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In Ovations Holdings, Inc.












 
TRADER(S) BEWARE 


 
DO YOUR OWN COMPLETE DD 

 
DON'T BE FOOLED !!



MARK GOLDBERG 






SEC vs. INOVATIONS and MARK GOLDBERG 


UNITED STATES DISTRICT COURT EASTERN DISTRICT

OF NEW YORK  

SECURITIES AND EXCHANGE COMMISSION, Plaintiff,  

-against-  



IN OVATIONS HOLDINGS, INC. and MARK GOLDBERG,  

Defendants.  

 
Plaintiff Securities and Exchange Commission

(“Commission”), for its Complaint against defendants In

Ovations Holdings, Inc. (“Ovations”) and Mark Goldberg

(“Goldberg”) (together, “Defendants”), alleges as

follows:  



 
 
SUMMARY  


1. From at least 2014 through 2015 (the “Relevant

Period”), Defendants Ovations and Goldberg—a

microcap issuer of publicly-traded stock and its chief

executive officer, respectively— issued materially false 

press releases to fraudulently induce investors to buy

Ovations stock. 



 
 
VIOLATIONS  


2. By virtue of the conduct alleged in this Complaint,

Defendants engaged in acts, practices, and courses of

business that
constitute violations of Section 10(b) of

the Securities Exchange Act of 1934 (“Exchange Act”)

[15 U.S.C. § 78j(b)] and Rule 10b-5(b) promulgated

thereunder [17 C.F.R. § 240.10b-5(b)].  



3. Unless Defendants are permanently restrained and

enjoined, they will again engage in the acts, practices,

transactions, and courses of business set forth in this

Complaint, and in acts, practices, transactions, and

courses of business of a similar type and object.  


NATURE OF THE PROCEEDINGS AND RELIEF SOUGHT  


4. The Commission brings this action under the

authority conferred upon it by Exchange Act Section

21(d) [15 U.S.C. § 78u(d)].  

5. The Commission seeks a final judgment: (a)

permanently enjoining Defendants from violating

Exchange Act Section 10(b) and Rule 10b-5 thereunder,

pursuant to Exchange Act Section 21(d)(1) [15 U.S.C. §

78u(d)(1)]; (b) ordering Defendant Goldberg to disgorge

the ill-gotten gains he received as a result of the

violations alleged here and to pay prejudgment interest

thereon, pursuant to Exchange Act Section 21(d)(5) [15

U.S.C. § 78u(d)(5)]; (c) ordering Defendants to pay civil

money penalties, pursuant to Exchange Act Section

21(d)(3) [15 U.S.C. § 78u(d)(3)]; (d) permanently

prohibiting Goldberg from serving as an officer or

director of any company that has a class of securities

registered under Exchange Act Section 12 [15 U.S.C. §

78l] or that is required to file reports under Exchange

Act Section 15(d) [15 U.S.C. § 78o(d)], pursuant to

Exchange Act  Section 21(d)(2) [15 U.S.C. § 78u(d)(2)];

(e) permanently prohibiting Goldberg from

participating in any offering of a penny stock
, pursuant

to Exchange Act Section 21(d)(6) [15 U.S.C. § 78u(d)(6)];

and (f) ordering any other relief the Court may deem just

and proper.  


JURISDICTION AND VENUE  


6. This Court has jurisdiction over this action under

Exchange Act Section 27 [15 U.S.C. § 78aa].  

7. Defendants, directly or indirectly, have made use of

the means or instrumentalities of interstate commerce

or of the mails in connection with the transactions, acts,

practices, and courses of business alleged here.  

8. Venue lies in the Eastern District of New York under

Exchange Act Section 27 [15 U.S.C. § 78aa]. Among

other things, Goldberg lives in the Eastern District of

New York, where Ovations has its principal place of

business.  


THE DEFENDANTS  


9. Ovations, a Colorado corporation, has its principal

office in Middle Village (Queens  County), New York.

Formerly known as Marine Exploration, Inc., Ovations

originally claimed to be in the business of searching for

salvageable treasure. From approximately September

2017 through January 2018, Ovations claimed to be

entering the business of selling environmental controls

and biochar products to the cannabis industry. Since

then, Ovations has claimed to sell water filtration and

purification systems. Ovations’ common stock, not

currently registered with the Commission, is quoted

under the symbol “INOH” on OTC Link, an interdealer

quotation and trade messaging system operated by OTC

Markets Group, Inc. During the Relevant Period,

Ovations’ common stock met the definition of a “penny

stock” under Exchange Act Section 3(a)(51) [15 U.S.C.  

§ 78c(a)(51)] and Rule 3a51-1 thereunder [17 C.F.R. §

240. 3a51-1], in part because the stock traded below five

dollars per share.  

10. Goldberg, age 61, lives in Middle Village, New York.

From at least 2009 through at least June 2015, Goldberg

served as Ovations’ CEO or co-CEO. Between 1982 and

2003, Goldberg was associated with various broker-

dealers registered with the Commission.  






FACTS  


11. During the Relevant Period, Ovations issued at least

seven false or misleading press releases about its

business.  


12. On information and belief, Goldberg, as Ovations’

CEO, generated each of these press releases himself

and caused Ovations to issue them.  

13. 
Goldberg did so to fraudulently induce investors to

buy shares of Ovations stock so that one or more



 
STOCK PROMOTERS  

could sell their Ovations shares in the market for a profit




14. Goldberg knew or recklessly disregarded the falsity

or misleading nature of each of these press releases.  

15. On information and belief, Goldberg received

approximately $250,000 in return from one or


more stock promoters
at least partly for Goldberg’s role

in issuing Ovations’ false or misleading press releases.  


A. The Press Releases about Licensing Lung Cancer

Detection Technology  



16. On June 10, 2014, Ovations issued a press release

entitled “In Ovations Holdings, Inc. Announces the

Licensing of Technology for Early Detection of Lung

Cancer.”  

17. On information and belief, Goldberg generated and

caused Ovations to issue this press release.  

18. The press release claimed:  

19. [Ovations] has concluded negotiations for licensing

sophisticated sputum cytology technology for early and

pre stage detection of lung cancer from Mel Ehrlich,

Ph.D., who is also an officer and director of INOH. Dr.

Ehrlich has invented, patented, perfected and marketed

multiple biomedical and energy efficiency technologies.

Pursuant to the license, INOH obtained exclusive rights

to market the sputum cytology and related technologies

world-wide from Dr. Ehrlich.  

On July 2, 2014, at approximately 9:25 a.m.,1 Ovations

issued a press release entitled “In Ovations Holdings,

Inc. Announces the Immediate Availability of the Early

Detection of Lung Cancer Kit.”  

20. On information and belief, Goldberg generated and

caused Ovations to issue this press release.  

21. The press release claimed:  

[Ovations] is pleased to announce the implementation of

the technology using sputum cytology for the early

detection of lung cancer, a recognized laboratory

procedure similar to the ‘Pap’ test. Mel Ehrlich, Ph.D.

stated, ‘I am pleased with the diligent efforts that

[Ovations] is implementing with the sputum cytology

technology for the early detection of lung cancer.’  

22. 
In reality, Dr. Ehrlich never served as an officer or

director of Ovations, as Goldberg knew from his

position as Ovations’ CEO.  



23. Nor did Ovations ever provide any funding to Dr.

Ehrlich under its licensing agreement in order to obtain

rights to his technology, as Goldberg similarly knew. 



24. On June 30 and July 1, 2014, the two days before

Ovations issued its July 2 press release, and on July 2,

2014, no shares of Ovations’ common stock traded in

the market.  

25. On July 3, 2014, the day after Ovations issued the

press release, approximately 9.95 million Ovations

shares traded in the market.  


B. The Press Releases about Acquiring a Wholly-Owned

Subsidiary  



26. Less than seven months later, on January 20, 2015,

at approximately 8:50 a.m., Ovations issued a press

release entitled “In Ovations Holdings, Inc. Acquires

NBE Financial Network, Inc. With Close to 1 Million

Dollars in Annual Revenues Through Management of

Several Locations in Four States.”  

27. On information and belief, Goldberg generated and

caused Ovations to issue this press release.  

28. The press release claimed:  

[Ovations] has acquired NBE Financial Network, Inc.

(NBE) as a wholly owned subsidiary. With nearly $1

million dollars in revenues in 2014, NBE’s acquisition by

INOH continues the trend of the company’s

diversification and augments its current holdings with a

strong revenue generating network. NBE, managing

established offices in Florida, New York, New Jersey and

Illinois, is engaged in the operation and management of

law offices in these multiple states and is also engaged

in the acquisition and management of residential

properties.  



29. The press release also quoted Goldberg:  

Mark Goldberg, INOH Co-CEO added, ‘...In seeking out

this relationship and ultimately acquiring NBE, a

company with nearly $1 million dollars in revenues and

a presence in multiple metropolitan areas, we have

augmented INOH’s holdings in order to balance active,

present value with our other holdings of strong future

potential.’  

30. In reality, Ovations never acquired NBE

Financial Network, Inc. (“NBE”) and NBE  

never became Ovations’ subsidiary, as Goldberg knew

from his position as Ovations’ CEO.  

31. On January 16, 2015, the last trading day before

Ovations issued its January 20 press release,

approximately 74 million shares of Ovations’ common

stock traded in the market.  

32. On January 20, 2015, the day Ovations issued that

press release, almost four times as many—over 275

million—Ovations shares traded in the market.  

33. On March 16, 2015, at approximately 9:40 a.m.,

Ovations issued a press release entitled “In Ovations

Holdings, Inc.’s Wholly-Owned Subsidiary NBE Financial

Network, Inc. Reports Substantial Increases in

Revenue.”  

34. On information and belief, Goldberg generated and

caused Ovations to issue this press release.  

35. The press release claimed: “[Ovations’] wholly-

owned subsidiary NBE Financial Network, Inc. (NBE)

reports revenues of $80,335 for February, 2015, an

increase of 31%.”  

36. On March 13, 2015, the trading day immediately

before Ovations issued its March 16 press release,

approximately 47 million shares of Ovations’ common

stock traded in the market.  

37. On March 16, 2015, the day Ovations issued the

press release, over 76 million Ovations shares traded in

the market. 
 


38. The next day, Ovations’ trading volume doubled to

more than 155 million shares traded.
  

C. The Press Release about Acquiring an Interest in a

Multimedia Company  



39. On March 26, 2015, at approximately 9:26 a.m.,

Ovations issued a press release entitled “In Ovations

Holdings, Inc. Announces Expansion Into Multimedia

Production, Network TV Programs, and Advertising –

Marketing Services.”  

40. On information and belief, Goldberg generated and

caused Ovations to issue this press release.  

41. The press release claimed: “[Ovations] has acquired

a substantial interest in ASAP Multimedia (ASAP). Since

1987, ASAP has been a leading full service television,

web, multimedia and production company and creative

agency.”  

42. From his position as Ovations’ CEO and his

discussions with ASAP’s president, Goldberg knew that

Ovations had never acquired an ownership interest in

ASAP. Indeed, Goldberg knew that, in approximately

March 2015, Ovations had entered into an agreement

with ASAP by which Ovations would obtain an interest

in ASAP in the future upon Ovations’ fulfillment of

certain conditions and that Ovations had not in fact

fulfilled those conditions.  

43. On March 25, 2015, the day before Ovations issued

this press release, approximately 64 million shares of

Ovations’ common stock traded in the market.  

44. On March 26, 2015, the day Ovations issued the

press release, over 71.8 million Ovations shares traded

in the market.  

45. The next day, Ovations’ trading volume almost

doubled to more than 130 million shares traded.  

46. When ASAP’s president discovered and read

Ovations’ March 26 press release, he told Goldberg that

ASAP wanted no further association with Ovations.  


D. The Press Releases About the Tank Farm  





47. On June 10, 2015, at approximately 9:23 a.m.,

Ovations issued a press release entitled “In Ovations

Holdings, Inc. (INOH) Enters Into Letter of Intent on

Acquisition of 7.5 Million Gallon Tank Farm Calculated to

Value Over $13,000,000 and to Yield Revenues of $1.8

Million Dollars per Year.”  

48. On information and belief, Goldberg generated and

caused Ovations to issue this press release.  

49. The press release claimed:  

[Ovations] and 2 Lisa Court Corporation executed a

Letter of Intent (LOI) for the purchase and rehabilitation

of the Meridian Mid Continent Tank Farm and Terminal

(hereinafter ‘Tank Farm’) located in Meridian,

Mississippi. The Tank Farm after rehabilitation, will

produce an approximate income in excess of $1,800,000

per year and possess a total property/project value of

between $13,000,000 and $14,000,000.  

50. The press release also announced Goldberg’s

resignation as co-CEO.  

51. On June 25, 2015, at approximately 8:54 a.m.,

Ovations issued a press release entitled  

“In Ovations Holdings, Inc. (INOH) Executes Purchase

and Sale Contract on Acquisition of 7.5 Million Gallon

Tank Farm Calculated to Value Over $13,000,000 and to

Yield Revenues of $1.8 Million per Year.”  

52. This press release similarly claimed:  

[Ovations] and 2 Lisa Court Corporation executed a

formal Purchase and Sale Agreement for the purchase

and rehabilitation of the Meridian Mid Continent Tank

Farm and Terminal (hereinafter ‘Tank Farm’) located in

Meridian, Mississippi. The Tank Farm after rehabilitation,

will produce an approximate income
in excess of


$1,800,000 per year and possesses a total

property/project value of between $13,000,000 and

$14,000,000. As previously disclosed, 2 Lisa Court

Corporation has already committed to provide up to 50%

seller financing to [Ovations] on the approximately 20

acre site. Additional financing is expected to come from

private offerings and a traditional bank-financed real

estate loan.  

53. The press release further claimed: “[W]e are pleased

to announce that [Ovations] has welcomed Mr. Ted

Doukas [the owner of 2 Lisa Court Corporation] to its

Board of Directors. Mr. Doukas is a recognized

corporate turn-around specialist and [Ovations] looks

forward to receiving his input and expert advice.”  

54. In fact, although Goldberg had spoken with Ted

Doukas about Ovations’ potential purchase of a

Mississippi tank farm (for oil storage) owned by 2

Lisa Court, Goldberg never asked Doukas to serve on

Ovations’ Board of Directors, and Doukas never agreed

to do so.  

55. Goldberg thus knew that Doukas had never agreed

to join and indeed never joined Ovations’ Board of

Directors.

56. Furthermore, on information and belief, Ovations

had no reasonable basis for the tank farm income and

valuation projections contained in the June 10 and June

25 press releases.  

57. On June 9, 2015, the day before Ovations issued the

June 10 press release, approximately 37 million shares

of Ovations traded.  

58. On June 10, 2015, the day Ovations issued that press

release, almost eight times as many Ovations shares—

over 293 million shares—traded.  

59. On June 24, 2015, the day before Ovations issued

the June 25 press release, only 580,000 Ovations shares

traded. 

60. On June 25, 2015, the day Ovations issued that press

release, 346 times as many— over 200 million Ovations

shares—traded.  

61. When Doukas learned of Ovations’ June 25 press

release, he complained to Goldberg that the press

release was false. Goldberg claimed that it was a

mistake and did not say anything to Doukas to give him

the impression that Goldberg was no longer involved

with Ovations.  

62. On October 27, 2015, Ovations issued an “Annual

Report – Financial Statements” that appeared on OTC

Link’s website: the first financial report Ovations issued

on that website after Ovations’ June 25, 2015 press

release.  

63. The annual report listed Goldberg as Ovations’ chief

financial officer, secretary, and director and disclosed

that Goldberg “served as CEO since April 2009 and was

appointed to the Board of Directors effective May 1,

2010.”  

64. The report did not mention Goldberg’s resignation as

Ovations’ CEO.  

65. Goldberg’s certification and electronic signature, as

chief financial officer, appeared  on the annual report.  


CLAIM FOR RELIEF  


Violations of Exchange Act Section 10(b) and Rule 10b-

5(b)  

66. Paragraphs 1 through 65 are realleged and

incorporated by reference as if fully set forth herein.  

67. Defendants Ovations and Goldberg, directly or

indirectly, singly or in concert, in connection with the

purchase or sale of securities and by the use of the

means or instrumentalities of interstate commerce, of

the mails, or of the facilities of a national securities

exchange, knowingly or recklessly have made untrue

statements of a material fact or omitted to state a

material fact necessary in order to make the statements

made, in light of the circumstances under which they

were made, not misleading.  

68. By reason of the foregoing, Defendants, directly or

indirectly, singly or in concert, have violated, and unless

enjoined will again violate, Exchange Act Section 10(b)

[15 U.S.C. § 78j(b)] and Rule 10b-5(b) thereunder [17

C.F.R. § 240.10b-5(b)].  


PRAYER FOR RELIEF  


WHEREFORE, the Commission respectfully requests a

Final Judgment:  


I.  
Permanently enjoining Defendants and their agents,

servants, employees, and attorneys, and all persons in

active concert or participation with any of them who

receive actual notice of the final judgment by personal

service or otherwise, and each of them, from future

violations of Exchange Act Section 10(b) [15 U.S.C. §

78j(b)], and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-

5];  

II.  

Ordering Defendant Goldberg to disgorge all ill-gotten

gains he received directly or indirectly, with

prejudgment interest thereon, as a result of his

violations alleged in this Complaint;  
III.  
Ordering Defendants to pay civil money penalties

pursuant to Exchange Act Section 21(d)(3) [15 U.S.C. §

78u(d)(3)];  

IV.  

Permanently prohibiting Defendant Goldberg from

serving as an officer or director of any company that

has a class of securities registered under Exchange Act

Section 12 [15 U.S.C. § 78l] or that is required to file

reports under Exchange Act Section 15(d) [15 U.S.C. §

78o(d)], pursuant to Exchange Act Section 21(d)(2) [15

U.S.C. § 78u(d)(2)];  

V.  

Permanently prohibiting Defendant Goldberg from

participating in any offering of a penny stock, including

engaging in activities with a broker, dealer, or issuer for

purposes of issuing, trading, or inducing or attempting

to induce the purchase or sale of any penny stock,

under Exchange Act Section 21 (d)(6)[15
U.S.C. 78u(d)

(6)]; and VI
.  

Granted any other or further relief as the Court May

deem just and proper.  

_______________________________

Dated New York, New York  

September 5, 2018  

Marc P.Berger  

Lara S.Mehraban 
 

GeraldA.Gross  

Preethi Krishnamurthy

EricM.Schmidt  

SECURITIES AND EXCHANGE COMMISSION

New York RegionalOffice  

Brookfield Place  

200 Vesey Street, Suite 400  

New York, New York 10281-1022  

( 212) 336-0116 (Krishnamurthy)

Email:Krishnamurthyp@sec.gov  



________________________________________________________________




MARK GOLDBERG, MICHAEL SCAGLIONE &

"ACQUAINTANCES"








 
TRADER(S) BEWARE 


 
DO YOUR OWN COMPLETE DD 

 
DON'T BE FOOLED !!  












******************************************



 

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PostSubject
#65686  Sticky Note SEC SUES OVATIONS HOLDINGS (INOH) AND ITS CEO VeronicaFox 01/27/21 08:57:27 PM
#65251  Sticky Note SEC VS. IN OVATIONS and MARK GOLDBERG VeronicaFox 02/05/20 02:46:41 PM
#65918   Here we go ANOTHER BULLSHIT RUMOR. DJ Ponder 07/22/21 12:08:27 PM
#65917   Rumor has it a possible Custonianship with GS..stand-by! Johnnymangoes 07/22/21 07:46:52 AM
#65916   I belive it was the same timeframe. DJ Ponder 07/19/21 04:17:45 PM
#65915   Ah! .005 in early 2015, now I remember. waterchaser 07/19/21 04:07:33 PM
#65914   .005's in EARLY 2015! DJ Ponder 07/19/21 03:20:26 PM
#65913   What was the prediction way back when… 2015 waterchaser 07/19/21 12:01:14 PM
#65912   Dead money dog inoh.....LMFAO. DJ Ponder 07/19/21 11:59:09 AM
#65911   Is this a good stock?? mach6555555 07/18/21 07:06:04 PM
#65906   Most will disagree! Johnnymangoes 07/18/21 05:27:49 PM
#65904   September 28th will be-here before we know it… waterchaser 07/18/21 04:36:54 PM
#65903   Holy dumpage! waterchaser 07/15/21 02:57:53 PM
#65902   Thks for providing this info. DJ Ponder 07/12/21 12:47:25 PM
#65901   The date for INOH to comply is September VeronicaFox 07/09/21 05:16:45 PM
#65900   Big move coming since 2015? Do I remember waterchaser 06/22/21 07:42:30 PM
#65899   $INOH$..we're accumulating still..big move coming imo Johnnymangoes 06/22/21 07:33:02 PM
#65898   Point well taken .....lol DJ Ponder 06/22/21 07:16:50 PM
#65897   Be careful what is asked for: VeronicaFox 06/22/21 07:00:31 PM
#65896   Bring back goldberg ..... DJ Ponder 06/22/21 04:36:19 PM
#65895   INOH .0004 glta yankee2 06/21/21 12:37:42 PM
#65894   INOH removed? Glory be! waterchaser 06/08/21 08:59:16 PM
#65893   INOH must post the required disclosure to OTC VeronicaFox 06/08/21 04:59:47 PM
#65892   Inoh still sucks DJ Ponder 06/07/21 02:43:16 PM
#65891   Have a splendid Holiday weekend next week crypto-green Oilyboy 05/28/21 02:39:07 PM
#65890   I read this INOH nugget a month ago. waterchaser 05/22/21 07:56:56 PM
#65889   INPH Volume about to wipe out the Oilyboy 05/14/21 01:05:15 PM
#65888   REGULATORY & COMPLIANCE VeronicaFox 05/10/21 10:43:22 AM
#65887   Sure would be nice if it does! INOH GreenFever 05/10/21 09:18:31 AM
#65886   Not likely. waterchaser 05/09/21 10:11:49 PM
#65885   Is tomorrow take off day for INOH? Oilyboy 05/09/21 09:45:27 PM
#65883   RIGHT ON! GreenFever 04/30/21 07:25:31 PM
#65882   The companies past that so many here want ShaneO19 04/29/21 10:53:09 PM
#65881   It’s always been my favorite thing to do.... waterchaser 04/29/21 10:12:17 PM
#65880   Any kind of good news from this otherwise GreenFever 04/29/21 09:38:34 PM
#65878   Looks like the train has arrived. Hold On! (INOH) mwab52 04/29/21 04:11:28 PM
#65877   Is it early 2015 already? DJ Ponder 04/29/21 04:01:04 PM
#65876   All Aboard! INOH choo choo! GreenFever 04/29/21 03:51:58 PM
#65875   I would say @0010, Hold On! (IOH) mwab52 04/27/21 08:51:27 PM
#65874   Yep, the scam promo seems to be underway. waterchaser 04/26/21 10:20:54 PM
#65873   Look likes its time to leave this station. mwab52 04/26/21 09:59:41 PM
#65872   .005's by early 2015! DJ Ponder 04/26/21 12:13:19 PM
#65871   Lol, right. Breakout coming on the second Tuesday waterchaser 04/24/21 09:46:33 PM
#65870   $INOH$.. BIG breakout coming!!..imo Johnnymangoes 04/24/21 09:45:44 PM
#65869   It’s not a story sandra, it’s a Rule. VeronicaFox 04/23/21 06:19:23 PM
#65868   Another full of bullshit fairy tale narrative. DJ Ponder 04/23/21 04:08:59 PM
#65867   LOL...Everyone is calling the SEC alerting them of GreenFever 04/23/21 03:56:52 PM
#65866   Slow build up for breakout next week? Let’s GreenFever 04/23/21 12:38:53 PM
#65865  Restored BULLSHIT. The SEC STORY is not working!! SANDRA11 04/23/21 12:03:24 PM
#65864   .005s by 2015 right? DJ Ponder 04/23/21 11:54:33 AM
#65863   Yep looks ready!!.. Johnnymangoes 04/23/21 10:29:37 AM
#65862   INOH about to burst here. .0005x.0006 now. Law of Averages 04/23/21 10:26:52 AM
PostSubject
Consent Preferences