Equity, 
        (File 333-189258 - Jun. 12) (BR. 02A)

S-8     Textura Corp, 1405 LAKE COOK ROAD, DEERFIELD, IL, 60015, 847-457-6500 - 
        0 ($155,318,215.00) Equity, (File 333-189260 - Jun. 12) (BR. 03C)

S-3     PARK OHIO HOLDINGS CORP, 6065 PARKLAND BLVD., CLEVELAND, OH, 44124, 
        440-947-2211 - 0 ($150,000,000.00) Other, (File 333-189261 - Jun. 12) 
        (BR. 06B)

S-8     EXCO RESOURCES INC, 12377 MERIT DR, SUITE 1700, DALLAS, TX, 75251, 
        2143682084 - 0 ($138,040,000.00) Equity, (File 333-189262 - Jun. 12) 
        (BR. 04A)

S-8     SANTARUS INC, 3611 VALLEY CENTRE DRIVE, STE 400, SAN DIEGO, CA, 92130, 
        8583145700 - 0 ($151,445,000.00) Equity, (File 333-189263 - Jun. 12) 
        (BR. 01A)

S-8     SPARTA COMMERCIAL SERVICES, INC., 462 SEVENTH AVE, 20TH FLOOR, 
        NEW YORK, NY, 10018, 2122392666 - 500,000 ($315,000.00) Equity, 
        (File 333-189264 - Jun. 12) (BR. 07C)

S-8     PROLOR Biotech, Inc., 3 SAPIR STREET, WEIZMANN SCIENCE PARK, NES-ZIONA, 
        L3, 74140, (866) 644-7811 - 4,000,000 ($23,680,000.00) Equity, 
        (File 333-189265 - Jun. 12) (BR. 01A)

S-8     SUNEDISON, INC., 501 PEARL DRIVE (CITY OF O'FALLON), ST. PETERS, MO, 
        63376, 6364745000 - 16,500,000 ($132,660,000.00) Equity, 
        (File 333-189266 - Jun. 12) (BR. 10B)

S-8     INVESTMENT TECHNOLOGY GROUP INC, 380 MADISON AVE, 4TH FLOOR, NEW YORK, 
        NY, 10017, 2125884000 - 0 ($28,266,000.00) Equity, (File 333-189267 - 
        Jun. 12) (BR. 12A)

S-8     INVESTMENT TECHNOLOGY GROUP INC, 380 MADISON AVE, 4TH FLOOR, NEW YORK, 
        NY, 10017, 2125884000 - 0 ($4,886,000.00) Equity, (File 333-189268 - 
        Jun. 12) (BR. 12A)

S-3     HUTCHINSON TECHNOLOGY INC, 40 W HIGHLAND PARK, HUTCHINSON, MN, 55350, 
        3205873797 - 0 ($1.00) Other, (File 333-189269 - Jun. 12) (BR. 10A)

S-1     Boxceipts.com, Inc., 5711 W 157TH TERRACE, OVERLAND PARK, KS, 66223, 
        913-948-1233 - 6,400,000 ($33,900.00) Equity, (File 333-189270 - 
        Jun. 12) (BR. 03A)

S-3     EXAR CORP, 48720 KATO ROAD, 48720 KATO ROAD, FREMONT, CA, 94538, 
        5106687000 - 357,873 ($4,029,649.98) Equity, (File 333-189271 - 
        Jun. 12) (BR. 10A)

S-8     EnerJex Resources, Inc., 1600 N.E. LOOP 410, STE. 104, SAN ANTONIO, TX, 
        78209, 210-451-5545 - 5,000,000 ($2,550,000.00) Equity, 
        (File 333-189272 - Jun. 12) (BR. 04A)

S-4     Brookfield DTLA Fund Office Trust Investor Inc., 
        C/O BROOKFIELD OFFICE PROPERTIES INC., 250 VESEY STREET, 15TH FLOOR, 
        NEW YORK, NY, 10281, (212) 417-7064 - 
        9,730,370 ($263,255,160.35) Equity, (File 333-189273 - Jun. 12) (BR. )

S-8     IMAX CORP, 2525 SPEAKMAN DRIVE, MISSISSAUGA, ONTARIO CANADA, A6, 
        L5K 1B1, 9054036500 - 4,500,000 ($119,430,000.00) Equity, 
        (File 333-189274 - Jun. 12) (BR. 10A)

         

Recent 8K Filings

Form 8-K is used by companies to file current reports on the following events:


1.01

Entry into a Material Definitive Agreement

1.02

Termination of a Material Definitive Agreement

1.03

Bankruptcy or Receivership

2.01

Completion of Acquisition or Disposition of Assets

2.02

Results of Operations and Financial Condition

2.03

Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant

2.04

Triggering Events That Accelerate or Increase a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement

2.05

Cost Associated with Exit or Disposal Activities

2.06

Material Impairments

3.01

Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing

3.02

Unregistered Sales of Equity Securities

3.03

Material Modifications to Rights of Security Holders

4.01

Changes in Registrant's Certifying Accountant

4.02

Non-Reliance on Previously Issued Financial Statements or a Related Audit Report or Completed Interim Review

5.01

Changes in Control of Registrant

5.02

Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officer

5.03

Amendments to Articles of Incorporation or Bylaws; Change in Fiscal Year

5.04

Temporary Suspension of Trading Under Registrant's Employee Benefit Plans

5.05

Amendments to the Registrant's Code of Ethics, or Waiver of a Provision of the Code of Ethics

5.06

Change in Shell Company Status

6.01

ABS Informational and Computational Material.

6.02

Change of Servicer or Trustee.

6.03

Change in Credit Enhancement or Other External Support.

6.04

Failure to Make a Required Distribution.

6.05

Securities Act Updating Disclosure.

7.01

Regulation FD Disclosure

8.01

Other Events

9.01

Financial Statements and Exhibits

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


5Barz International, Inc.                        3.02,9.01            06/11/13

ABAKAN, INC                             NV       8.01                 06/06/13

ABBY INC.                                        5.02,9.01            06/05/13

ACADIA PHARMACEUTICALS INC              DE       5.02,5.07,9.01       06/07/13

Activision Blizzard, Inc.               DE       5.07                 06/06/13

ADVANCED MICRO DEVICES INC              DE       5.02,9.01            06/07/13

AEI INCOME & GROWTH FUND XXII LTD PAR   MN       2.01,9.01            06/06/13

AFLAC INC                               GA       1.01,2.03,9.01       06/10/13

AGILYSYS INC                            OH       2.02,7.01,9.01       06/12/13

ALLIANCEBERNSTEIN HOLDING L.P.          DE       7.01,9.01            06/11/13

ALLIANCEBERNSTEIN L.P.                  DE       7.01,9.01            06/11/13

ALLSCRIPTS HEALTHCARE SOLUTIONS, INC.   DE       7.01,8.01,9.01       06/11/13

ALLSTATE CORP                           DE       3.03,5.03,8.01,9.01  06/10/13

Altisource Portfolio Solutions S.A.     N4       9.01                 03/29/13    AMEND

AMERICA FIRST TAX EXEMPT INVESTORS LP   DE       8.01                 06/12/13

American Express Issuance Trust II      DE       8.01                 06/12/13

AMERICAN INDEPENDENCE CORP              DE       7.01,9.01            06/12/13

American Realty Capital Properties, I   MD       1.01,3.02,		 06/06/13
						3.03,5.03,8.01,9.01  

American Realty Capital Trust V, Inc.   MD       8.01,9.01            06/11/13

AMERICAN SHARED HOSPITAL SERVICES       CA       5.07,9.01            06/12/13

AMR CORP                                DE       1.01,9.01            06/07/13

Anacor Pharmaceuticals, Inc.            DE       1.01,1.02,		 06/07/13
						2.03,3.02,9.01          

ANADIGICS INC                           DE       5.02,5.03            06/12/13

Andatee China Marine Fuel Services Co   DE       3.01,9.01            06/11/13

APEX 7, Inc.                            DE       1.01,2.01,3.03,	 06/07/13
						5.01,5.02,5.03,5.06,9.01  

APPLIED ENERGETICS, INC.                DE       5.02                 06/10/13

ARCHER DANIELS MIDLAND CO               DE       5.02                 06/06/13

Ascend Acquisition Corp.                DE       1.01,7.01,9.01       06/12/13

AUTHENTIDATE HOLDING CORP               DE       1.01,3.01,3.02,	 06/11/13
						3.03,5.03,8.01,9.01

AUTOZONE INC                            NV       5.02,8.01,9.01       06/12/13

Avantair, Inc                           DE       8.01                 06/06/13

AXIS CAPITAL HOLDINGS LTD                        7.01,9.01            06/12/13

BBCN BANCORP INC                        DE       5.02                 06/11/13

BENCHMARK ELECTRONICS INC               TX       5.02,9.01            06/11/13

Bio-Matrix Scientific Group, Inc.       DE       1.01,9.01            05/01/13

BioDrain Medical, Inc.                  MN       1.01,2.03,3.02,9.01  06/06/13

Biota Pharmaceuticals, Inc.             DE       8.01,9.01            06/11/13

BIOTIME INC                             CA       5.02,9.01            06/10/13

BJs RESTAURANTS INC                     CA       8.01,9.01            06/12/13

Black Diamond, Inc.                     DE       5.07                 06/11/13

Bnet Media Group, Inc.                  NV       5.03                 06/06/13

BON TON STORES INC                      PA       8.01                 06/10/13

Bonanza Goldfield Corp.                 NV       1.01,2.03,		 10/01/12    AMEND
						

BUCKEYE PARTNERS, L.P.                  DE       8.01,9.01            06/10/13

CalAmp Corp.                            DE       5.02,8.01,9.01       06/06/13

Calumet Specialty Products Partners,    DE       9.01                 10/01/12    AMEND

CAMDEN NATIONAL CORP                    ME       7.01,9.01            06/12/13

CAPITAL ONE FINANCIAL CORP              DE       7.01                 06/12/13

Carey Watermark Investors Inc                    1.01,2.01,9.01       06/06/13

Carlyle GMS Finance, Inc.               MD       3.02                 06/11/13

Carter Validus Mission Critical REIT,   MD       1.01,2.03,9.01       06/06/13

CATERPILLAR INC                         DE       7.01,9.01            06/12/13

CHAMPIONS ONCOLOGY, INC.                DE       2.02,9.01            06/10/13

Chatham Lodging Trust                   MD       7.01,8.01,9.01       06/12/13

Chemtura CORP                           DE       8.01                 06/07/13

CHENIERE ENERGY INC                     DE       5.07                 06/06/13

CISCO SYSTEMS, INC.                     CA       8.01                 06/07/13

CLIFFS NATURAL RESOURCES INC.           OH       5.02                 06/10/13

CMS ENERGY CORP                         MI       7.01                 06/12/13

COLUMBIA LABORATORIES INC               DE       7.01,9.01            06/11/13

COOPER TIRE & RUBBER CO                 DE       1.01,8.01,9.01       06/12/13

Cornerstone OnDemand Inc                DE       1.01,8.01,9.01       06/10/13

COVER ALL TECHNOLOGIES INC              DE       5.02,7.01,9.01       06/12/13

COWEN GROUP, INC.                       DE       5.07                 06/12/13

CPI AEROSTRUCTURES INC                  NY       5.07                 06/12/13

Crexendo, Inc.                          DE       5.07                 06/10/13

CROSSROADS SYSTEMS INC                  DE       8.01                 06/12/13

CROSSTEX ENERGY INC                     DE       1.01,7.01,9.01       06/10/13

CROSSTEX ENERGY LP                      DE       1.01,7.01,8.01,9.01  06/10/13

Crumbs Bake Shop, Inc.                  DE       1.01,2.03,		 06/11/13
						3.02,5.07,9.01          

CULP INC                                NC       2.02,9.01            06/12/13

CYTOKINETICS INC                                 1.01,3.02,9.01       06/12/13

Dealertrack Technologies, Inc           DE       5.07                 06/11/13

DEAN FOODS CO                           DE       7.01,9.01            06/12/13

DEL TORO SILVER CORP.                   NV       1.02,9.01            06/06/13

DEL TORO SILVER CORP.                   NV       1.01,3.02,9.01       05/24/13

DEMAND MEDIA INC.                       DE       5.07                 06/11/13

DESTINATION XL GROUP, INC.              DE       4.01,9.01            06/06/13

Digital Realty Trust, Inc.                       7.01,9.01            06/12/13

DIXIE GROUP INC                         TN       8.01,9.01            06/12/13

Duke Energy CORP                        DE       8.01                 06/12/13

DUN & BRADSTREET CORP/NW                DE       5.02,9.01            06/12/13

DYNEX CAPITAL INC                       VA       5.02,5.03,5.07,9.01  06/05/13

EARTHSTONE ENERGY INC                   DE       7.01,9.01            06/10/13

ECO Building Products, Inc.             CO       1.01,2.03,5.01,9.01  07/06/12    AMEND

ELEPHANT TALK COMMUNICATIONS CORP       DE       1.01,9.01            06/11/13

ENCORE CAPITAL GROUP INC                DE       7.01,9.01            06/12/13

ENVIRONMENTAL SOLUTIONS WORLDWIDE INC   FL       1.01                 06/12/13

Envision Healthcare Corp                DE       8.01,9.01            06/10/13

ENZO BIOCHEM INC                        NY       1.01,2.02,2.03,9.01  06/07/13

EQUITY ONE, INC.                                 8.01,9.01            06/12/13

Erickson Air-Crane Inc.                 DE       5.07                 06/06/13

Excel Corp                              DE       5.02                 06/06/13

EXCO RESOURCES INC                      TX       5.07,9.01            06/11/13

EXOPACK HOLDING CORP                             5.02                 06/12/13

FEDERAL AGRICULTURAL MORTGAGE CORP               5.07                 06/06/13

FEDERAL HOME LOAN MORTGAGE CORP                  5.02,9.01            06/06/13

FIELDPOINT PETROLEUM CORP               CO       5.02,7.01,9.01       06/09/13

FIRST PACTRUST BANCORP INC              MD       3.03,5.03,8.01,9.01  06/12/13

FIRST SECURITY GROUP INC/TN             TN       5.02                 06/07/13

FIVE BELOW, INC                         PA       2.02,9.01            06/12/13

FLEXTRONICS INTERNATIONAL LTD.          U0       5.02                 06/12/13

FNB BANCORP/CA/                                  8.01,9.01            06/11/13

FOREVER VALUABLE COLLECTIBLES, INC.     CO       1.01,3.02,9.01       06/12/13

FREDERICK'S OF HOLLYWOOD GROUP INC /N   NY       2.02,9.01            06/11/13

FREEPORT MCMORAN COPPER & GOLD INC      DE       8.01,9.01            06/12/13

FS Energy & Power Fund                  DE       2.02                 06/11/13

FS Investment Corp II                   MD       2.02                 06/07/13

Fuse Science, Inc.                      NV       8.01                 06/12/13

Fuse Science, Inc.                      NV       8.01                 06/12/13    AMEND

FUSION-IO, INC.                         DE       5.02                 06/10/13

GALECTIN THERAPEUTICS INC               NV       7.01,9.01            06/12/13

GASTAR EXPLORATION LTD                           1.01,2.01,		 06/07/13
						2.03,5.02,7.01,9.01     

GENELINK INC                            PA       5.07,8.01            06/03/13

GENERAL EMPLOYMENT ENTERPRISES INC      IL       3.01,7.01,9.01       06/12/13

Genufood Energy Enzymes Corp.           NV       5.02                 06/07/13

GLOBALSCAPE INC                         DE       5.07                 06/10/13

GULFPORT ENERGY CORP                    DE       1.01,9.01            06/06/13

H&R BLOCK INC                           MO       2.02,9.01            06/12/13

HALCON RESOURCES CORP                   DE       8.01,9.01            06/10/13

HAMPSHIRE GROUP LTD                     DE       1.01,2.01,9.01       06/07/13

HANMI FINANCIAL CORP                    DE       5.02,9.01            06/11/13

Hawaiian Telcom Holdco, Inc.            DE       1.01,2.03,7.01,9.01  06/06/13

HEARTLAND FINANCIAL USA INC             DE       1.01,5.02,9.01       06/12/13

HeartWare International, Inc.           DE       8.01,9.01            06/12/13

HOT TOPIC INC /CA/                      CA       2.01,3.01,3.03,	 06/12/13
						5.01,5.02,5.03,9.01

HUTCHINSON TECHNOLOGY INC               MN       8.01,9.01            06/12/13

Hydrodynex, Inc.                        NV       5.02                 06/06/13

ICAHN ENTERPRISES L.P.                  DE       7.01,9.01            06/11/13

IMAX CORP                               A6       5.02,5.03,5.07,9.01  06/11/13

INDEPENDENCE HOLDING CO                 DE       2.01,7.01,9.01       06/07/13

INGLES MARKETS INC                      NC       8.01,9.01            06/11/13

Inland American Real Estate Trust, In   MD       7.01,9.01            06/12/13

Inland Diversified Real Estate Trust,   MD       7.01,9.01            06/12/13

Inova Technology Inc.                   NV       5.03,8.01            06/11/13

INVESTMENT TECHNOLOGY GROUP INC         DE       5.07                 06/11/13

IRON MOUNTAIN INC                       DE       5.07                 06/06/13

IRONWOOD PHARMACEUTICALS INC            DE       1.01                 06/11/13

JETBLUE AIRWAYS CORP                    DE       1.01                 06/06/13

KBS Legacy Partners Apartment REIT, I   MD       2.01,9.01            05/08/13    AMEND

KNOLL INC                               DE       7.01                 06/12/13

Liberty Global plc                      X0       7.01                 06/10/13

Liberty Global plc                      X0       2.03,9.01            06/07/13

LIGAND PHARMACEUTICALS INC              DE       5.07                 06/11/13

LIPOSCIENCE INC                         DE       5.07                 06/12/13

Lithium Corp                                     1.01,2.01,3.02,9.01  06/06/13

Live Nation Entertainment, Inc.         DE       8.01,9.01            06/12/13

Marathon Patent Group, Inc.             NV       1.01,3.02,5.02       06/11/13

McEwen Mining Inc.                      CO       7.01,9.01            06/12/13

MeeMee Media Inc.                       NV       5.02                 06/12/13

MENDOCINO BREWING CO INC                CA       5.07                 01/24/13    AMEND

MILLER ENERGY RESOURCES, INC.           TN       7.01,9.01            06/12/13

MINDEN BANCORP, INC.                    LA       5.07                 05/14/13    AMEND

MPG Office Trust, Inc.                           8.01,9.01            06/12/13

NATHANS FAMOUS INC                      DE       2.02,9.01            06/12/13

NATIONAL HOLDINGS CORP                  DE       5.02,9.01            06/07/13

NEOGENOMICS INC                         NV       5.07                 06/06/13

NEWPARK RESOURCES INC                   DE       5.02,5.07,9.01       06/06/13

NexPoint Credit Strategies Fund         DE       8.01,9.01            06/11/13

NGP Capital Resources Co                MD       7.01,9.01            06/12/13

NOCOPI TECHNOLOGIES INC/MD/             MD       9.01                 06/12/13

NorthStar Real Estate Income Trust, I   MD       1.01,5.07            06/07/13

NORTHSTAR REALTY FINANCE CORP.          MD       1.01                 06/12/13

NORTHWESTERN CORP                       DE       7.01,9.01            06/12/13

NOVATEL WIRELESS INC                    DE       5.07                 06/06/13

NUVASIVE INC                            DE       8.01,9.01            06/11/13

OCLARO, INC.                            DE       5.02,7.01,9.01       06/06/13

Orbitz Worldwide, Inc.                  DE       5.02,5.07,9.01       06/12/13

PARKS AMERICA, INC                      NV       8.01,9.01            06/12/13

PDL BIOPHARMA, INC.                     DE       8.01,9.01            06/12/13

PEP BOYS MANNY MOE & JACK               PA       5.02,5.07,9.01       06/12/13

PEPSICO INC                             NC       1.01,1.02,		 06/10/13
						2.03,8.01,9.01          

PERMA FIX ENVIRONMENTAL SERVICES INC    DE       5.02,9.01            06/06/13

PINNACLE ENTERTAINMENT INC.             DE       1.01,2.03,9.01       06/10/13

PIPER JAFFRAY COMPANIES                 DE       5.02                 06/12/13

PLC SYSTEMS INC                         B0       5.02,5.07,9.01       06/12/13

PREMIER BIOMEDICAL INC                  NV       1.01,7.01,9.01       06/07/13

PRIMUS TELECOMMUNICATIONS GROUP INC     DE       5.07                 06/12/13

PRO DEX INC                             CO       5.02,9.01            06/07/13

PROCTER & GAMBLE Co                     OH       7.01                 06/12/13

PROGRESS SOFTWARE CORP /MA              MA       5.07                 06/12/13

PROGRESSIVE CORP/OH/                    OH       7.01,9.01            06/12/13

Protalix BioTherapeutics, Inc.          FL       7.01,9.01            06/12/13

PUBLIC SERVICE ENTERPRISE GROUP INC     NJ       7.01,9.01            06/12/13

PUMA BIOTECHNOLOGY, INC.                DE       5.07                 06/11/13

PVH CORP. /DE/                          DE       2.02,9.01            06/12/13

QUICKSILVER RESOURCES INC               DE       1.01,7.01,8.01,9.01  06/12/13

RAINMAKER SYSTEMS INC                   DE       3.01,9.01            06/11/13

RAMBUS INC                              DE       1.01,9.01            06/11/13

Rand Logistics, Inc.                    DE       8.01,9.01            06/11/13

Rand Logistics, Inc.                    DE       7.01,9.01            06/12/13

REGIONS FINANCIAL CORP                  DE       7.01,9.01            06/12/13

Regulus Therapeutics Inc.               DE       5.07                 06/10/13

Remark Media, Inc.                      DE       2.01,9.01            06/12/13    AMEND

Rexnord Corp                            DE       7.01,9.01            06/12/13

RF MICRO DEVICES INC                    NC       5.02                 06/06/13

RLJ ENTERTAINMENT, INC.                 NV       5.02                 06/10/13

Rockville Financial, Inc. /CT/          CT       7.01,9.01            06/12/13

RTI Biologics, Inc.                     DE       7.01,8.01,9.01       06/12/13

RYLAND GROUP INC                        MD       8.01                 06/12/13

SAFEWAY INC                             DE       7.01,9.01            06/12/13

SAIC, Inc.                                       5.07                 06/07/13

Sanwire Corp                                     1.01                 06/12/13

Sequoia Mortgage Trust 2013-8                    8.01,9.01            06/12/13

Sequoia Mortgage Trust 2013-8                    8.01,9.01            06/01/13

Shire plc                                        8.01,9.01            06/12/13

SIGMA DESIGNS INC                       CA       2.02,9.01            06/12/13

SIGNATURE GROUP HOLDINGS, INC.          NV       7.01                 06/10/13

SINOCOKING COAL & COKE CHEMICAL INDUS   FL       5.07                 06/07/13

SOUTHERN CALIFORNIA GAS CO              CA       5.07                 06/11/13

Spectra Energy Corp.                    DE       7.01,9.01            06/11/13

SPIRIT REALTY CAPITAL, INC.             MD       5.07,7.01,9.01       06/12/13

Starz                                   DE       3.01,3.03,5.07,9.01  06/06/13

STATER BROS HOLDINGS INC                DE       8.01                 06/06/13

StellarOne CORP                         VA       1.01,9.01            06/09/13

STIFEL FINANCIAL CORP                   DE       5.07                 06/12/13

Strategic Storage Trust, Inc.           MD       8.01                 05/30/13

Summit Midstream Partners, LP           DE       7.01,8.01,9.01       06/12/13    AMEND

SUPERNUS PHARMACEUTICALS INC            DE       8.01,9.01            06/10/13

SurePure, Inc.                          NV       8.01                 06/12/13

Swisher Hygiene Inc.                    DE       8.01,9.01            06/12/13

SYSTEMAX INC                            DE       5.07                 06/10/13

TAKE TWO INTERACTIVE SOFTWARE INC       DE       1.02,8.01,9.01       06/11/13

Targeted Medical Pharma, Inc.                    4.01,9.01            06/06/13

Teamupsport Inc.                        NV       1.01,9.01            06/10/13

TEXAS INDUSTRIES INC                    DE       5.02                 06/11/13

THERMO FISHER SCIENTIFIC INC.           DE       8.01,9.01            06/06/13

THL Credit, Inc.                        DE       5.07                 06/10/13

TJX COMPANIES INC /DE/                  DE       5.02,5.07,9.01       06/11/13

Trade Street Residential, Inc.          MD       1.01                 06/06/13

TRANSWITCH CORP /DE                     DE       3.01                 06/06/13

TRAVELERS COMPANIES, INC.               MN       1.01,2.03            06/07/13

UNION FIRST MARKET BANKSHARES CORP      VA       1.01,9.01            06/09/13

UNITED AMERICAN HEALTHCARE CORP         MI       8.01                 06/12/13

UNITED COMMUNITY FINANCIAL CORP         OH       5.02,8.01,9.01       06/10/13

UNIVERSAL TECHNICAL INSTITUTE INC       DE       8.01,9.01            06/11/13

UNS Energy Corp                         AZ       8.01                 06/11/13

URANERZ ENERGY CORP.                    NV       1.01,2.03,3.02,9.01  06/06/13

US AIRWAYS GROUP INC                    DE       1.01,9.01            06/07/13

Vanguard Natural Resources, LLC         DE       5.02,9.01            06/12/13

Victor Technologies Group, Inc.         DE       1.01,9.01            06/06/13

VIRCO MFG CORPORATION                   DE       2.02,9.01            06/12/13

VIRGIN MEDIA INC.                       DE       1.01,1.02,2.01,	 06/07/13
						2.03,2.04,3.01,5.01,5.03,8.01   

VIRGIN MEDIA INC.                       DE       4.01,9.01            06/07/13

VIRTUS INVESTMENT PARTNERS, INC.        DE       7.01,9.01            06/12/13

VISTA GOLD CORP                         B0       3.01,5.03,8.01,9.01  06/11/13

WAL MART STORES INC                     DE       5.07                 06/07/13

WALTER INVESTMENT MANAGEMENT CORP       MD       7.01,8.01,9.01       06/12/13

WELLS FARGO & COMPANY/MN                DE       9.01                 06/12/13

Western Asset Mortgage Capital Corp     DE       5.07                 06/11/13

WHOLE FOODS MARKET INC                  TX       8.01                 06/12/13

WIRELESS RONIN TECHNOLOGIES INC         MN       5.02,5.07            06/06/13

Workday, Inc.                           DE       8.01,9.01            06/11/13

YAPPN CORP.                             DE       3.02,9.01            06/07/13

         

http://www.sec.gov/news/digest/2013/dig061313.htm


Modified: 06/14/2013