In the Matter of Charles J. Dushek and Charles S. Dushek
The Securities and Exchange Commission ('Commission") announced the issuance of an Order Instituting Administrative Proceedings Pursuant to Section 203(f) of the Investment Advisers Act of 1940 ('Advisers Act"), Making Findings and Imposing Remedial Sanctions ('Order") against Charles J. Dushek ('Dushek Sr.") and Charles S. Dushek ('Dushek Jr.") (collectively, 'Dusheks").
In the Order, the Commission finds that on October 9, 2013, judgments by consent were entered against Dushek Sr. and Dushek Jr. permanently enjoining each from violating Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, and Sections 206(1) and 206(2) of the Advisers Act," in the civil action entitled Securities and Exchange Commission v. Charles J. Dushek, et al., Civil Action Number 1:13-CV-3669, in the United States District Court for the Northern District of Illinois. The Commission"s Complaint alleged that, from 2008 to 2012, Dushek Sr. and Dushek Jr. used their Lisle, Illinois-based investment advisory firm, Capital Management Associates, Inc., to defraud firm clients by conducting a 'cherry picking" scheme that garnered the Dusheks nearly $2 million in illicit profits.
Based on the above, the Order bars Dushek Sr. and Dushek Jr. from association with any broker, dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized statistical rating organization."(Rel. IA-3729)
Ohio-Based Broker Barred From Penny Stock Offerings
The Commission announced today that on November 27, 2013, the United States District Court in Massachusetts entered judgment against Matthew K. Lazar, of Columbus, Ohio, in a case arising from his alleged participation in a boiler room operated by Edward M. Laborio, of Boston, Massachusetts and Boca Raton, Florida."Lazar consented to the entry of the judgment.
On August 10, 2012, the Commission charged Laborio, Lazar and others with raising up to $5.7 million from more than 150 investors through the fraudulent sale of five unregistered offerings."As to Lazar in particular, the Complaint charged that from October through December 2008, Lazar raised $585,000 from 10 investors through the sale of a PIPE (private investment in a public equity) by misrepresenting that the PIPE guaranteed an annual 8.5% dividend and that it was safe, like a fixed annuity or a certificate of deposit."The Complaint alleged that Laborio hired Lazar in September 2008 to open an Ohio branch office operating under the name Envit Capital Private Wealth Management, LLC." Along with Laborio and Lazar, the Complaint charged Jonathan Fraiman, of Boston, Massachusetts and Lantana, Florida, along with seven entities, most with the name 'Envit," that were owned and controlled by Laborio, including a non-existent hedge fund.
On November 27, 2013, the Court entered a final judgment against Lazar:"(i) permanently enjoining him from violating Section 17(a) of the Securities Act of 1933 (Securities Act); Sections 10(b) and 15(a)(1) of the Securities Exchange Act of 1934 (Exchange Act) and Rule 10b-5 thereunder; and Sections 206(1) and 206(2) of the Investment Advisers Act of 1940 (Advisers Act); (ii) barring him for three years from participating in any offering of penny stock; (iii) finding him liable for disgorgement of $16,820.99 and prejudgment interest of $2,917.65, for a total of $19,738.64; and (iv) waiving payment of the disgorgement and prejudgment interest, and not imposing a civil penalty, based upon the representations in Lazar"s sworn statement of financial condition."Lazar agreed to settle the Commission"s charges without admitting or denying the allegations in the Complaint.
The Court previously entered a final judgment by consent against Jonathan Fraiman on October 8, 2013."In related administrative proceedings instituted by the Commission on October 11, 2013, Fraiman consented to be barred from any future association with any broker, dealer, investment adviser, municipal securities dealer, municipal advisor, transfer agent, or nationally recognized statistical rating organization, with the right to reapply after ten years." The Commission"s civil injunctive action against Laborio and the Envit Companies, SEC v Laborio et al., 1:12-cv-11489-MBB (D. Mass., Aug. 10, 2012), is still pending.
In conducting its investigation, the Commission acknowledges assistance from the U.S. Attorney"s Office for the District of Massachusetts, the Federal Bureau of Investigation, the State of Florida Office of Financial Regulation, and the Financial Industry Regulatory Authority (FINRA). (Rel. LR-22881)
An Administrative Law Judge has issued an Initial Decision (ID) in iVoice, Inc., Admin. Proc. File No. 3-15416, as to Respondent Protectus Medical Devices, Inc. (Protectus)."
The Order Instituting Proceedings alleged that Protectus repeatedly failed to file timely periodic reports while its securities were registered with the Securities and Exchange Commission."The Initial Decision finds these allegations to be true and revokes the registration of each class of Protectus"s registered securities, pursuant to Section 12(j) of the Securities Exchange Act of 1934 (Exchange Act)." The proceeding previously ended as to all other Respondents."See iVoice, Inc., Exchange Act Release No. 70387, 2013 WL 4883130 (Sept. 13, 2013). (Rel. ID-536)
Investment company orders
VTL Associates, LLC, et al.
A notice has been issued giving interested persons until December 27, 2013 to request a hearing on an application filed by VTL Associates, LLC, et al., for an order to permit: (a) certain open-end management investment companies or series thereof 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."The order would supersede a prior order. (Rel. IC-30815 - December 2, 2013)
Immediate Effectiveness of Proposed Rule Change
A proposed rule change filed by BATS Exchange, Inc. to modify the risk monitoring functionality offered by the Exchange (SR-BATS-2013-060) 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 December 2nd. (Rel. 34-70964)
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 US GEOTHERMAL INC, 1505 TYRELL LANE, BOISE, ID, 83706, 208-424-1027 - 0 ($11,276,060.00) Equity, (File 333-192611 - Nov. 29) (BR. 02C) S-1 MAGNUM HUNTER RESOURCES CORP, 777 POST OAK BLVD, SUITE 650, HOUSTON, TX, 77056, 832-369-6986 - 0 ($144,761,009.50) Equity, (File 333-192613 - Nov. 29) (BR. 04A) S-4 CLEAR CHANNEL COMMUNICATIONS INC, 200 E BASSE RD, SAN ANTONIO, TX, 78209, 2108222828 - 0 ($1,397,412,503.00) Debt, (File 333-192614 - Nov. 29) (BR. 11C) F-10 BROOKFIELD ASSET MANAGEMENT INC., BROOKFIELD PLACE, 181 BAY ST, STE 300, PO BOX 762, TORONTO, A6, A6 M5J2T3, 416-363-9491 - 0 ($1,000,000,000.01) Other, (File 333-192615 - Nov. 29) (BR. 08B) S-1 LOT78, INC., 65 ALFRED ROAD, GREAT WESTERN STUDIOS, STUDIO 209, LONDON, X0, W2 5EU, 775-333-1198 - 6,666,668 ($1,000,000.00) Equity, (File 333-192616 - Nov. 29) (BR. 09B) S-1 CymaBay Therapeutics, Inc., 3876 BAY CENTER PLACE, HAYWARD, CA, 94545, 510-293-8800 - 11,456,493 ($57,282,465.00) Equity, (File 333-192617 - Nov. 29) (BR. 01) S-3 BIODELIVERY SCIENCES INTERNATIONAL INC, 801 CORPORATE CENTER DRIVE, SUITE 210, RALEIGH, NC, 27607, 919 582 9050 - 0 ($75,000,000.00) Equity, (File 333-192618 - Nov. 29) (BR. 01B)
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