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Commission announcementsCommission Announces Agenda and Panelists for Small Business ForumThe Securities and Exchange Commission (Commission) today announced the agenda and panelists for next week's Government-Business Forum on Small Business Capital Formation. The November 21 event will begin at 9 a.m. and include two morning panel discussions. The first panel will focus on evolving practices in the new world of Regulation D exempt offerings. The second panel will focus on what might be next for small business and markets once the JOBS Act is fully implemented. In the afternoon session, breakout groups will develop recommendations on a variety of issues related to small business capital formation. The small business forum, held annually at the agency's Washington D.C. headquarters, is open to the public and will be webcast live at www.sec.gov. The webcast will not include the afternoon breakout group sessions, but they will be open to the public and accessible by phone. Anyone wishing to participate in a breakout group session either in person or by phone must pre-register online by November 15. More information is available on the small business forum webpage. (Press Rel. 2013-242) ENFORCEMENT PROCEEDINGSCommission Suspends Jonathan C. GilchristThe Commission announced today that it has issued an Order Instituting Public Administrative Proceedings and Imposing Temporary Suspension Pursuant to Rule 102(e)(3)(i)(B) of the Commission's Rules of Practice that suspends Jonathan C. Gilchrist from appearing or practicing before the Commission as an attorney. The Commission's Order is based on a final judgment against Gilchrist issued by the United States District Court for the Southern District of Texas in SEC v. Jonathan C. Gilchrist, Case No. 4:13-cv-163, which found that he violated Sections 5(a), 5(c), 17(a)(1) and 17(a)(3) of the Securities Act of 1933, as well as Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, while president and chairman of The Alternative Energy Technology Center, Inc. (“Alternative Energy”). Specifically, the Court found that Gilchrist authorized the unregistered offer and sale of six million Alternative Energy shares to himself and two entities he controlled, improperly maintaining that the offer and sale were exempt from registration under Rule 504 of Regulation D of the Securities Act of 1933. Further, the Court found that Gilchrist effected match trades in Alternative Energy securities through brokerage accounts he controlled, thereby driving the per share price from $1.00 per share immediately after a reverse stock split on January 18, 2008 to $2.41 per share, at which point Gilchrist arranged for promoters to tout Alternative Energy to further drive up the price to $3.75 per share before the Commission suspended trading in the stock. Into this inflated market, Gilchrist made unregistered sales of 229,661 shares, which the Court found generated illicit proceeds of $692,146. In addition, as alleged in the complaint, to induce the transfer agent to issue shares of Alternative Energy without restriction, Gilchrist emailed that agent with his own interpretation of Regulation D of the Securities Act. Gilchrist has 30 days to petition the Commission to lift the temporary suspension. If he does not make a timely petition, the suspension will automatically become permanent pursuant to Rule 102(e)(3)(ii). (Rel. 34-70867) In the Matter of Julieann Palmer MartinThe Commission announced the issuance of an Order Instituting Administrative and Cease-and-Desist Proceedings Pursuant to Section 8A of the Securities Act of 1933, Sections 15(b) and 21C of the Securities Exchange Act of 1934 and Section 9(b) of the Investment Company Act of 1940 and Notice of Hearing (Order) against Julieann Palmer Martin (Martin). The Division of Enforcement alleges in the Order that Martin worked at National Note of Utah, LC (National Note) from 1995 through 2012, handling a variety of responsibilities, including bookkeeping. Most recently, Martin functioned as an office manager and assistant to Wayne Palmer, National Note's principal and her cousin. From 2006 until February 2012, Martin was compensated in the form of salary and commissions. The Order also alleges that Martin was solely responsible for investor funds at National Note. Martin personally handled all deposits from investors. She also handled all interest and principal payments to investors, preparing the wires and checks to be distributed each month. Because Martin monitored incoming revenue from National Note's business, Martin knew that its projects were not generating enough profit to pay operating expenses and investor returns. The Order further alleges that Martin acted as an unregistered broker by conducting broker-related activity. She solicited investors, provided copies of National Note's private placement memorandum and other substantive information relating to the investment, facilitated IRA transfers and received transaction-based compensation. Despite knowing about National Note's inability to pay investors, Martin continued to tell investors that National Note's 12% return was guaranteed and that National Note was paying investors returns from its real estate investments. A hearing will be scheduled before an administrative law judge to determine whether the allegations contained in the Order are true, to provide Martin an opportunity to dispute these allegations, and to determine what sanctions, if any, are appropriate. The Order directs the administrative law judge to issue an initial decision within 300 days after service of the Order. (Rel. 34-70868) Commission Issues Initial Decision on Default as to Four RespondentsAn Administrative Law Judge issued an Initial Decision on Default as to Four Respondents in Carbiz, Inc., Admin. Proc. File No. 3-15469 (Initial Decision). The Initial Decision found that Carbiz, Inc., InZon Corporation, IQ Micro, Inc., and Princeton Media Group, Inc., have securities registered with the Securities and Exchange Commission, pursuant to Section 12(g) of the Securities Exchange Act of 1934, each failed to file required periodic reports, and that it was necessary and appropriate for the protection of investors to revoke the registration of each class of each issuer's registered securities. On November 1, 2013, Judge Frank J. Otte, U.S. Bankruptcy Court for the Southern District of Indiana, authorized the Trustee of Irwin Financial to enter an Offer of Settlement with the Commission. (ID-518) Court Orders Charles T. Lawrence to Comply with Commission SubpoenaOn November 13, 2013, the United States District Court for the Southern District of New York ordered Charles T. Lawrence to comply with an investigative subpoena previously served on him and relating to his formerly registered investment adviser, Chasson Group, Inc., located in New York, NY. The order designates dates for his document production and testimony. For further information, please see Litigation Release No. 22867 (November 12, 2013). [S.E.C. v. Charles T. Lawrence, 13 Misc. 00376 (KMW) (S.D.N.Y.)] (LR-22869) Investment company ordersSyntax Analytics, LLC and Syntax ETF TrustAn order has been issued on an application filed by Syntax Analytics, LLC and Syntax ETF Trust 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. (IC-30782) Altegris Advisors, L.L.C., Et Al.A notice has been issued giving interested persons until December 6, 2013, to request a hearing on an application filed by Altegris Advisors, L.L.C., 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 requested order would (a) permit certain registered open-end management investment companies that operate as “funds of funds” to acquire shares of certain 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) permit funds of funds relying on Rule 12d1-2 under the Act to invest in certain financial instruments. (IC-30779) Guggenheim Equal Weight Enhanced Equity Income Fund and Guggenheim Funds Investment Advisers, LLCA notice has been issued giving interested persons until December 6, 2013, to request a hearing on an application filed by Guggenheim Equal Weight Enhanced Equity Income Fund and Guggenheim Funds Investment Advisers, LLC, under Section 6(c) of the Investment Company Act of 1940 (Act) for an exemption from Section 19(b) of the Act and Rule 19b-1 under the Act. The order would permit a registered closed-end management investment company to make periodic distributions of long-term capital gains with respect to its outstanding common shares as frequently as monthly in any one taxable year, and as frequently as distributions are specified by or in accordance with the terms of any outstanding preferred shares that such investment company may issue. (IC-30780) Investment Adviser OrdersDavidson Kempner Capital Management LLCAn order has been issued on an application filed by Davidson Kempner Capital Management LLC (“DKCM”) under Section 206A of the Investment Advisers Act of 1940 and Rule 206(4)-5(e) thereunder. The order permits DKCM to receive compensation from three government entities for investment advisory services provided to the government entities within the two-year period following a contribution by a covered associate of DKCM to an official of the government entities. (IA-3693) Self-regulatory organizationsImmediate Effectiveness of Proposed Rule ChangeA proposed rule change (SR-CBOE-2013-104) filed by the Chicago Board Options Exchange, Incorporated relating to fees for the Customized Option Pricing Service has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the proposal is expected to be made in the Federal Register during the week of November 11, 2013. (Rel. 34-70845) A proposed rule change filed by the NASDAQ Stock Market LLC to establish fees under Rule 7030(d) for use of the Carteret NASDAQ Testing Facility Test Environment (SR-NASDAQ-2013-137) 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 18, 2013. (Rel. 34-70851) A proposed rule change filed by BATS Exchange, Inc. related to fees for use of BATS Exchange, Inc. (SR-BATS-2013-058) 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 18, 2013. (Rel. 34-70853) A proposed rule change filed by BATS Y-Exchange, Inc. related to fees for use of BATS Y-Exchange, Inc. (SR-BYX-2013-038) 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 18, 2013. (Rel. 34-70852) A proposed rule change filed by NYSE MKT LLC amending Commentary .09 to Rule 903 to modify the Quarterly Option Series Program to eliminate the cap on the number of additional series that may be listed per expiration month for each QOS in exchange-traded fund options (SR-NYSEMKT-2013-90) 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 18, 2013. (Rel. 34-70854) A proposed rule change filed by NYSE Arca, Inc. amending Commentary .08 to Rule 6.4 to modify the Quarterly Option Series Program to eliminate the cap on the number of additional series that may be listed per expiration month for each QOS in exchange-traded fund options (SR-NYSEArca-2013-120) 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 18, 2013. (Rel. 34-70855) A proposed rule change filed by the BOX Options Exchange LLC (SR-BOX-2013-52) to amend the BOX Fee Schedule to specify the frequency with which the exchange may change the Options Regulatory Fee 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 18, 2013. (Rel. 34-70858) A proposed rule change filed by the International Securities Exchange, LLC (SR-ISE-2013-54) to amend the Schedule of Fees 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 November 18, 2013. (Rel. 34-70859) A proposed rule change filed by The NASDAQ Stock Market LLC (SR-NASDAQ-2013-138) to make modifications to fees and rebates under Rules 7014 and 7018 has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the notice is expected to be made in the Federal Register during the week of November 18, 2013. (Rel. 34-70860) A proposed rule change filed by NYSE Arca, Inc. amending Rule 6.69(a) to provide that a pattern or practice of late reporting of option transactions to the Exchange for dissemination to the Options Price Reporting Authority is subject to disciplinary action (SR-NYSEArca-2013-119) 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 18, 2013. (Rel. 34-70861) A proposed rule change filed by the Miami International Securities Exchange LLC (SR-MIAX-2013-51) to amend Exchange Rule 504, Trading Halts, has become effective under Section 19(b)(3)(A) of the Securities Exchange Act of 1934. Publication of the notice is expected to be made in the Federal Register during the week of November 18, 2013. (Rel. 34-70862) A proposed rule change filed by NASDAQ OMX PHLX LLC to amend the PIXL Auction notification requirements under Rule 1080 (SR-Phlx-2013-112) 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 18, 2013. (Rel. 34-70863) A proposed rule change filed by NYSE MKT LLC amending Rule 957NY to provide that a pattern or practice of late reporting of option transactions to the Exchange for dissemination to the Options Price Reporting Authority is subject to disciplinary action (SR-NYSEMKT-2013-89) 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 18, 2013. (Rel. 34-70864) A proposed rule change (SR-BATS-2013-057) filed by BATS Exchange, Inc. to amend the BATS Competitive Liquidity Provider Program 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 18, 2013. (Rel. 34-70865) A proposed rule change filed by NASDAQ OMX PHLX LLC to offer a Customer rebate (SR-Phlx-2013-113) 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 18, 2013. (Rel. 34-70866) Notice of Proposed Rule ChangeChicago Board Options Exchange, Incorporated has filed a proposed rule change (SR-CBOE-2013-109) relating to market maker appointment cost rebalances. Publication is expected in the Federal Register during the week of November 18, 2013. (Rel. 34-70856) Chicago Board Options Exchange, Incorporated has filed a proposed rule change (SR-CBOE-2013-107) under Rule 19b-4 of the Securities Exchange Act of 1934 to amend its rules regarding option orders that are tied to stock orders. Publication is expected in the Federal Register during the week of November 18, 2013. (Rel. 34-70857) The following registration statements have been filed with the SEC under the Securities Act of 1933. The reported information appears as follows: Form, Name, Address and Phone Number (if available) of the issuer of the security; Title and the number and/or face amount of the securities being offered; Name of the managing underwriter or depositor (if applicable); File number and date filed; Assigned Branch; and a designation if the statement is a New Issue. Registration statements may be viewed in person in the Commission's Public Reference Branch at 100 F Street, N.E., Washington, D.C. To obtain paper copies, please refer to information on the Commission's Web site at http://www.sec.gov/answers/publicdocs.htm. In most cases, you can view and download this information by using the search function located at http://www.sec.gov/edgar/searchedgar/companysearch.html. S-3 Emerald Oil, Inc., 1600 BROADWAY, SUITE 1360, DENVER, CO, 80202,
(303) 323-0008 - 0 ($500,000,000.00) Unallocated (Universal) Shelf,
(File 333-192251 - Nov. 12) (BR. 04A)
S-1 Intrawest Resorts Holdings, Inc., 1621 18TH STREET, SUITE 300, DENVER,
CO, 80202, 303 749 8200 - 0 ($100,000,000.00) Equity,
(File 333-192252 - Nov. 12) (BR. 05A)
S-1 SINGLE TOUCH SYSTEMS INC, 2235 ENCINITAS BLVD. SUITE 210, ENCINITAS,
CA, 92024, (760) 438-0100 - 5,750,000 ($3,593,750.00) Equity,
(File 333-192253 - Nov. 12) (BR. 03A)
S-3ASR Fiesta Restaurant Group, Inc., 14800 LANDMARK BOULEVARD, SUITE 500,
ADDISON, TX, 75254, 972-702-9300 - 0 ($0.00) Equity, (File 333-192254 -
Nov. 12) (BR. 05A)
S-11 Trade Street Residential, Inc., 19950 W. COUNTRY CLUB DRIVE, SUITE 800,
AVENTURA, FL, 33180, 786-248-5200 - 0 ($100,000,000.00) Equity,
(File 333-192255 - Nov. 12) (BR. 08C)
S-3ASR Alkermes plc., TREASURY BUILDING, LOWER GRAND CANAL STREET, DUBLIN 2,
L2, 00000, 00-353-1-649-2000 - 0 ($0.00) Unallocated (Universal) Shelf,
(File 333-192256 - Nov. 12) (BR. 01A)
S-3 ZaZa Energy Corp, 1301 MCKINNEY STREET, SUITE 2800, HOUSTON, TX, 77010,
713-595-1900 - 0 ($150,000,000.00) Unallocated (Universal) Shelf,
(File 333-192257 - Nov. 12) (BR. 04A)
S-3ASR Bonanza Creek Energy, Inc., 410 17TH STREET, SUITE 1500, DENVER, CO,
80202, 720-440-6100 - 0 ($0.00) Debt, (File 333-192258 - Nov. 12)
(BR. 04A)
S-1 A-Mark Precious Metals, Inc., 429 SANTA MONICA BLVD, SUITE 230,
SANTA MONICA, CA, 90401, 310-587-1414 -
10,383,000 ($50,657,000.00) Equity, (File 333-192260 - Nov. 12) (BR. 02)
S-3ASR PACIFICORP /OR/, 825 N.E. MULTNOMAH, SUITE 2000, PORTLAND, OR, 97232,
5038135608 - 0 ($0.00) Debt, (File 333-192267 - Nov. 12) (BR. 02B)
S-1 RSP Permian, Inc., 3141 HOOD STREET, SUITE 701, DALLAS, TX, 75219,
(203) 244-6550 - 0 ($400,000,000.00) Equity, (File 333-192268 -
Nov. 12) (BR. 04B)
S-8 IXYS CORP /DE/, 1590 BUCKEYE DRIVE, MILPITAS, CA, 95035, 4084579000 -
2,000,000 ($22,960,000.00) Equity, (File 333-192269 - Nov. 12) (BR. 10A)
S-8 ADVISORY BOARD CO, 2445 M STREET, NW, WASHINGTON, DC, 20037,
202-266-5600 - 2,125,000 ($129,157,500.00) Equity, (File 333-192270 -
Nov. 12) (BR. 08B)
S-1 Pacificorp international Hotel Management,
24C SHENG HANG COURT, FUTIAN DISTRICT, SHENZHEN CITY, GUANGDONG, F4,
518000, 801-303-5730 - 400,000 ($352,000.00) Equity, (File 333-192271 -
Nov. 12) (BR. 08)
S-1 I IN THE SKY, INC., 1315 5TH STREET SOUTH, HOPKINS, MN, 55313,
952-278-9912 - 3,600,000 ($90,000.00) Equity, (File 333-192272 -
Nov. 12) (BR. 11)
S-8 MICROCHIP TECHNOLOGY INC, 2355 W CHANDLER BLVD, CHANDLER, AZ,
85224-6199, 480-792-7200 - 0 ($461,720,290.61) Equity,
(File 333-192273 - Nov. 12) (BR. 10B)
S-3ASR PORTLAND GENERAL ELECTRIC CO /OR/, 121 SW SALMON ST, 1WTC0501,
PORTLAND, OR, 97204, 5034647779 -
0 ($0.00) Unallocated (Universal) Shelf, (File 333-192274 - Nov. 12)
(BR. 02B)
S-3ASR Interactive Brokers Group, Inc., ONE PICKWICK PLAZA, GREENWICH, CT,
06830, 203-618-5800 - 0 ($0.00) Equity, (File 333-192275 - Nov. 12)
(BR. 12A)
S-8 MACROGENICS INC, 9640 MEDICAL CENTER DRIVE, Rockville, MD, 20850,
301-251-5172 - 0 ($55,532,779.00) Equity, (File 333-192277 - Nov. 12)
(BR. 01B)
S-8 Benefitfocus,Inc., 100 BENEFITFOCUS WAY, CHARLESTON, SC, 29492,
843-849-7476 - 6,249,766 ($174,229,358.07) Equity, (File 333-192278 -
Nov. 12) (BR. 03B)
S-4 CASH AMERICA INTERNATIONAL INC, 1600 W 7TH ST, FT WORTH, TX, 76102,
8173351100 - 0 ($300,000,000.00) Non-Convertible Debt,
(File 333-192279 - Nov. 12) (BR. 02B)
S-1 CHARGER MINERALS CORP, 5067 EAST 26TH DRIVE, BELLINGHAM, WA, 98226,
360-592-4022 - 1,670,000 ($83,500.00) Equity, (File 333-192281 -
Nov. 12) (BR. 09)
S-8 UNITED ONLINE INC, 21301 BURBANK BOULEVARD, WOODLAND HILLS, CA, 91367,
818-287-3000 - 0 ($18,630,542.12) Other, (File 333-192282 - Nov. 12)
(BR. 03B)
S-4 LEXINGTON REALTY TRUST, ONE PENN PLAZA, SUITE 4015, NEW YORK, NY,
10119, (212) 692-7200 - 0 ($250,000,000.00) Non-Convertible Debt,
(File 333-192283 - Nov. 12) (BR. 08B)
S-1 Geno LLC, 45 FIRST AVENUE, WALTHAM, MA, 02451, 781-466-6530 -
0 ($50,000,000.00) Equity, (File 333-192284 - Nov. 12) (BR. 01B)
S-1 ATOSSA GENETICS INC, 4105 E MADISON STREET, SUITE 320, SEATTLE, WA,
98112, 206 325 6086 - 4,200,000 ($8,358,000.00) Equity,
(File 333-192285 - Nov. 12) (BR. 10A)
S-3ASR American Capital Agency Corp, 2 BETHESDA METRO CENTER 14TH FLOOR,
BETHESDA, MD, 20814, 3019516122 - 0 ($0.00) Equity, (File 333-192286 -
Nov. 12) (BR. 08C)
S-8 Sarepta Therapeutics, Inc., 215 FIRST STREET, SUITE 7, CAMBRIDGE, MA,
02142, 857-242-3700 - 3,870,000 ($56,231,100.00) Equity,
(File 333-192287 - Nov. 12) (BR. 01B)
Recent 8K FilingsForm 8-K is used by companies to file current reports on the following events:
Form 8-K filings can be researched through several SEC EDGAR searches, some of which have item filtering functionality. • Latest Filings Search, filtered for 8-K, returns the most recent 8-K filings. Item numbers are indicated on the results page. You can also subscribe to the associated RSS, which also indicates items. • Boolean Archive Search, allows item searching and filtering by other “header data”. For example, here are 8-Ks filed on 10/30/2013 with Item 8.01. Note, however, that this search lags by one business day. The index is refreshed nightly. • Company Search, allows filtering for 8-K for a specific company. For example, see IBM's 8-K filings. • EDGAR Full-Text Search, advanced menu, allows searching by 8-K with additional filtering by search phrase, SIC code, and date range. Note that this search only indexes filings from the last 4 years. • Current Events Search shows the most recent filings listed by day.
http://www.sec.gov/news/digest/2013/dig111313.htm
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