Commission Announces Enforcement Initiatives to Combat Financial Reporting and Microcap Fraud and Enhance Risk Analysis
The Securities and Exchange Commission (Commission) announced three new initiatives that will build on its Division of Enforcement’s ongoing efforts to concentrate resources on high-risk areas of the market and bring cutting-edge technology and analytical capacity to bear in its investigations. The initiatives are:
“These initiatives build on the Division’s unmatched record of achievement and signal our increasingly proactive approach to identifying fraud. By directing resources, skill, and experience to high-impact areas, we will increase the potential for uncovering financial statement and microcap fraud early and bring more cases aimed at deterring these types of unlawful activity,” said Andrew J. Ceresney, Co-Director of the Division of Enforcement.
“The best investigative ideas usually come from the grass roots - staff in the field observing the market first-hand,” said George S. Canellos, Co-Director of the Division of Enforcement. “A key objective of the Center for Risk and Quantitative Analytics will be to assist these staff members, bringing them analytical techniques and computing capacity with special expertise in data mining, and help them translate their valuable ideas into timely, thoughtful, and targeted investigations of national scope.”
Financial Reporting and Audit Task Force
The Financial Reporting and Audit Task Force will concentrate on expanding and strengthening the Division’s efforts to identify securities-law violations relating to the preparation of financial statements, issuer reporting and disclosure, and audit failures. The principal goal of the Task Force will be fraud detection and increased prosecution of violations involving false or misleading financial statements and disclosures. The Task Force will focus on identifying and exploring areas susceptible to fraudulent financial reporting, including on-going review of financial statement restatements and revisions, analysis of performance trends by industry, and use of technology-based tools such as the Accounting Quality Model. It will include Enforcement attorneys and accountants from across the country, working in close consultation with the Division’s Office of the Chief Accountant, the SEC’s Office of the Chief Accountant, the Division of Corporation Finance, and the Division of Economic and Risk Analysis. David Woodcock, Director of the Fort Worth Regional Office, will serve as Chairman of the Task Force, and Margaret McGuire, Senior Counsel to the Directors, will serve as Vice-Chair.
Microcap Fraud Task Force
The Microcap Fraud Task Force will investigate fraud in the issuance, marketing, and trading of microcap securities. These abuses frequently involve serial violators and organized syndicates that employ new media, especially websites and social media, to conduct fraudulent promotional campaigns and engage in manipulative trading strategies to amass ill-gotten gains, largely at the expense of less sophisticated investors. The principal goal of the Task Force will be to develop and implement long-term strategies for detecting and combating fraud in the microcap market, especially by targeting “gatekeepers,” such as attorneys, auditors, broker-dealers, and transfer agents, and other significant participants, such as stock promoters and purveyors of shell companies.
The Microcap Fraud Task Force will build on the extensive and successful work of the Microcap Fraud Working Group — created in 2010 to bring together enforcement and examination staff with common interests in detecting and preventing microcap fraud — in amassing data, developing new approaches to investigations in this sector of the market, and forging relationships with criminal law enforcement authorities. The Task Force will not replace the Working Group but will differ from it in that it will consist of staff dedicated exclusively to investigation of participants in the microcap securities market. Elisha Frank, Assistant Regional Director in the Miami Regional Office, and Michael Paley, Assistant Regional Director in the New York Regional Office, will lead the Task Force.
Center for Risk and Quantitative Analytics
The Center for Risk and Quantitative Analytics (CRQA) will support and coordinate the Division’s risk identification, risk assessment and data analytic activities by identifying risks and threats that could harm investors, and assist staff nationwide in conducting risk-based investigations and developing methods of monitoring for signs of possible wrongdoing. It will work in close association with other Commission offices and divisions, especially the Division of Economic and Risk Analysis, and provide guidance to the Enforcement Division’s leadership on how to allocate resources strategically in light of identified risks. As a central point of contact for risk-based initiatives nationwide, CRQA will serve as both an analytical hub and source of information about characteristics and patterns indicative of possible fraud or other illegality. Lori Walsh, formerly Deputy Chief of the Office of Market Intelligence, will lead the CRQA. (Press Rel. 2013-121)
Closed Meeting on Thursday, July 10, 2013 at 4:00 p.m.
The subject matter of the Closed Meeting will be: institution and settlement of injunctive actions; consideration of adjudicatory matters; and 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 Obtains Freeze on Proceeds from Unlawful Distribution of Biozoom Securities
The Securities and Exchange Commission (Commission) announced charges against eight Argentine citizens who unlawfully sold millions of shares of Biozoom, Inc. in unregistered transactions. The SEC also obtained an emergency order to freeze assets in the U.S. brokerage accounts of the eight defendants and two other Argentine citizens who had Biozoom shares but had not yet sold them. The action follows last week’s suspension of trading in Biozoom due to concerns that some shareholders may be unlawfully distributing its securities.
Biozoom, formerly Entertainment Art, Inc., announced in April that it was changing its name and moving from producing leather bags to developing biomedical technology. The SEC’s complaint alleges that from March to June 2013, the ten defendants received more than 20 million shares of Entertainment Art, which was one-third of the company’s total outstanding shares. In a one-month period beginning in mid-May, eight of them sold more than 14 million shares. The sales yielded almost $34 million, of which almost $17 million was wired to overseas bank accounts. Their U.S. brokerage accounts, which include approximately $16 million in cash, are subject to the asset freeze.
The SEC’s complaint, filed in U.S. District Court in Manhattan, charges the eight defendants -- Magdalena Tavella, Andres Horacio Ficicchia, Gonzalo Garcia Blaya, Lucia Mariana Hernando, Cecilia De Lorenzo, Adriana Rosa Bagattin, Daniela Patricia Goldman and Mariano Pablo Ferrari -- along with two others, Mariano Graciarena and Fernando Loureyro, who received shares but have yet to sell them.
“Today’s action, along with the SEC’s trading suspension order last week, demonstrate the SEC’s ability and commitment to act swiftly to halt ongoing illegal conduct and preserve assets,” said Antonia Chion, Associate Director in the SEC’s Division of Enforcement.
According to the SEC’s complaint, when the defendants deposited the Biozoom stock into their U.S. brokerage accounts, they claimed to have acquired the bulk of the shares in March 2013 from Entertainment Art shareholders who purchased them in private placements that began in 2007. Each of the defendants provided stock purchase agreements between them and the former shareholders purportedly signed by the defendants and those shareholders. The SEC alleges that the documents were false because the Entertainment Art investors had sold all of their stock in the company in 2009, almost four years earlier. The defendants’ shares of Biozoom were deposited into their accounts as shares that purportedly could be freely traded and the defendants sold them even though no registration statement was filed with the SEC for any of the sales transactions, in violation of U.S. law.
In addition to the temporary restraining order and asset freeze granted by the court, the SEC is seeking preliminary and permanent injunctions, return of the selling defendants’ allegedly ill-gotten sale proceeds, and civil penalties. The SEC also seeks preliminary and permanent injunctions against the non-selling defendants, Graciarena and Loureyro, because of the likelihood that both defendants will offer or sell their Biozoom shares to the public in violation of the registration requirements of U.S. securities law.
Ricky Sachar, Scott Lowry, Deborah Tarasevich, Jennie Krasner, and Robert Nesbitt conducted the SEC’s investigation, which is continuing. Patrick M. Bryan will lead the litigation. The SEC acknowledges the assistance of the Financial Industry Regulatory Authority (FINRA). (Press Rel. 2013-122; LR-22742)
Commission Freezes Assets of Insider Traders in Onyx Pharmaceuticals
The Commission obtained an emergency court order to freeze the assets of traders using foreign accounts to reap approximately $4.6 million in potentially illegal profits by trading in advance of the Sunday, June 30, 2013 announcement that Onyx Pharmaceuticals, Inc. had received, but rejected an acquisition offer from Amgen, Inc.
The SEC alleges that unknown traders took risky bets that Onyx's stock price would increase by purchasing call options on June 26, 27 and 28, the three trading days before the announcement. Through quick, cross country coordination between the agency's Los Angeles and New York offices, the SEC took emergency action to freeze the traders' assets before courts closed for the holiday.
"This action demonstrates that the SEC will not hesitate to freeze the assets of suspicious foreign traders when the timing and size of their trades indicate that they were misusing inside information, and use of foreign accounts will not dissuade us," said Michele Wein Layne, Director of the SEC's Los Angeles Regional Office.
According to the SEC's complaint filed in federal court in Manhattan, on June 30, 2013 Onyx announced that it had received, but rejected, an unsolicited proposal from Amgen to acquire all of Onyx's outstanding shares and share equivalents for $120 per share in cash. The Announcement also stated that Onyx's board of directors rejected Amgen's proposal and that Onyx had authorized its financial advisors to contact potential acquirers who may have an interest in a transaction with Onyx. Amgen's $120 per share price offer represented a 38% premium to Onyx's closing share price on Friday June 28, 2013. The complaint further alleges that as a result of the announcement, Onyx's share price increased from a close of $86.82 on over 51% on Monday July 1 compared with the prior trading day's closing price, and that the trading volume of its stock increased by over 900% that day. The complaint alleges that the traders, as a result of these well-timed trades, collectively earned a profit of approximately $4.6 million in just three days.
The SEC alleges that certain unknown traders were in possession of material nonpublic information about the offer to acquire Onyx at a substantial premium over the stock price at the time they made thy purchased Onyx call options, many of which were out-of-the-money, in the three trading days before the announcement. According to the complaint, the timing and size of the trades were highly suspicious because they constituted large increases over the historical volume for those call options purchased.
The emergency court order obtained by the SEC freezes the traders' assets related to the Onyx call options transactions and prohibits the traders from destroying any evidence. The SEC's complaint charges the unknown traders with violating Section 10(b) of the Securities Exchange Act of 1934 and Exchange Act Rule 10b-5. In addition to the emergency relief, the Commission is seeking a final judgment ordering the traders to disgorge their ill-gotten gains with interest, pay financial penalties, and permanently bar them from future violations.
The SEC's expedited investigation, which is continuing has been conducted by Melissia Buckhalter-Honore and Spencer Bendell. The litigation will be led by John Bulgozdy and Sam Puathasnanon of the Los Angeles Office with the assistance of Alexander Vasilescu of the New York Office. The SEC appreciates the assistance of the Options Regulatory Surveillance Authority (ORSA). (Press Rel. 2013-123)
Order Approving Association of Frank Meadows with a Transfer Agent
On July 2, 2013 the Commission issued an Order approving the application of Frank P. Meadows for consent to associate with Nottingham Shareholder Services, LLC, in its capacity as a registered transfer agent, by acquiring, directly or indirectly, up to 80% of the transfer agent’s outstanding equity. The Order is necessary because Mr. Meadows is subject to a 1997 order of the Commission barring him from association with any broker, dealer, municipal securities dealer, investment adviser, investment company, or transfer agent, with the proviso that he may apply to become so associated after a period of eighteen months. Mr. Meadows was previously granted consent to associate with Nottingham’s predecessor, by acquiring up to 49% of its outstanding equity, see Rel. 34-45428 (Feb. 8, 2002). (Rel. 34-69918)
Compass Efficient Model Portfolios, LLC and Compass EMP Funds Trust
An order has been issued on an application filed by Compass Efficient Model Portfolios, LLC and Compass EMP Funds Trust, exempting them from Section 15(a) of the Investment Company Act of 1940, as amended (Act), and Rule 18f-2 under the Act. The order permits the applicants to enter into and materially amend subadvisory agreements without shareholder approval.
Immediate Effectiveness of Proposed Rule Change
A proposed rule change filed by the EDGX Exchange, Inc. (SR-EDGX-2013-25) relating to amendments to the EDGX Exchange, Inc. Fee Schedule has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69911)
A proposed rule change filed by The NASDAQ Stock Market LLC to extend fee pilot program for NASDAQ Last Sale (SR-NASDAQ-2013-089) 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 July 8th. (Rel. 34-69908)
A proposed rule change (SR-BOX-2013-35) filed by BOX Options Exchange LLC to amend the Exchange Fee Schedule to update and clarify certain fees assessed under Section V (Technology Fees) 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 July 8th. (Rel. 34-69909)
A proposed rule change (SR-CBOE-2013-065), filed by Chicago Board Options Exchange, Incorporated, to amend the CBOE Stock Exchange Fees Schedule 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 July 8th. (Rel. 34-69916)
A proposed rule change filed by NASDAQ OMX PHLX LLC amending Rule 1012 to permit the Exchange to list additional strike prices until the close of trading on the second business day prior to monthly expiration (SR-Phlx-2013-73) 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 July 8th. (Rel. 34-69920)
Notice of Proposed Rule Change
New York Stock Exchange LLC filed with the Securities and Exchange Commission a proposed rule change under Rule 19b-4 (SR-NYSE-2013-40) amending 303A.00 of the Exchange’s Listed Company Manual to provide a one-rear transition period to comply with the internal audit requirement of Section 303A.07(c) for companies listing in connection with an initial public offering, as new registrants or by means of a carve-out or spin-off transaction. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69914)
Financial Industry Regulatory Authority, Inc. has filed a proposed rule change (SR-FINRA-2013-027) under Rule 19b-4 of the Securities Exchange Act of 1934 relating to amendments to FINRA Rules 2360 and 4210 in connection with OCC cleared over-the-counter options. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69913)
NYSE MKT LLC filed a proposed rule change (SR-NYSEMKT-2013-59), pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder, amending Rule 965NY, which governs NDX and RUT combination orders. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69919)
Approval of a Proposed Rule Change
The Commission granted approval of a proposed rule change (SR-NYSEArca-2013-48), as modified by Amendment No. 1 thereto, submitted by NYSE Arca, Inc. pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder to list and trade shares of iShares Dow Jones-UBS Roll Select Commodity Index Trust pursuant to NYSE Arca Equities Rule 8.200. Publication is expected in the Federal Register during the week of July 8th. Rel. 34-69910)
The Commission granted approval of a proposed rule change (SR-NYSEArca-2013-56) submitted by NYSE Arca, Inc. pursuant to Section 19(b)(1) of the Securities Exchange Act of 1934 and Rule 19b-4 thereunder relating to listing and trading of shares of the PowerShares China A-Share Portfolio under NYSE Arca Equities Rule 8.600. Publication is expected in the Federal Register during the week of July 8th. (Rel. 34-69915)
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-1 AMERICAN LASER HEALTHCARE Corp, 1 TECHNOLOGY DRIVE, SUITE I-807, IRVINE, CA, 92618, 949-873-8899 - 3,705,500 ($3,705,500.00) Equity, (File 333-189754 - Jul. 2) (BR. 09) S-4 ALERE INC., 51 SAWYER ROAD, SUITE 200, WALTHAM, MA, 02453, 7816473900 - 0 ($425,000,000.00) Debt, (File 333-189755 - Jul. 2) (BR. 01A) S-4 NEW HAMPSHIRE THRIFT BANCSHARES INC, 9 MAIN STREET, P.O. BOX 9, NEWPORT, NH, 03773, 603-863-0886 - 0 ($20,030,080.00) Equity, (File 333-189756 - Jul. 2) (BR. 07B) S-8 TAT TECHNOLOGIES LTD, P.O. BOX 80, GEDERA ISRAEL, L3, 70750, 2127025962 - 330,000 ($2,250,600.00) Equity, (File 333-189758 - Jul. 2) (BR. 05C) S-3 CombiMatrix Corp, 310 GODDARD, SUITE 150, IRVINE, CA, 92618, 949-753-0624 - 0 ($3,644,796.80) Equity, (File 333-189759 - Jul. 2) (BR. 10A) S-1 Ovation Research Inc., 15 MILLER STREET, SUITE 2, BIROBIDJAN, 1Z, 679016, 347-674-5560 - 2,000,000 ($80,000.00) Equity, (File 333-189762 - Jul. 2) (BR. 02) F-3 CIMATRON LTD, 11 GUSH ETZION ST, GIVAT SHMUEL, ISRAEL 51905, L3, 00000, 9725312121 - 0 ($20,000,000.00) Equity, (File 333-189764 - Jul. 2) (BR. 03B) S-1 GENEREX BIOTECHNOLOGY CORP, 33 HARBOUR SQ, STE 202, TORONTO ONTARIO CANADA, A1, M5J 2G2, 4163642551 - 98,163,337 ($3,573,145.00) Equity, (File 333-189766 - Jul. 2) (BR. 01A) S-8 UNITED SECURITY BANCSHARES INC, P O BOX 249, 131 WEST FRONT STREET, THOMASVILLE, AL, 36784, 3346365424 - 150,000 ($1,407,000.00) Equity, (File 333-189767 - Jul. 2) (BR. 07C) S-3 NorthStar Real Estate Income Trust, Inc., 399 PARK AVENUE, 18TH FLOOR, NEW YORK, NY, 10022, (212) 547-2600 - 0 ($142,500,000.00) Equity, (File 333-189769 - Jul. 2) (BR. 08B) S-8 ProUroCare Medical Inc., 6440 FLYING CLOUD DRIVE, SUITE 101, EDEN PRAIRIE, MN, 55344, 952-698-1161 - 500,000 ($150,000.00) Equity, (File 333-189770 - Jul. 2) (BR. 10B) S-8 HD Supply Holdings, Inc., 3100 CUMBERLAND BOULEVARD, SUITE 1480, ATLANTA, GA, 30339, 770-852-9000 - 0 ($453,634,000.00) Other, (File 333-189771 - Jul. 2) (BR. 02) S-1 YuMe Inc, 1204 MIDDLEFIELD ROAD, Redwood City, CA, 94063, 650-591-9400 - 0 ($65,000,000.00) Equity, (File 333-189772 - Jul. 2) (BR. 11A) S-11 Ellington Housing Inc., 53 FOREST AVENUE, OLD GREENWICH, CT, 06870, 203-698-1200 - 0 ($100,000,000.00) Equity, (File 333-189777 - Jul. 2) (BR. 08C) S-8 BUCKEYE PARTNERS, L.P., ONE GREENWAY PLAZA, SUITE 600, HOUSTON, TX, 77046, 8326158600 - 0 ($206,947,650.00) Limited Partnership Interests, (File 333-189778 - Jul. 2) (BR. 04B) S-1 OphthaliX, Inc., 1656 REUNION AVENUE, SUITE 250, SOUTH JORDAN, UT, 84095, 801-446-8802 - 0 ($10,000,000.00) Equity, (File 333-189779 - Jul. 2) (BR. 01B) S-8 HARTE HANKS INC, 9601 MCALLISTER FREEWAY, SUITE 610, SAN ANTONIO, TX, 78216, 2108299000 - 0 ($5,648,500.00) Equity, (File 333-189781 - Jul. 2) (BR. 11C) S-8 WSFS FINANCIAL CORP, 500 DELAWARE AVENUE, WILMINGTON, DE, 19801, 3027926000 - 0 ($47,097,000.00) Equity, (File 333-189782 - Jul. 2) (BR. 07B)
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 1ST CONSTITUTION BANCORP NJ 4.01,9.01 06/28/13 3DICON CORP OK 7.01,8.01,9.01 07/02/13 Accelerate Diagnostics, Inc DE 4.01,5.02,8.01,9.01 07/01/13 ACORN ENERGY, INC. DE 5.02 07/01/13 ACTUATE CORP DE 1.01,1.02,2.03,9.01 06/30/13 ACUITY BRANDS INC DE 2.02,8.01,9.01 06/28/13 Adamis Pharmaceuticals Corp DE 1.01,2.03,3.02,9.01 07/01/13 ADT Corp DE 8.01 07/01/13 ALLDIGITAL HOLDINGS, INC. NV 1.01,5.02,5.03,9.01 06/28/13 ALLSCRIPTS HEALTHCARE SOLUTIONS, INC. DE 1.01,1.02,2.03,9.01 06/28/13 AMBIENT CORP /NY DE 5.02,9.01 06/27/13 AMEDISYS INC DE 8.01,9.01 06/27/13 AMERICAN DG ENERGY INC DE 1.01,9.01 07/02/13 American Mining Corp NV 1.01,3.02,9.01 06/28/13 American Realty Capital Properties, I MD 1.01,7.01,9.01 07/01/13 American Realty Capital Trust IV, Inc MD 1.01,7.01,8.01,9.01 07/01/13 AMERICAS CARMART INC TX 5.02,9.01 11/13/09 AMEND AMERITRANS CAPITAL CORP DE 8.01 06/26/13 AMP Holding Inc. NV 1.01,3.02,9.01 05/29/13 AMEND ANNALY CAPITAL MANAGEMENT INC MD 1.01,1.02,9.01 06/26/13 APPVION, INC. 1.01,1.02,2.03,9.01 06/28/13 APPVION, INC. 1.01,8.01,9.01 06/28/13 ARCH COAL INC DE 1.01,9.01 06/27/13 ARIAD PHARMACEUTICALS INC DE 8.01,9.01 07/02/13 ARRAY BIOPHARMA INC DE 8.01,9.01 07/02/13 ARTHROCARE CORP DE 1.01,2.01,8.01,9.01 07/01/13 ASSISTED LIVING CONCEPTS INC NV 1.01,2.03,9.01 06/28/13 ASTORIA FINANCIAL CORP DE 8.01,9.01 07/02/13 ATTUNE RTD NV 1.01,7.01,9.01 06/26/13 AUTOVATIVE PRODUCTS INC NV 1.01,3.02,9.01 06/26/13 AVON PRODUCTS INC NY 2.06 06/30/13 BANK JOS A CLOTHIERS INC /DE/ DE 5.03,9.01 07/01/13 BANK OF AMERICA CORP /DE/ DE 8.01,9.01 07/02/13 BANK OF HAWAII CORP DE 1.01,9.01 07/01/13 Bank of Marin Bancorp CA 8.01,9.01 07/01/13 BankUnited, Inc. DE 5.02,9.01 07/01/13 BED BATH & BEYOND INC NY 5.02,5.07,9.01 06/28/13 BEHRINGER HARVARD MULTIFAMILY REIT I 1.01,5.08,8.01 06/28/13 BIGLARI HOLDINGS INC. IN 1.01,2.01,5.02,9.01 07/01/13 BIOLOGIX HAIR INC. NV 1.01,3.02,9.01 06/01/13 Black Elk Energy Offshore Operations, TX 5.02 06/27/13 BLUE RIDGE REAL ESTATE CO PA 8.01 06/28/13 Bohai Pharmaceuticals Group, Inc. NV 5.02 07/01/13 BRE PROPERTIES INC /MD/ MD 5.02,9.01 06/28/13 BROADCAST INTERNATIONAL INC UT 1.01,9.01 06/30/13 BROOKLINE BANCORP INC DE 5.02 06/26/13 BROOKS AUTOMATION INC DE 5.02,9.01 06/28/13 CADIZ INC DE 1.01,8.01,9.01 07/01/13 CAESARS ENTERTAINMENT Corp DE 5.02,9.01 07/02/13 CAMERON INTERNATIONAL CORP DE 1.01,9.01 06/26/13 CAPITAL ONE FINANCIAL CORP DE 8.01,9.01 07/02/13 CARMIKE CINEMAS INC DE 5.02,9.01 06/28/13 CARROLLTON BANCORP MD 9.01 04/19/13 AMEND CARROLLTON BANCORP MD 5.02,9.01 06/26/13 AMEND Catalent Pharma Solutions, Inc. DE 5.02 06/25/13 CDW Corp DE 2.04,5.02,9.01 06/26/13 Celsion CORP DE 5.02,9.01 07/02/13 CENTERPOINT ENERGY INC 5.02 06/26/13 CenterState Banks, Inc. FL 7.01,9.01 07/02/13 CENTRAL VALLEY COMMUNITY BANCORP CA 2.01 07/01/13 CHARTER COMMUNICATIONS, INC. /MO/ DE 1.01,2.01, 06/25/13 2.03,7.01,9.01 CHICOS FAS INC FL 5.02,5.07 06/27/13 CHIMERIX INC DE 7.01,9.01 07/02/13 China Biologic Products, Inc. 5.07 06/28/13 CHINA JO-JO DRUGSTORES, INC. 2.02,9.01 07/02/13 CHINDEX INTERNATIONAL INC DE 5.02 06/27/13 Chrysler Group LLC DE 8.01,9.01 07/02/13 CHS INC MN 1.01,1.02,2.03,9.01 06/26/13 CNL Healthcare Properties, Inc. MD 5.03,5.07,9.01 06/27/13 CNL Healthcare Properties, Inc. MD 1.01,9.01 06/26/13 COLDWATER CREEK INC DE 5.02,9.01 06/28/13 COMMODITY ADVISORS FUND L.P. NY 3.02 07/01/13 Community Bankers Trust Corp DE 5.07 06/27/13 Community Choice Financial Inc. 1.01,2.03,8.01 06/26/13 COMPUTER TASK GROUP INC NY 7.01,9.01 07/02/13 CONNECTICUT WATER SERVICE INC / CT CT 1.01,8.01,9.01 07/02/13 CONSTELLATION BRANDS, INC. DE 2.02,7.01,9.01 07/02/13 COPsync, Inc. DE 7.01,9.01 05/23/13 CORRECTIONS CORP OF AMERICA MD 5.02,9.01 06/28/13 COVANTA HOLDING CORP DE 2.06 04/19/13 AMEND Covidien plc 7.01,9.01 07/02/13 Crexendo, Inc. DE 5.02 07/02/13 DELTA AIR LINES INC /DE/ DE 7.01,9.01 07/02/13 DELTA NATURAL GAS CO INC KY 1.01,2.03,9.01 06/30/13 Demand Pooling, Inc. DE 1.01,5.06,9.01 07/02/13 Development Capital Group, Inc. FL 4.01,9.01 05/28/13 DFC GLOBAL CORP. DE 8.01,9.01 07/02/13 DIAMOND HILL INVESTMENT GROUP INC OH 8.01 07/02/13 DNB FINANCIAL CORP /PA/ PA 1.01,4.01,9.01 06/26/13 EDISON MISSION ENERGY DE 5.05 06/28/13 EMC CORP MA 5.02,9.01 07/02/13 EMERGING CTA PORTFOLIO LP NY 3.02 07/01/13 EMPIRE RESORTS INC DE 1.01 06/27/13 ENTROPIC COMMUNICATIONS INC DE 2.02,2.05,7.01 06/26/13 EQM Technologies & Energy, Inc. DE 8.01 06/28/13 EQUAL ENERGY LTD. A0 8.01,9.01 07/02/13 ESCALON MEDICAL CORP PA 5.07 06/28/13 EVERTEC, Inc. PR 1.01,3.02,5.02,9.01 06/26/13 EXOPACK HOLDING CORP 5.02,8.01 06/26/13 FARMERS NATIONAL BANC CORP /OH/ OH 7.01,9.01 07/01/13 Federal Home Loan Bank of Atlanta X1 2.03 06/27/13 Federal Home Loan Bank of Chicago X1 2.03 06/26/13 Federal Home Loan Bank of Indianapoli X1 2.03,9.01 07/02/13 Federal Home Loan Bank of New York X1 2.03,9.01 06/26/13 Federal Home Loan Bank of New York X1 8.01,9.01 07/02/13 Federal Home Loan Bank of Pittsburgh PA 2.03,9.01 06/26/13 Federal Home Loan Bank of San Francis X1 2.03 06/26/13 Federal Home Loan Bank of Seattle 2.03 06/27/13 Federal Home Loan Bank of Topeka 2.03,9.01 06/26/13 Fidelity National Financial, Inc. 1.01,2.03,9.01 07/02/13 AMEND FIRST FINANCIAL HOLDINGS INC /DE/ DE 5.02,9.01 06/27/13 FIRST PACTRUST BANCORP INC MD 2.01,8.01,9.01 07/01/13 FIRST PACTRUST BANCORP INC MD 8.01,9.01 07/02/13 FORD MOTOR CO DE 8.01,9.01 07/02/13 FORD MOTOR CREDIT CO LLC DE 8.01,9.01 07/02/13 FS Energy & Power Fund DE 2.02 07/01/13 FS Investment Corp II MD 2.02 07/01/13 FX ENERGY INC NV 8.01,9.01 07/02/13 GENCORP INC OH 5.02 06/26/13 GENESCO INC TN 5.07 07/02/13 GEO POINT TECHNOLOGIES INC UT 8.01,9.01 07/02/13 Global Eagle Entertainment Inc. DE 5.02,7.01,9.01 06/26/13 GOLD HILLS MINING, LTD. 5.02 07/01/13 GRANT PARK FUTURES FUND LIMITED PARTN IL 7.01,9.01 06/28/13 GRAPHON CORP/DE DE 7.01,8.01,9.01 07/02/13 GREENBRIER COMPANIES INC OR 2.02,8.01,9.01 07/01/13 GREENBRIER COMPANIES INC OR 5.02,8.01,9.01 06/26/13 GREER BANCSHARES INC SC 4.01,9.01 06/27/13 Griffin-American Healthcare REIT II, MD 8.01 06/26/13 HANDENI GOLD INC. NV 8.01,9.01 06/28/13 HEALTHWAYS, INC DE 8.01 07/02/13 HERCULES OFFSHORE, INC. DE 1.01,2.03,8.01,9.01 06/27/13 HEXCEL CORP /DE/ DE 1.01,1.02,2.03,9.01 06/27/13 HIGHWATER ETHANOL LLC 7.01,9.01 07/02/13 HOLLYWOOD ENTERTAINMENT EDU HOLDING, DE 4.01,9.01 06/28/13 HOME LOAN SERVICING SOLUTIONS, LTD. E9 2.03,9.01 06/27/13 HomeTown Bankshares Corp 3.02,9.01 06/28/13 HOSPITALITY PROPERTIES TRUST MD 1.01 06/28/13 IAC/INTERACTIVECORP DE 5.02,5.07,9.01 06/26/13 IMAX CORP A6 5.02 06/27/13 INERGY L P DE 4.01 06/26/13 Inova Technology Inc. NV 8.01,9.01 07/02/13 INTERCEPT PHARMACEUTICALS INC DE 8.01 06/26/13 INVESTORS REAL ESTATE TRUST ND 5.02,5.03,9.01 07/02/13 iSatori, Inc. DE 5.07,8.01,9.01 06/27/13 ISLE OF CAPRI CASINOS INC DE 1.01,2.03,9.01 07/02/13 ITRONICS INC TX 3.02 06/20/13 IVANHOE ENERGY INC 7.01,9.01 07/02/13 IXYS CORP /DE/ DE 2.01,9.01 06/27/13 KCG Holdings, Inc. DE 1.01,2.03, 07/01/13 2.04,4.01,5.05,8.01 KEWAUNEE SCIENTIFIC CORP /DE/ DE 5.02,5.03,9.01 06/26/13 KMG CHEMICALS INC TX 5.02,9.01 06/28/13 LA-Z-BOY INC MI 8.01,9.01 07/01/13 Legal Life Plans, Inc. DE 8.01 05/21/13 LGL GROUP INC DE 1.01,9.01 06/30/13 Limoneira CO DE 1.01,8.01,9.01 07/01/13 LMI AEROSPACE INC MO 5.07,8.01,9.01 06/26/13 LSI INDUSTRIES INC OH 5.02,9.01 07/01/13 M LINE HOLDINGS INC NV 4.01,9.01 06/27/13 MAGELLAN MIDSTREAM PARTNERS LP DE 8.01,9.01 07/01/13 MANAGED FUTURES PREMIER ABINGDON L.P. NY 3.02 07/01/13 MANAGED FUTURES PREMIER AVENTIS II L. NY 3.02 07/01/13 MANAGED FUTURES PREMIER WARRINGTON L. NY 3.02 07/01/13 MAXIMUS INC VA 8.01 07/01/13 Mead Johnson Nutrition Co DE 8.01,9.01 07/02/13 MEDICAL ACTION INDUSTRIES INC DE 5.02,9.01 06/28/13 MESA LABORATORIES INC /CO CO 8.01,9.01 07/01/13 Millennium India Acquisition CO Inc. DE 8.01,9.01 07/02/13 MIMEDX GROUP, INC. FL 1.01,5.02,9.01 05/09/13 MIMEDX GROUP, INC. FL 5.07 05/09/13 AMEND MIMVI, INC. NV 1.01,2.01, 07/01/13 3.02,5.02,9.01 MONROE CAPITAL Corp MD 7.01,9.01 07/02/13 Morgan Stanley Bank of America Merril DE 8.01,9.01 07/02/13 MULTI FINELINE ELECTRONIX INC 1.01,9.01 07/01/13 NATURAL ALTERNATIVES INTERNATIONAL IN DE 5.02 07/01/13 NaturalNano, Inc. NV 3.02,3.03,9.01 07/01/13 NAVIDEA BIOPHARMACEUTICALS, INC. DE 5.07,8.01,9.01 06/27/13 NEOGEN CORP MI 2.01,9.01 07/01/13 Net Element International, Inc. E9 9.01 04/15/13 AMEND NIKE INC OR 2.02,9.01 06/27/13 North American Oil & Gas Corp. NV 4.01,5.07,9.01 06/11/13 AMEND Northfield Bancorp, Inc. DE 5.02 07/02/13 Nuveen Diversified Commodity Fund DE 8.01,9.01 07/01/13 Och-Ziff Capital Management Group LLC DE 7.01 07/02/13 OLD DOMINION ELECTRIC COOPERATIVE VA 1.01,2.03,9.01 06/28/13 OLD LINE BANCSHARES INC MD 2.03 06/26/13 OMNI BIO PHARMACEUTICAL, INC. CO 7.01,9.01 07/02/13 ORION ENERGY SYSTEMS, INC. WI 1.01,2.01, 06/28/13 2.03,3.02,7.01,9.01 OUTERWALL INC DE 7.01,9.01 07/02/13 OUTWERWALL INC DE 5.03,5.07,9.01 06/27/13 OUTWERWALL INC DE 1.01,7.01,9.01 07/01/13 OvaScience, Inc. DE 5.02 07/02/13 PANTRY INC DE 1.01 06/27/13 PARKER HANNIFIN CORP OH 5.02 06/28/13 PennantPark Floating Rate Capital Ltd 7.01,9.01 07/01/13 PEOPLES BANCORP INC OH 8.01,9.01 07/01/13 PIER 1 IMPORTS INC/DE DE 7.01,9.01 07/02/13 PLUG POWER INC DE 8.01,9.01 07/01/13 PLUG POWER INC DE 8.01,9.01 07/01/13 AMEND Polonia Bancorp Inc MD 8.01,9.01 07/02/13 POTOMAC FUTURES FUND LP NY 3.02 07/01/13 POWER SOLUTIONS INTERNATIONAL, INC. DE 1.01,1.02,2.02,9.01 06/28/13 PROVECTUS PHARMACEUTICALS INC NV 5.07 06/27/13 PROVIDENT NEW YORK BANCORP DE 1.01,2.03,9.01 07/02/13 PRUCO LIFE INSURANCE CO AZ 8.01 07/02/13 PRUCO LIFE INSURANCE OF NEW JERSEY NJ 8.01 07/02/13 PRUDENTIAL ANNUITIES LIFE ASSURANCE C CT 8.01 07/02/13 PRUDENTIAL FINANCIAL INC NJ 8.01 07/02/13 PULSE ELECTRONICS CORP PA 4.01,9.01 06/26/13 QR Energy, LP DE 1.01,7.01,9.01 06/27/13 QUALSTAR CORP CA 5.07,8.01,9.01 06/28/13 QUICKSILVER RESOURCES INC DE 5.02 06/26/13 RAMCO GERSHENSON PROPERTIES TRUST MD 1.01,2.03,9.01 07/02/13 Raptor Pharmaceutical Corp DE 8.01,9.01 06/28/13 RBC Bearings INC 1.01,5.02,9.01 06/28/13 Recon Technology, Ltd E9 8.01,9.01 07/02/13 Redpoint Bio CORP DE 8.01 07/02/13 RELIABRAND INC. NV 7.01,9.01 06/27/13 Restoration Hardware Holdings Inc DE 5.03,5.07,9.01 06/26/13 RITE AID CORP DE 1.01,2.03,8.01,9.01 07/02/13 ROCKWELL COLLINS INC DE 5.02 07/02/13 ROLLINS INC DE 8.01,9.01 07/01/13 Rubicon Technology, Inc. DE 5.07 06/26/13 Rubicon Technology, Inc. DE 5.02 06/26/13 Ryman Hospitality Properties, Inc. DE 7.01,8.01,9.01 07/02/13 SALON MEDIA GROUP INC DE 5.02,9.01 07/02/13 SANDRIDGE ENERGY INC DE 5.07 07/01/13 Sanwire Corp 1.01 07/01/13 SELECT MEDICAL HOLDINGS CORP 5.02,9.01 06/28/13 Shire plc 8.01,9.01 07/02/13 SMART ONLINE INC DE 1.01,2.03,3.02,9.01 06/26/13 Solar Energy Initiatives, Inc. DE 2.01,2.03, 06/28/13 SOLIGENIX, INC. DE 7.01,9.01 07/02/13 Sotherly Hotels Inc. MD 1.01,2.03 06/28/13 SPIRIT REALTY CAPITAL, INC. MD 8.01,9.01 07/01/13 STEINWAY MUSICAL INSTRUMENTS INC DE 1.01,3.03,8.01,9.01 06/30/13 Stevia Agritech Corp. 1.01,3.02,9.01 06/18/13 Sunstone Hotel Investors, Inc. MD 2.01,2.03,9.01 07/02/13 SUPERNUS PHARMACEUTICALS INC DE 8.01 07/02/13 SUSSEX BANCORP NJ 1.01,8.01,9.01 06/26/13 AMEND TARGET CORP MN 5.02,9.01 07/02/13 TERRACE VENTURES INC NV 4.01,9.01 06/27/13 TIPTREE FINANCIAL INC. MD 1.01,2.01,3.02, 07/01/13 3.03,5.02,5.03, 7.01,9.01 Titan Machinery Inc. DE 4.01,9.01 06/27/13 TRANS ENERGY INC NV 5.07 06/28/13 TWO RIVERS WATER & FARMING Co CO 7.01 07/01/13 U S GLOBAL INVESTORS INC TX 5.02,9.01 07/02/13 U.S. RARE EARTHS, INC NV 2.03,3.02,5.02,9.01 06/27/13 UMPQUA HOLDINGS CORP OR 8.01,9.01 06/01/13 UNIGENE LABORATORIES INC DE 1.03,2.04,5.02 07/02/13 UNITED PARCEL SERVICE INC DE 5.02 06/28/13 UniTek Global Services, Inc. DE 1.01 06/28/13 UNIVERSAL ELECTRONICS INC DE 8.01,9.01 07/01/13 UNIVERSAL STAINLESS & ALLOY PRODUCTS DE 8.01,9.01 07/02/13 UNWIRED PLANET, INC. DE 1.01,2.03, 06/28/13 3.02,3.03,8.01,9.01 VALIDUS HOLDINGS LTD 2.02,9.01 07/01/13 VIRTUAL PIGGY, INC. DE 7.01 07/02/13 Volcano Corp DE 1.01 07/01/13 Vystar Corp GA 1.01,2.01,2.03, 06/28/13 3.02,9.01 WATSCO INC FL 1.01,7.01,9.01 07/01/13 WebMD Health Corp. DE 8.01 07/02/13 WELLS FARGO & COMPANY/MN DE 9.01 07/02/13 Wells Timberland REIT, Inc. MD 1.01,9.01 07/01/13 WEST BANCORPORATION INC IA 1.01,2.03,9.01 06/04/13 AMEND WESTPORT FUTURES FUND L.P. NY 3.02 07/01/13 Woodgate Energy Corp DE 3.02,5.01,5.02 05/16/13 AMEND WORTHINGTON INDUSTRIES INC OH 2.02,5.02,9.01 06/27/13 XSUNX INC CO 2.05,3.02,3.03, 06/27/13 5.01,5.03,9.01 ZaZa Energy Corp DE 1.01,1.02,7.01,9.01 06/27/13 Zep Inc. DE 2.02,7.01,9.01 07/02/13 Zoom Telephonics, Inc. DE 5.07 06/27/13