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SAYS WHO????
He is AGAI tooting his own horn. This is not due diligence. Do you have an independent source to verify his credentials or not?
Apparently not.
As I said please post due diligence not links he posted himself.
Laura Anthony, the purported attorney for TALK has some disturbing ties to Lynx Consulting Group LTD. Anyone with info please post for the board or send me a private message.
https://www.otciq.com/otciq/ajax/showFinancialReportById.pdf?id=161432
Lynx Consulting Group LTD is a recently exposed money laundering drop box as exposed in the Panama Papers and by the ICIJ.
Maybe Carey Leary can explain.
Not sure what you are referring to since the post did not have a link.
Next
If anyone has information about McCusker other than what he put up about himself please post for the board. I would be interested in his verifiable educational background and any professional licenses he holds. Please do not post information he put up himself.
KAYS REMAINS A TOXIC INVESTMENT - WILLIAM DAVID JONES THE CORRUPT FBI INFORMANT FROM OPERATION BERMUDA SHORT DESTROYS ANOTHER COMPANY.
AVOID THIS DILUTION SCAM
Who is the brother?
Nice post and good information. William Peterseim was an officer at Big Apple for years so there are multiple overlapping bad actors. Had the SEC and DOJ done its job, all the bad apples would have been indicted by the DOJ instead of given a slap on the wrist by the SEC.
Case in point - Guy Jean Pierre and the alleged FSPM scheme.
Maybe Roy Meadows would like to explain how it is that Big Apple got a free pass.
Speaking of Thomas Gaffney - Laura Anthony's only client recommendation (now removed) on Linkedin or anywhere else I could find...
FAMOUS LAST WORDS OF TOM GAFFNEY.
By August of that same year, Tom Gaffney was indicted in connection with the Laura Anthony shell he had purchased.
How did that "flowing fountain of securities knowledge" work out for Laura Anthony client, Tom Gaffney? Enjoying prison? So the shell hijacker and lawyer for Gaffney (Laura Anthony) gets a "free pass" and he gets indicted.
Reminds me of the Miami DOJ and FBI in Operation Bermuda Short.
I am not sure what you are referring to but the indictments and SEC actions against dozens of her clients speak for themselves. Too many scams to ignore.
I don't agree. The fact she is a practicing attorney means nothing. Guy Jean Pierre forged over 110 opinions before he was caught. Jean-Pierre shows up in Laura Anthony shells. It always catches up to them sooner or later. Look at Jean-Pierre Anthony's side kick in Big Apple Consulting deals.
That is true. Any attorney can have a client who gets into trouble but Laura Anthony has dozens of clients who have been indicted or sued by the SEC and that is a red flag. We aren't talking one or two people. There are dozens. Way too many to ignore.
Investors should write letters and call the state court judges who enabled the scams like ORRV. Don't waste time with the SEC, call the state court judges who rubber stamped this fraud.
This is interesting. Laura Anthony's only client recommendation (now removed) from indicted and convicted fraudster Thomas Gaffney. FAMOUS LAST WORDS OF TOM GAFFNEY. How did that fountain of securities knowledge work out for you? Enjoying prison?
https://archives.fbi.gov/archives/miami/press-releases/2013/five-defendants-charged-for-securities-fraud-related-violations
Malc, have you considered writing the Nevada Judges who granted Tracy custodianships? I think they would be interested to learn they were used in scams.Investors should send letters to the Nevada state court judges who granted the custodianship.
The filings are updated with more fraudulent disclosures. GEGP is a scam
Interesting post about Guy M Jean-Pierre, in house counsel to Josesph Meuse, the shell broker and transfer agent in this scam, Also notable is Frederick Lehrer, ROTHS's legal counsel who rendered FSPM's opinions. Investors should assume the same lack of care was used with ROTH's opinions. Too many red flags to ignore.
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=127840301
https://promotionstocksecrets.com/wp-content/uploads/2017/01/Jean-Pierre.pdf
I couldn't get that link you posted to work
http://m.newyorklawjournal.com/?slreturn=20170113044623/#/article/1202776733402/7/Jailed%20Lawyer,%20Newly%20Released,%20Arrested%20in%20Marijuana-Related%20Stock%20Scheme
But if you visit the main page of the NY Law Journal you can read the headline a little ways down the page
http://m.newyorklawjournal.com/
I've been waiting to hear something about Guy M Jean-Pierre's arrest since the SEC announced he was in custody back on September 16, 2016 when they brought their Administrative Proceedings against attorney Tom A Ditommaso in the Fusion Pharm Inc (FSPM) case
https://www.sec.gov/litigation/admin/2016/33-10215.pdf
See the foot note from page 4
Why nothing was ever announced by the DOJ or the SEC for the earlier arrest I'm not sure. To me it would be big news since Jean-Pierre had fled the country for the Dominican Republic after he was charged for forging some 111 attorney opinion letters back in 2012.
https://www.sec.gov/litigation/complaints/2012/comp-pr2012-257.pdf
I remember posting about that a few weeks before the Complaint came out
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=79162460
And then did a follow up post after the SEC brought charges
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=82522995
Just a quick review of that whole incident:
On April 21, 2010 the OTC Markets banned Guy M Jean-Pierre from providing attorney opinion letters due to "repeated missing information and inconsistencies" about the issuers and his lack of due diligence in his past letters. The ban came shortly after the SEC filed charges against Big Apple Consulting, Marc Jablon, Matthew MaGuire, Mark Kaley, Keith Jablon, and MMJM Investments for a share selling scheme run on Cyberkey Solutions Inc (CKYS).
https://www.sec.gov/litigation/complaints/2009/comp21305.pdf
The attorney used to provide the legal opinions to help create all of the free trading stock in the CKYS share selling scam was Guy M Jean-Pierre.
Guy M Jean-Pierre also provided opinion letters for several other Big Apple Consulting tickers around this same time including IJJ Corp (IJJP), Apple Rush Co (APRU), Artfest International Inc (fka ARTS), Cloud Centric Inc (fka CLDR), Connectyx Technologies Holdings Group Inc (CTYX), Green Bridge Industries Inc (GRBG), Protek Capital Inc (PRPM), Solos Endoscopy Inc (SNDY), Shots Spirit Corp (SSPT), 3D Eye Solutions (TDEY), and Gold Entertainment Group Inc (GEGP) among others. Other Big Apple tickers and Big Apple attorneys can be found in the ibox section of this message board forum.
http://investorshub.advfn.com/Big-Apple-Consulting-Clients-20582/
After Guy M Jean-Pierre was placed on the prohibited attorneys list he continued to provide attorney letters by forging the name of his niece, attorney Leslie Dinwoodie, on the letters. Bogus letters showed up on the OTC Markets website for the following tickers: ARTS, GESM/CLDR, KSQR, SSPT, EHSI, NACF, RPPR/SUTI, CNEX, CNFO, CTYX, GDHI, GRBG, IJJP, and THRA.
A few months later in December of 2012, the SEC brought charges against Guy M Jean-Pierre because of the forged letters.
https://www.sec.gov/litigation/complaints/2012/comp-pr2012-257.pdf
In that SEC Complaint we find out that besides providing attorney letters to the OTC Markets for Issuers, Guy M Jean-Pierre also forged at least 111 attorney opinion letters to transfer agents using his niece's name illegally making more than 73 billion shares of stock free trading. Bogus attorney opinion letters were used to create free trading stock in APRU, ARTS, BDGR, CAGR, CLDR, EHSI, SSPT, TIVU, and USFM. Just with ARTS alone, Guy Jean-Pierre illegally helped to make 69,243,164,790 shares free tradings. Guy Jean-Pierre wrote 71 legal opinion letters for ARTS and 29 of those letters came directly from his personal email. With USFM, Guy Jean-Pierre used a forged attorney opinion to issue 1.6 million free trading shares to his law firm, Jean-Pierre & Jean-Pierre LLC.
The forgeries were exposed because an individual filed a grievance against Guy M Jean-Pierre with the Florida State Bar on February 18, 2011 because of the bogus opinion letters. Eventually, the grievance led to a Notice of Finding of Probable Cause for Further Disciplinary Proceedings being issued against Jean-Pierre on April 19, 2012. From there a Bar Complaint was filed by the Florida State Bar on October 10, 2012. Once the Bar Complaint was filed the SEC had no choice but to take action against Guy M Jean-Pierre. The Bar Complaint led to Guy M Jean-Pierre being disbarred by the State of Florida on January 13, 2014. The State of New York also disbarred Guy M Jean-Pierre on February 2, 2016.
Further fall out from the Big Apple/Guy M Jean-Pierre share selling schemes came when FINRA filed a Complaint against the brokerage firm Delaney Equity Group LLC (run by David C Delaney) on December 6, 2012 for their role in facilitating the sale of almost a billion newly issued, unregistered equity shares by Big Apple Consulting in five Big Apple/Jean-Pierre issuers: Connectyx (CTYX), ProPalms USA, Inc. (PRPM), Shot Spirits (SSPT), Solos Endoscopy (SNDY) and Green Bridge (GRBG).
https://promotionstocksecrets.com/wp-content/uploads/2017/01/Delaney.pdf
In all 5 cases the shares were made free trading using Legal Opinion letters provided by Guy M Jean-Pierre. As a result of the Complaint, Delaney Equity Group LLC was put on 6 months probation and fined $215,000 by FINRA.
https://promotionstocksecrets.com/wp-content/uploads/2017/01/Delaney2.pdf
Guy M Jean-Pierre ended up fleeing the country and moving to the Dominican Republic where he changed his name to Marcelo Dominquez De Guerra.
The SEC brought a Final judgment against Guy M Jean-Pierre on May 9, 2015 ordering him to pay $62,000 in disgorgement with interest plus a civil monetary penalty of $1,425,000. Jean-Pierre also received a lifetime penny stock ban and was suspended from practicing in front of the SEC. Since Jean-Pierre is now disbarred he would be unable to practice in front of the SEC any more anyways.
https://www.sec.gov/litigation/admin/2015/34-74999.pdf
An Indictment can be found stemming from Guy M Jean-Pierre's participation in the Fusion Pharm Inc (FSPM) share selling scam. The following is a link to the court filings that were just posted this week on January 10th, the same time as the latest Guy M Jean-Pierre arrest occurred:
https://promotionstocksecrets.com/wp-content/uploads/2017/01/Jean-Pierre.pdf
According to documents from the Indictment, Guy M Jean-Pierre was taken into custody in New York for the forged opinion letters then on September 8, 2016 pleaded guilty to forgery in the third degree and falsifying business records in the second degree (both misdemeanors) for which he was sentenced to one-year imprisonment.
On the day Guy M Jean-Pierre was released by the New York City Department of Corrections, January 10, 2017, he was immediately transferred into the custody of the Denver FBI stemming from his involvement with the Fusion Pharm Corp (FSPM) share selling scheme. The arrest warrant was posted for Guy M Jean-Pierre by the the US District Court of Colorado for the arrest on June 13, 2016.
According to the Indictment for Jean-Pierre it looks like the FBI ran a sting contacting Guy M Jean-Pierre in the Dominican Republic in March of 2016 with the help of one of the Fusion Pharm Corp (FSPM) insiders then lured Jean-Pierre into participating in a money laundering scheme between April 22, 2016 and April 29, 2016. A meeting was set up with Jean-Pierre in Miami scheduled for the end of April 2016. Guy M Jean-Pierre flew to Miami for the meeting and was arrested following the meeting on an outstanding warrant issued on an Indictment brought by the State of New York, New York County arising from the SEC's civil case for the earlier forged opinion letters. I guess the Denver FBI decided to let Jean-Pierre serve his time for the earlier case first before getting him on the more recent charges.
It all makes sense since it was the Denver FBI that has been involved in the Fusion Pharm Corp (FSPM) investigation.
Here is a run down of the Fusion Pharm stuff:
While the SEC Civil case against Guy M Jean-Pierre was going on, the SEC and FBI in Denver began investigating Fusion Pharm Inc (FSPM) in December of 2013.
On May 16, 2014, the SEC suspended trading in FSPM.
https://www.sec.gov/litigation/suspensions/2014/34-72177.pdf
On June 2, 2014, the day that FSPM resumed trading on the grey market, the FSPM CEO, Scott Dittman, issued a statement in which he disclosed that the FBI had seized the company's records/computers and that the investigation was believe to be mostly centered around the trading activity of a FSPM shareholder named William Sears who had previously pleaded guilty to federal charges involving securities fraud and bribery in 2007.
https://www.otcmarkets.com/ajax/showNewsReleaseDocumentById.pdf?id=9495
Guy M Jean-Pierre was listed as the corporate secretary and corporate counsel for FSPM.
On September 16, 2016, the SEC filed an Administrative Proceeding against the main FSPM insiders.
https://www.sec.gov/litigation/admin/2016/33-10210.pdf
According to the SEC document, Tod A Ditommaso assisted in the share selling scam by provided at least 10 legal opinion letters between July 2012 and August 2013. The SEC further alleges that the letters provided by Tod A Ditommaro were drafted by Guy M Jean-Pierre then emailed from Jean-Pierre to Ditommaro who put the letters on his letter head, signed them, and sent them back to Jean-Pierre to be put into use. Jean-Pierre paid Ditommaro approximately $175 per legal opinion. According to the SEC, Tod A Ditommaso's sole contact for FSPM was Guy M Jean-Pierre. Like DiTommaso, Frederick Lehrer authored opions for FSPM
GEGP is a pump and dump.
Gold Entertainment Group (GEGP) is dirty. What are the chances. Guy M Jean-Pierre arrested and charged by the feds. Too many bad actors have touched GEGP.
Great post by nodummy
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=127840301
https://promotionstocksecrets.com/wp-content/uploads/2017/01/Jean-Pierre.pdf
http://m.newyorklawjournal.com/?slreturn=20170113044623/#/article/1202776733402/7/Jailed%20Lawyer,%20Newly%20Released,%20Arrested%20in%20Marijuana-Related%20Stock%20Scheme
But if you visit the main page of the NY Law Journal you can read the headline a little ways down the page
http://m.newyorklawjournal.com/
The SEC announced he was in custody back on September 16, 2016 when they brought their Administrative Proceedings against attorney Tom A Ditommaso in the Fusion Pharm Inc (FSPM) case
https://www.sec.gov/litigation/admin/2016/33-10215.pdf
See the foot note from page 4
Why nothing was ever announced by the DOJ or the SEC for the earlier arrest I'm not sure. To me it would be big news since Jean-Pierre had fled the country for the Dominican Republic after he was charged for forging some 111 attorney opinion letters back in 2012.
https://www.sec.gov/litigation/complaints/2012/comp-pr2012-257.pdf
I remember posting about that a few weeks before the Complaint came out
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=79162460
And then did a follow up post after the SEC brought charges
http://investorshub.advfn.com/boards/read_msg.aspx?message_id=82522995
Just a quick review of that whole incident:
On April 21, 2010 the OTC Markets banned Guy M Jean-Pierre from providing attorney opinion letters due to "repeated missing information and inconsistencies" about the issuers and his lack of due diligence in his past letters. The ban came shortly after the SEC filed charges against Big Apple Consulting, Marc Jablon, Matthew MaGuire, Mark Kaley, Keith Jablon, and MMJM Investments for a share selling scheme run on Cyberkey Solutions Inc (CKYS).
https://www.sec.gov/litigation/complaints/2009/comp21305.pdf
The attorney used to provide the legal opinions to help create all of the free trading stock in the CKYS share selling scam was Guy M Jean-Pierre.
Guy M Jean-Pierre also provided opinion letters for several other Big Apple Consulting tickers around this same time including IJJ Corp (IJJP), Apple Rush Co (APRU), Artfest International Inc (fka ARTS), Cloud Centric Inc (fka CLDR), Connectyx Technologies Holdings Group Inc (CTYX), Green Bridge Industries Inc (GRBG), Protek Capital Inc (PRPM), Solos Endoscopy Inc (SNDY), Shots Spirit Corp (SSPT), 3D Eye Solutions (TDEY), and Gold Entertainment Group Inc (GEGP) among others. Other Big Apple tickers and Big Apple attorneys can be found in the ibox section of this message board forum.
http://investorshub.advfn.com/Big-Apple-Consulting-Clients-20582/
After Guy M Jean-Pierre was placed on the prohibited attorneys list he continued to provide attorney letters by forging the name of his niece, attorney Leslie Dinwoodie, on the letters. Bogus letters showed up on the OTC Markets website for the following tickers: ARTS, GESM/CLDR, KSQR, SSPT, EHSI, NACF, RPPR/SUTI, CNEX, CNFO, CTYX, GDHI, GRBG, IJJP, and THRA.
A few months later in December of 2012, the SEC brought charges against Guy M Jean-Pierre because of the forged letters.
https://www.sec.gov/litigation/complaints/2012/comp-pr2012-257.pdf
In that SEC Complaint we find out that besides providing attorney letters to the OTC Markets for Issuers, Guy M Jean-Pierre also forged at least 111 attorney opinion letters to transfer agents using his niece's name illegally making more than 73 billion shares of stock free trading. Bogus attorney opinion letters were used to create free trading stock in APRU, ARTS, BDGR, CAGR, CLDR, EHSI, SSPT, TIVU, and USFM. Just with ARTS alone, Guy Jean-Pierre illegally helped to make 69,243,164,790 shares free tradings. Guy Jean-Pierre wrote 71 legal opinion letters for ARTS and 29 of those letters came directly from his personal email. With USFM, Guy Jean-Pierre used a forged attorney opinion to issue 1.6 million free trading shares to his law firm, Jean-Pierre & Jean-Pierre LLC.
The forgeries were exposed because an individual filed a grievance against Guy M Jean-Pierre with the Florida State Bar on February 18, 2011 because of the bogus opinion letters. Eventually, the grievance led to a Notice of Finding of Probable Cause for Further Disciplinary Proceedings being issued against Jean-Pierre on April 19, 2012. From there a Bar Complaint was filed by the Florida State Bar on October 10, 2012. Once the Bar Complaint was filed the SEC had no choice but to take action against Guy M Jean-Pierre. The Bar Complaint led to Guy M Jean-Pierre being disbarred by the State of Florida on January 13, 2014. The State of New York also disbarred Guy M Jean-Pierre on February 2, 2016.
Further fall out from the Big Apple/Guy M Jean-Pierre share selling schemes came when FINRA filed a Complaint against the brokerage firm Delaney Equity Group LLC (run by David C Delaney) on December 6, 2012 for their role in facilitating the sale of almost a billion newly issued, unregistered equity shares by Big Apple Consulting in five Big Apple/Jean-Pierre issuers: Connectyx (CTYX), ProPalms USA, Inc. (PRPM), Shot Spirits (SSPT), Solos Endoscopy (SNDY) and Green Bridge (GRBG).
https://promotionstocksecrets.com/wp-content/uploads/2017/01/Delaney.pdf
In all 5 cases the shares were made free trading using Legal Opinion letters provided by Guy M Jean-Pierre. As a result of the Complaint, Delaney Equity Group LLC was put on 6 months probation and fined $215,000 by FINRA.
https://promotionstocksecrets.com/wp-content/uploads/2017/01/Delaney2.pdf
Guy M Jean-Pierre ended up fleeing the country and moving to the Dominican Republic where he changed his name to Marcelo Dominquez De Guerra.
The SEC brought a Final judgment against Guy M Jean-Pierre on May 9, 2015 ordering him to pay $62,000 in disgorgement with interest plus a civil monetary penalty of $1,425,000. Jean-Pierre also received a lifetime penny stock ban and was suspended from practicing in front of the SEC. Since Jean-Pierre is now disbarred he would be unable to practice in front of the SEC any more anyways.
https://www.sec.gov/litigation/admin/2015/34-74999.pdf
An Indictment can be found stemming from Guy M Jean-Pierre's participation in the Fusion Pharm Inc (FSPM) share selling scam. The following is a link to the court filings that were just posted this week on January 10th, the same time as the latest Guy M Jean-Pierre arrest occurred:
https://promotionstocksecrets.com/wp-content/uploads/2017/01/Jean-Pierre.pdf
According to documents from the Indictment, Guy M Jean-Pierre was taken into custody in New York for the forged opinion letters then on September 8, 2016 pleaded guilty to forgery in the third degree and falsifying business records in the second degree (both misdemeanors) for which he was sentenced to one-year imprisonment.
On the day Guy M Jean-Pierre was released by the New York City Department of Corrections, January 10, 2017, he was immediately transferred into the custody of the Denver FBI stemming from his involvement with the Fusion Pharm Corp (FSPM) share selling scheme. The arrest warrant was posted for Guy M Jean-Pierre by the the US District Court of Colorado for the arrest on June 13, 2016.
According to the Indictment for Jean-Pierre it looks like the FBI ran a sting contacting Guy M Jean-Pierre in the Dominican Republic in March of 2016 with the help of one of the Fusion Pharm Corp (FSPM) insiders then lured Jean-Pierre into participating in a money laundering scheme between April 22, 2016 and April 29, 2016. A meeting was set up with Jean-Pierre in Miami scheduled for the end of April 2016. Guy M Jean-Pierre flew to Miami for the meeting and was arrested following the meeting on an outstanding warrant issued on an Indictment brought by the State of New York, New York County arising from the SEC's civil case for the earlier forged opinion letters. I guess the Denver FBI decided to let Jean-Pierre serve his time for the earlier case first before getting him on the more recent charges.
It all makes sense since it was the Denver FBI that has been involved in the Fusion Pharm Corp (FSPM) investigation.
Here is a run down of the Fusion Pharm stuff:
While the SEC Civil case against Guy M Jean-Pierre was going on, the SEC and FBI in Denver began investigating Fusion Pharm Inc (FSPM) in December of 2013.
On May 16, 2014, the SEC suspended trading in FSPM.
https://www.sec.gov/litigation/suspensions/2014/34-72177.pdf
On June 2, 2014, the day that FSPM resumed trading on the grey market, the FSPM CEO, Scott Dittman, issued a statement in which he disclosed that the FBI had seized the company's records/computers and that the investigation was believe to be mostly centered around the trading activity of a FSPM shareholder named William Sears who had previously pleaded guilty to federal charges involving securities fraud and bribery in 2007.
https://www.otcmarkets.com/ajax/showNewsReleaseDocumentById.pdf?id=9495
Guy M Jean-Pierre was listed as the corporate secretary and corporate counsel for FSPM.
On September 16, 2016, the SEC filed an Administrative Proceeding against the main FSPM insiders.
https://www.sec.gov/litigation/admin/2016/33-10210.pdf
According to the SEC document, Tod A Ditommaso assisted in the share selling scam by provided at least 10 legal opinion letters between July 2012 and August 2013. The SEC further alleges that the letters provided by Tod A Ditommaro were drafted by Guy M Jean-Pierre then emailed from Jean-Pierre to Ditommaro who put the letters on his letter head, signed them, and sent them back to Jean-Pierre to be put into use. Jean-Pierre paid Ditommaro approximately $175 per legal opinion. According to the SEC, Tod A Ditommaso's sole contact for FSPM was Guy M Jean-Pierre.
The most interesting thing about this case is that Guy M. Jean-Pierre was not charged with the forgery of the more than 100 opinions rendered for Big Apple and others. It is obvious that Jean-Pierre was working for the feds when he forged the 100 opinions. The FBI should explain how it is they left him out there to forge over 100 legal opinions.
AND the lawyer doing their opinions is dirty. Without the legal opinions there would be no pump and no dump. It is basic cause and effect. BUT FOR FED LEHRER'S LEGAL OPINIONS, INVESTORS WOULD NOT HAVE BEEN HARMED by ROTH. All those shares hitting the market are only there because a lawyer rendered an opinion.
LETS LET THE DOJ TO EXPLAIN HOW IT IS THEY LET FED LEHRER HAVE A FREE PASS.
Just remember one thing about the TALK fraud. Without the lawyer rendering the opinions (Laura Anthony aka Laura Pollaccia aka Laura Arnoff) this fraud could not have happened. So if you want to place blame, place it on the lawyer gatekeeper with a "license to swindle".
Without a legal opinion there can be no "free trading" shares. Without "free trading" shares there can be no pump and dump.
Look at the history of TALK's gatekeeper Laura Anthony and her license to swindle:
SOME of Laura Anthony's "mistakes". Check where they are now. I started a chart with all the indicted market participants linked to Laura Anthony's shells but it was longer than the list of usurped tickers. This may take a while.
More than 200 public companies and/or usurped tickers put into the market by securities lawyer Laura Anthony and banned ex broker Michael Anthony Pollaccia. IF YOU SEE A COMPANY OR TICKER HERE THEN THERE ARE PUBLICLY FILED DOCUMENTS DEMONSTRATING THE ROLE OF THE ANTHONY'S AKA POLLACCIA'S AKA ARNOFF'S. Don't let pumpers convince you that real due diligence is motivated by short sellers. It isn't.
WHERE IS THE FBI???
Don't forget the Candle Vandal.
AAP Inc (AAPJ)
Aden Enterprises Inc (ADEN)
Aim Smart Corp (AIMR)
Alchemy Creative Inc (ALMY)
All Line Inc (ALIN)
Alta Gold Co (ALGD)
Amazonas Florestal (AZFL)
American Consolidated Laboratories (AMCL)
American Quantum Cycles Inc (AQCY)
American Restaurant Holdings Inc (ARHI)
American Surface Technologies Intl (SURF)
American-International Food Corp (AIFP)
Americon Network International (AVLL)
Amwest Environmental Group (AEGI)
Angus Energy Corp (AGSC)
Apogee Robotics Inc (APRB)
Arem Pacific Corp (ARPC)
Argus Resources Inc (AGSR)
Atlas Rescources International (ALSI)
Avteam Inc (AVTMQ)
Banneker Inc (BANI)
Beacon Redevelopment Industrial (BCND)
Big Apple Wallcovering
Biomagnetics Diagonostics Corp (BMGP)
BioRestorative Therapies Inc (BRTX)
Canadian Aeroespace Group Intl (CASG)
The Candle Vandal Inc
Capital Media Group Ltd (CPMG)
Carco Electronics (CARK)
Cardio Network Inc (CNWI)
Carefree Group Inc (CRFU)
Caribbean Cigar Co (CIGR)
Cartis Inc (CARI)
Caspian Energy International Inc (CAPP)
Cbp Carbon Industries Inc (CBPJ)
Chatcom Inc (CHAT)
China Good Electric Inc (CGDL)
China Greenstar Corp (FAFA)
China Industrial Group Inc (CIND)
China Now Inc (CINW)
Cinnabar Enterprise Inc (CINN)
Coastal Technologies Inc (CTTJ)
Columbia River Resources Inc (CRVV)
Columbus Geographic Systems (GIS) Ltd
Compliance Systems Corporation (COPI)
Corporate Services International Inc (UTAH)
Corporate Services International Inc (Delaware)
Crown City Plating Co (CCPG)
Cumetrix Data Systems Corp (CDSC)
CybeRecord Inc (CYRD)
Cybersentry Inc (CYRS)
Cyclone Power Technologies Inc (CYPW)
DesiTV Inc (DSTV)
Digital Information and Virtual Access (DVTL)
Display Technologies Inc (DTEK)
isplay Technologies Inc (DTEK)
Dixie Lee International Industries Inc (DLII)
Econometrics Inc (EOMI)
Eko International Corp (EKNL)
EMAV Holdings Inc (EMAV)
Embarr Downs Inc (EMBR)
Emerging World Pharma (EWPI)
Empire Film Group (EFGU)
Enlighten Software Solutions Inc (SFTW)
Environmental Construction Products (ECPI)
Environmental Digital Svcs Inc (EVDS)
Envit Capital Group Inc (ECGP)
Flour City International Inc (FCIN)
Focus Entertainment International (FEII)
Fortel Inc (FRTL)
Future Carz Inc (FCRZ)
Genetic Vectors Inc (GVEC)
Global Access Enterprise Inc
Global Environmental Inc
Global Group Investment Holdings (GIHI)
Global Teledata Corp (GDAC)
Hannover House Inc (HHSE)
Health Sciences Group Inc (HESG)
Helionetrics Inc (HLXC)
Hero International USA Holding Corp (HIUH)
Hi-Rise Recycling Systems
Hi-Rise Recycling Systems of 1990 (HIRI)
HomefoodClub.com Inc (KLUB)
Hygenics Pharmaceuticals Inc (HGNP)
IAHL Corp (IAHL)
IBAC Corp (ICAN)
Ibises International Inc (IBSN)
Icon Media Holdings Inc (ICNM)
Icon Vapor Inc (ICNV)
Ideal Accents Inc (IACE)
IEG Holdings Corp (IEGH)
Imperial Credit Industries Inc (ICII)
Inc Designs Inc
InCall Systems Inc (ICAS)
InComnet Inc (ICNT)
Indian Wells Water Company Inc (IWWCQ)
Industrial Plating Inc.
Innovision International Corp (IVNL)
Intelacare Marketing Inc (IKMA)
Intercontinental Holdings Inc (ICLH)
Internatural Pharmaceuticals Inc (INAN)
Ion Technology Inc (IOTG)
James Monroe Capital Corp (JMON)
The Jockey Club
JinZangHuang Tibet Pharmaceuticals (JZHG)
Jumbo Sports Inc (JSIB)
Ksign International Inc (KSGI)
Leasing Solutions Inc (LSNS)
Lew Corp (LEWW)
Macau Capital Investments Inc (MCIM)
Ludvik Capital Inc
Savwatt USA Inc (SAVW)
Merilus Inc (MRHD)
Method Products Corp (MHTD)
Mindset Interactive Corp (MSIA)
MyGlobalConcierge.Com Inc (MGCG)
MyNet Inc
MyWeb Inc.com (MWEB)
National Cable Inc (NCAB)
Noble Group Holdings Inc
Nordic American Inc (NRDM)
North American Building Inc (NABD)
Nurses Network.com Inc (NURS)
Omni Nutraceuticals Inc (OMNN)
Online Sales Strategies Inc (OSSI)
Optimum Source International Ltd (OSIN)
Oxford Educational Services Inc (OXED)
Pallet Management Systems Inc (PALTQ)
Parabel Inc (PABL)
Pharmaceutical Laboratories Inc (PHLB)
Phasertek Medical Inc (PTMI)
Planisol Inc (PASL)
Premier Laser Systems Inc (PLSIQ)
QMIS Finance Securities Corp (QMIS)
Questus Global Limited
Radium Resources Corp (RADR)
Receptors Inc (RCRS)
eliant Financial Service Corp (RFNS)
Retrospettiva Inc (RTRO)
Roller Hockey International Inc (PUCK)
Sani Med Inc (SAMD)
Say Yes Foods Inc (SYES)
Scandia Inc (SDNI)
Seahawk Deep Ocean Technology (SHWK)
Seaniemac International, Ltd (BETS)
Sen Yu Interntional Holdings (CSWG)
Shao Tong Chuan Health Vegetarian Food (STVG)
Silicon Valley Research Inc (SVRG)
Silver Star International Inc (SVSR)
Sky Scientific Inc (SKYS)
SLS Industries (SLSI)
Intrinsic Audio Solutions Inc(IASI)
Smart Choice Automotive Group (SCHA)
Solar Satellite Communication Inc (SSCI)
Solopoint.com Inc (SLPT)
Southcorp Capital Inc (STHC)
Southern Energy Company Inc
Staceys Buffet Inc (SBUFQ)
Standard Commerce Inc (STCC)
Stars to Go Inc (STGO)
Stealth Industries Inc (STII)
Sterling Business Solutions Inc (STLB)
Storage Alliance Inc (SGAL)
Strategic Global Investment Inc (STBV)
Sugarmade (SGMD)
Sun Quest Holdings Inc (SNQS)
Sunrise Consulting Group Inc (SNRS)
Super Energy Investments Corp (SYIV)
Syncronys Softcorp (SYCR)
Synesi Inc (SYNS)
Talk Inc(TALK)
TEC Technology (HGHN)
The Jockey Club Inc (JKCL)
Tidalwave Holdings Inc (TWVH)
Today.com Inc (TODY)
Tomorrows Morning Inc (TOMM)
Tongli Pharmaceuticals (TGLP)
Totally Hemp Crazy Inc (THCZ)
Transport Safety Technology Inc (TSFY)
Tsingyuan Brewery Ltd
TVC Telecom Inc (TVCE)
UBrandit.com Inc (UBDT)
Uniforms for America (UNIF)
Union Equity Inc (UNQT)
United Consortium Ltd (UCSO)
VertX Corp (VTXX)
Vision Twenty-One Inc (EYES)
Voxel Inc (VOXQ)
Wake Up Now Inc (WORC)
Wood Products Inc (WPRO)
Wordcraft Systems Inc (WORS)
Xtracard Corp Inc (XTRA)
Yingtui Holdings Ltd (YTHL)
I see so many shells like ROTH attached to Pacific Stock Transfer. Anyone have a list? Please post or send me a PM.
Greatly appreciated.
ROTH is a scam. What starts bad ends bad.
Why is it all these scam companies who sting investors so bad use Pacific Stock Transfer? So many bad actors in the history of this scam.
Thanks for protecting investors from the crooks at ROTH.
AZFL - DON'T TAKE THE BAIT.
IT IS A SCAM IN MORE WAYS THAN ONE
I wouldn't be surprised to see people involved in this scam go to prison.
That really isn't true at all. I would not be surprised if DTC and FINRA take an interest in this one.
GEGP is really going to sting when it sets in.
I disagree. In my opinion the Form 10 has fraudulent disclosures and that is securities fraud. They omitted material facts. They don't need to do IR.
There is a connection to the CEO and others involved in GEGP that have appeared in multiple shells like GEGP. GEGP is a scam with multiple bad actors. Lets take a look at the other tickers involving the CEO of this garbage.
Guy M Jean-Pierre did the legal work for the earlier Gold Entertainment Group Inc S-1 filing from 2010. When his problems with the Florida Bar started, the Gold Entertainment Form S-1 was withdrawn.
Guy M Jean-Pierre (aka Guy Murcean Jean Pierre aka Guy Marceau Jean-Pierre) got his law degree from Columbia University of Law in 1985. He was briefly admitted to practice law in California in 1986. He worked for a law firm in New York during the next several years despite his license not being active and him not being eligible to practice law. In 2004 he was admitted to the Florida state bar. He did some work as the personal securities counsel for Belmont Partners LLC (Joseph Meuse) starting in 2009. From 2008 - 2010 he did dozens of legal opinion letters for toxic financiers looking for cheap free trading stock to sell. His main client during this time was Big Apple Consulting controlled by Marc Jablon, Joseph Meuse's partner.
On April 21, 2010 the OTC Markets banned Guy M Jean-Pierre from providing attorney opinion letters due to "repeated missing information and inconsistencies" about the issuers and his lack of due diligence in his past letters. The ban came shorting after the SEC filed charges against Big Apple Consulting, Marc Jablon, Matthew MaGuire, Mark Kaley, Keith Jablon, and MMJM Investments for a share selling scheme run on Cyberkey Solutions Inc (CKYS). The attorney used to provide the legal opinions to help create the free trading stock in the CKYS share selling scam was Guy M Jean-Pierre.
Guy M Jean-Pierre also provided opinion letters for several other Big Apple Consulting tickers around this same time including IJJ Corp (IJJP), Apple Rush Co (APRU), Artfest International Inc (fka ARTS), Cloud Centric Inc (fka CLDR), Connectyx Technologies Holdings Group Inc (CTYX), Green Bridge Industries Inc (GRBG), Protek Capital Inc (PRPM), Solos Endoscopy Inc (SNDY), Shots Spirit Corp (SSPT), and 3D Eye Solutions (TDEY) among others.
Fred Scheimann appears in multiple Guy M. Jean-Pierre tickers.
After Guy M Jean-Pierre was placed on the prohibited attorneys list he continued to provide attorney letters by forging the name of his niece, attorney Leslie Dinwoodie, on the letters. The bogus letters showed up on the OTC Markets website for the following tickers: ARTS, GESM/CLDR, KSQR, SSPT, EHSI, NACF, RPPR/SUTI, CNEX, CNFO, CTYX, GDHI, GRBG, IJJP, and THRA.
A few months later in December of 2012, the SEC brought charges against Guy M Jean-Pierre because of the forged letters. In that SEC Complaint we find out that besides providing attorney letters to the OTC Markets for Issuers, Guy M Jean-Pierre also forged at least 111 attorney opinion letters to transfer agents using his niece's name illegally making more than 73 billion shares of stock free trading. Bogus attorney opinion letters were used to create free trading stock in APRU, ARTS, BDGR, CAGR, CLDR, EHSI, SSPT, TIVU, and USFM. Just with ARTS alone, Guy Jean-Pierre illegally helped to make 69,243,164,790 shares free tradings. Guy Jean-Pierre wrote 71 legal opinion letters for ARTS and 29 of those letters came directly from his personal email. With USFM, Guy Jean-Pierre used a forged attorney opinion to issue 1.6 million free trading shares to his law firm, Jean-Pierre & Jean-Pierre LLC.
Of the tickers using either Jean-Pierre forged Attorney letters or Jean-Pierre forged Attorney Opinion letters, nearly half of them were Big Apple consulting tickers - APRU, ARTS, CLDS, CTYX, GRBG, IJJP, RPPR/SUTI, SSPT, and TDEY.
The forgeries were exposed because an individual filed a grievances against Guy M Jean-Pierre with the Florida State Bar on February 18, 2011 because of the bogus opinion letters. Eventually, the grievance led to a Notice of Finding of Probable Cause for Further Disciplinary Proceedings being issued against Jean-Pierre on April 19, 2012. From there a Bar Complaint was filed by the Florida State Bar on October 10, 2012. Once the Bar Complaint was filed the SEC had no choice but to take action against Guy M Jean-Pierre. The Bar Complaint led to Guy M Jean-Pierre being disbarred by the State of Florida on January 13, 2014. The State of New York also disbarred Guy M Jean-Pierre on February 2, 2016. The U.S. Attorney’s Office failed to indict Jean-Pierre leading many to believe that Jean-Pierre and others he worked with had cooperation arrangements with the feds when he rendered the 110 forged opinions. Most if not all of Jean-Pierre's clients were at one time dormant shell companies.
The SEC brought a Final judgment against Guy M Jean-Pierre on May 9, 2015 ordering him to pay $62,000 in disgorgement with interest plus a civil monetary penalty of $1,425,000. Jean-Pierre also received a lifetime penny stock pan and was suspended from practicing in front of the SEC.
Further fall out from the Big Apple/Guy M Jean-Pierre share selling scheme came when FINRA filed a Complaint against the brokerage firm Delaney Equity Group LLC (run by David C Delaney) on December 6, 2012 for their role in facilitating the sale of almost a billion newly issued, unregistered equity shares by Big Apple Consulting in five Big Apple/Jean-Pierre issuers: Connectyx (CTYX), ProPalms USA, Inc. (PRPM), Shot Spirits (SSPT), Solos Endoscopy (SNDY) and Green Bridge (GRBG). In all 5 cases the shares were made free trading using Legal Opinion letters provided by Guy M Jean-Pierre. As a result of the Complaint, Delaney Equity Group LLC was put on 6 months probation and fined $215,000 by FINRA.
Very recently, on December 16, 2016, another brokerage firm, ACAP Financial Inc as well as its owner, Kirk Lynn Ferguson, and chief compliance officer, Gary Hume, were also disciplined by FINRA partially due to accepting bad attorney opinion letter and assisting in the selling of unregistered stock in several of the same entities including Solos Endoscopy (SNDY) which specifically references Big Apple consulting during the time that the bogus Guy M Jean-Pierre legal opinion letters were being used, 3D Eye Solutions (TDEY), and ProTek Capital Inc (PRPM). ACAP Financial Inc was permanently expelled by FINRA.
When things really started to get heated for Guy M Jean-Pierre in 2012 he fled the country moving to the Dominican Republic and changing his name to Marcelo Dominquez De Guerra.
Too many red flags to ignore.
Gold Entertainment Group is DEAD STOCK WALKING
In 1993 the SEC slapped Fred Schiemann on the wrist
https://www.sec.gov/news/digest/1993/dig100693.pdf
Other shell companies like Gold Entertainment can be traced to Schiemann.
Investors should exercise extreme caution.
Another familiar face from Solos Endoscopy and other Big Apple tickers, Fred Scheimann.
Fred Schiemann worked for Solos ENdoscopy SNDY ( old Jean-Pierre/Big Apple ticker), Lifeline Biotechnologies, Inc LLBO (another old Big Apple ticker), IGRW (another old big apple ticker), and Viratech Corp (VIRA).
Guy M. Jean-Pierre was the former attorney for Gold Entertainment. It even used his office address as its principal place of business.
Gold Entertainment went dark ater withdrawing its Form S-1 registration statement in 2010 after Guy Jean-Pierre was bused by the SEC and disbarred.
https://www.sec.gov/litigation/litreleases/2015/lr23217.htm
Guy Jean-Pierre was brought back to the US last month and arrested.
This other attorney has since been barred by the Commission, without a right to reapply, from appearing or practicing before the Commission as an attorney, and is currently in the custody of New York State criminal authorities for a scheme regarding different, unrelated attorney opinion letters.
So Gold Entertainment goes dark 5 years ago and suddenly is brought current when Jean-Pierre returns to the U.S.?
Release No. 10215 (S.E.C. Release No.), Release No. 33-10215, 2016 WL 4942310
S.E.C. Release No.
Securities Act of 1933
SECURITIES AND EXCHANGE COMMISSION (S.E.C.)
IN THE MATTER OF TOD A. DITOMMASO, ESQ., RESPONDENT.
Administrative Proceeding File No. 3-17550
September 16, 2016
ORDER INSTITUTING CEASE-AND-DESIST PROCEEDINGS PURSUANT TO SECTION 8A OF THE SECURITIES ACT OF 1933 AND NOTICE OF HEARING
I.
*1 The Securities and Exchange Commission (“Commission”) deems it appropriate that cease-and-desist proceedings be, and hereby are, instituted pursuant to Section 8A of the Securities Act of 1933 (“Securities Act”) against Tod A. DiTommaso (“Respondent” or “DiTommaso”).
II.
After an investigation, the Division of Enforcement alleges that:
Summary
1. From approximately April 2011 to May 2014 (the “relevant period”), Fusion Pharm, Inc. (“FSPM”), through its chief executive officer (“CEO”), president and sole director Scott M. Dittman, and its undisclosed de facto officer and control person William J. Sears, engaged in an approximately $12.2 million fraudulent scheme in violation of the registration and antifraud provisions of the federal securities laws. The scheme essentially involved four steps.
2. First, utilizing backdated convertible notes and preferred FSPM stock, FSPM issued common stock to three entities controlled by Sears. Second, Sears, through these entities, illegally sold the FSPM stock into the market. Third, Sears transferred some of the proceeds from the illegal stock sales back to FSPM, where the money was fraudulently recognized and reported as revenue. Fourth, FSPM issued press releases and financial reports claiming the false revenues, and failed to disclose Sears' identity, role, and background in FSPM's quarterly and annual reports posted on the OTC Markets Group, Inc.'s website.
3. Respondent DiTommaso is an attorney who issued at least ten attorney opinion letters between July 2012 and August 2013 that were prepared to allow entities and individuals to sell purportedly unrestricted FSPM stock into the market for over $1.2 million in proceeds.
Respondent
4. Tod A. DiTommaso, Esq., age 52, is a resident of San Rafael, California. DiTommaso was licensed as an attorney by the California State Bar in 1987. His license was suspended in 1997, and then reinstated in 2000.
Other Relevant Entities and Individuals
5. Fusion Pharm, Inc. (“FSPM”) is a Nevada corporation with its principal offices in Denver, Colorado. The company is focused on the development, production and sales of the “patent pending PharmPods cultivation container system,” which are refurbished shipping containers used primarily to grow cannabis. FSPM has never registered an offering of securities under the Securities Act or a class of securities under the Exchange Act. Beginning on April 4, 2011, the company's stock was quoted on OTC Link (previously “Pink Sheets”) operated by OTC Markets Group Inc. (“OTC Link”) under the symbol FSPM. Following the Commission's 10-business day trading suspension in May 2014, FSPM is currently listed as a Caveat Emptor/Grey Market OTC stock.
*2 6. Scott M. Dittman, age 47, is a resident of Boyertown, Pennsylvania. During the relevant period, Dittman was a founder, FSPM's CEO, president, and sole director. Dittman signed and certified FSPM's unaudited quarterly and annual financial statements posted on the OTC Markets Group Inc.'s website. Dittman was licensed as a certified public accountant (“CPA”) in California in 1995. His CPA license was cancelled in April 2002, five years after it expired in 1997.
7. William J. Sears, age 50, is a resident of Thornton, Colorado. During the relevant period, Sears was a founder, de facto executive officer and undisclosed control person of FSPM. In 2007, Sears plead guilty to one count of conspiracy to commit securities fraud and commercial bribery and one count of securities fraud. United States v. Sears, Case No. 04-cr-556-swk (S.D.N.Y.).
8. Microcap Management LLC (“Microcap”) is a Nevada limited liability company, with its primary business address listed as Sears' home address in Thornton, Colorado. Sears controls Microcap and is listed as the Manager with the Nevada Secretary of State.
9. Bayside Realty Holdings LLC (“Bayside”) is a Nevada limited liability company, with its primary business address listed as the home address of Sears' mother in New Bern, North Carolina. During the relevant period, Sears controlled Bayside.
10. Meadpoint Venture Partners, LLC (“Meadpoint”) is a Nevada limited liability company that shared a primary business address with FSPM's prior warehouse in Denver, Colorado. Meadpoint was purportedly FSPM's exclusive distributor of PharmPods during the relevant period. During the relevant period, Sears controlled Meadpoint, and he represented himself as its “Managing Member.” Dittman was a shareholder and Internal Revenue Service Form 1099 employee of Meadpoint.
Formation of FSPM and Sears' Role in FSPM
11. In late 2010, Dittman and Sears took over an existing public company, changing its name to FSPM in March 2011. Dittman was listed as the CEO of the company, but Sears acted as an undisclosed executive officer. Among other things, Sears worked at FSPM from its inception, appeared on non-public company documents as an officer, drew a paycheck, and handled many day-to-day responsibilities usually reserved for a company officer. Although FSPM was ostensibly in the business of selling PharmPods, it had almost no revenue to fund its operations. Instead, from 2011 through 2013, FSPM was funded almost entirely through illegal sales of FSPM stock.
Dittman and Sears Funnel Shares Into Microcap, Bayside and Meadpoint
12. In 2009, Microcap received common shares from FSPM's predecessor company for stock promotion work. In 2010, Microcap received preferred shares as part of the transfer of the predecessor company to Sears and Dittman. In 2011, Microcap purchased FSPM common shares from an individual FSPM shareholder.
*3 13. In June 2012, Sears and Dittman prepared fraudulent non-convertible promissory notes and credit lines between FSPM and Bayside and between FSPM and Meadpoint. The Bayside non-convertible note and credit line agreement, with a credit limit of $275,000, was backdated to May 2, 2011. The Meadpoint non-convertible promissory note and credit line agreement, with a credit limit of $200,000 was backdated to June 15, 2011.
14. In November/December 2012, the Bayside and Meadpoint notes were redrafted as fraudulent convertible notes. The notes were changed from non-convertible to convertible in order to obtain more unrestricted FSPM stock to sell illegally into the market and to investors, and in turn to fund FSPM. Without changing the notes to convertible notes, FSPM would not have been able to issue purportedly unrestricted shares to Sears' entities. The Bayside note, backdated to May 2, 2011, was a 10% Convertible Promissory Note and Line of Credit Agreement in the amount of $275,000, with a conversion rate of $0.01/share. The Meadpoint convertible note, this time backdated to December 8, 2011, was a 10% Convertible Promissory Note in the amount of $88,000, with a conversion rate of $0.01/share.
Microcap, Bayside and Meadpoint Illegally Sell Shares Into The Market Based On DiTommaso's Attorney Opinion Letters
15. Between approximately April 2011 and December 2012, Microcap sold approximately 735,000 shares of unregistered FSPM stock. Microcap's sale of these unregistered shares was based on false statements to brokers and to FSPM's stock transfer agent that Sears had no role at or control of FSPM, and therefore that Microcap was not an affiliate of FSPM.
16. Between approximately February 2013 and April 2013, pursuant to the Bayside convertible note, Bayside converted debt into 140,000 FSPM common shares and sold them into the market. In order to facilitate the sales, Sears and Dittman made false statements to brokers and the transfer agent about Bayside's purported non-affiliate status. In addition to the consequences the fraudulent Bayside convertible promissory note had on Bayside's ability to receive unrestricted shares, Bayside's true affiliate status also meant that Bayside needed to abide by the volume restrictions of Securities Act Rule 144 [17 C.F.R. § 230.144], which it failed to do. Bayside sold the remainder of its note to an investment group for $250,000 and, based on more false statements from Dittman and Sears, the investors sold shares prior to the expiration of the one-year holding period required by Securities Act Rule 144 [17 C.F.R. § 230.144].
17. Between approximately March 2013 and April 2014, pursuant to the Meadpoint convertible note, Meadpoint converted $42,450 of debt into 4.245 million FSPM common shares, and then sold into the market approximately 3.2 million of those shares. In order to facilitate the sales, Sears and Dittman made false statements to brokers and the transfer agent about Meadpoint's purported non-affiliate status. In August 2013, Meadpoint also converted $15,000 of fake debt into 1.5 million shares and then sold them to three investors. The investors received unrestricted shares on the basis of, again, Dittman's and Sears' false representations of Meadpoint's non-affiliate status.
*4 18. In order to ensure that his entities could sell their FSPM shares without a restrictive legend, Sears needed attorney opinion letters opining that Microcap, Bayside and Meadpoint were not affiliates of FSPM, and consequently opining that the transactions were exempt from the registration requirements of Section 5 of the Securities Act [15 U.S.C. § 77(e)]. Between approximately July 2012 and August 2013, DiTommaso signed at least ten attorney opinion letters for FSPM shareholders, either directly for Microcap, Bayside and Meadpoint, or for shareholders who received their shares from Bayside and Meadpoint.
19. Each of the opinion letters followed the same pattern.
Another attorney (who at the time had been barred by the OTC from providing attorney opinion letters)1 emailed to DiTommaso an already drafted legal opinion and underlying documents relating to the shares; DiTommaso put the legal opinion on his letterhead; he sent the letter back to the other attorney; and that attorney paid DiTommasoapproximately $175 per legal opinion. DiTommaso's sole communication about the FSPM stock, and the transactions through which the shareholders received the stock, was through the other attorney.
20. When DiTommaso wrote the opinion letters, he was in possession of information that it was, under the circumstances, unreasonable for him to rely upon without further inquiry. At all relevant times, DiTommaso knew, or was reckless in not knowing and should have known, that Sears and his entities were FSPM affiliates.
21. Prior to drafting any of the 10 opinion letters at issue, DiTommaso received: (1) FSPM stock certificates that Sears' mother had signed as president of FSPM; and (2) an email from the other attorney copying Sears on his FSPM email— wsears@fusionpharminc.com. Then, in support of the attorney opinion letters he issued, DiTommaso received: (1) attestations that Sears' mother signed on behalf of Bayside stating that it was not an affiliate; (2) a share purchase agreement that Sears signed on behalf of Microcap; and (3) attestations that Sears signed on behalf of Meadpoint stating that it was not an affiliate.
22. DiTommaso had documents in his possession showing that Sears had signed documents on behalf of Microcap and Meadpoint, and that Sears' mother had signed documents on behalf of Bayside. However, DiTommaso failed to follow-up on the inconsistencies suggested by these documents, including failing to make any additional inquiries as to the identity of the management or principal of these companies.
23. DiTommaso's false opinion that Microcap, Bayside and Meadpoint were not affiliates was based on the written statements from FSPM (Dittman) and Sears' entities (Sears and his mother).
DiTommaso did not follow up on the attestations and other documents in light of the information he had about Sears' and his mother's roles in FSPM. DiTommaso conceded during his investigative testimony that these were “red flags” and that he “never paid attention” to the email showing Sears had a FSPM email address.
*5 24. The ten attorney opinion letters issued by DiTommaso that are the subject of this action are:
• July 23, 2012 DiTommaso attorney opinion letter relating to 40,000 shares of FSPM stock that Microcap purportedly purchased from an individual shareholder.
• January 4, 2013 DiTommaso attorney opinion letter relating to 140,000 shares of FSPM stock that Bayside converted from $1,400 of debt under the Bayside convertible note.
• March 13, 2013 DiTommaso attorney opinion letter relating to 12,500 shares of FSPM stock that Investor #1 converted from the debt the five investors purchased from Bayside.
• March 13, 2013 DiTommaso attorney opinion letter relating to 137,500 shares of FSPM stock that Investor #2 converted from the debt the five investors purchased from Bayside.
• March 13, 2013 DiTommaso attorney opinion letter relating to 12,500 shares of FSPM stock that Investor #3 converted from the debt the five investors purchased from Bayside.
• March 13, 2013 DiTommaso attorney opinion letter relating to 25,500 shares of FSPM stock that Investor #4 converted from the debt the five investors purchased from Bayside.
• March 13, 2013 DiTommaso attorney opinion letter relating to 12,500 shares of FSPM stock that Investor #5 converted from the debt the five investors purchased from Bayside.
• March 31, 2013 DiTommaso attorney opinion letter relating to 475,000 shares of FSPM stock that Meadpoint converted from $4,750 of debt under the Meadpoint convertible note.
• August 13, 2013 DiTommaso attorney opinion letter relating to 500,000 shares of FSPM stock that Meadpoint converted from $5,000 of debt under the Meadpoint convertible note.
• August 26, 2013 DiTommaso attorney opinion letter relating to 500,000 shares of FSPM stock for each of the three investors (1.5 million shares total) who purchased 500,000 shares each from Meadpoint after Meadpoint converted $15,000 of debt into 1.5 million shares under the Meadpoint convertible note.
25. The proceeds from the illegal sales by these FSPM shareholders for whom DiTommaso issued attorney opinion letters totaled over $1.2 million.
26. But for the opinion letters, FSPM's transfer agent would not have issued the FSPM stock without a restrictive legend. Thus, DiTommaso was a substantial factor and necessary participant in the unregistered sales of FSPM's securities in violation of Section 5 of the Securities Act.
FSPM Falsely Reports Proceeds From Stock Sales As Revenue and Issues Additional False and Misleading Statements
27. Almost all of the funds flowing into FSPM's bank account in 2011, 2012, and 2013, either directly from Microcap, Bayside or Meadpoint or funneled through another Sears entity, are traced back to Microcap's, Bayside's and Meadpoint's stock sales and sale of its debt, sales which would not have been possible without DiTommaso's attorney opinion letters. FSPM used proceeds from the sales of stock and debt to fund its operations.
*6 28. FSPM, through Dittman and Sears, reported false revenues and made false statements about sales of PharmPods in press releases, which in turn maintained and/or increased FSPM's stock price and volume, and allowed Sears to sell his FSPM stock into the market. The false financial statements and revenue reported by FSPM were included in FSPM's 2011, 2012 and 2013 annual reports (including its financial statements and notes to the financial statements), all signed by Dittman and posted on the OTC Markets Group Inc.'s website. FSPM also claimed to have sold PharmPods to certain Sears' entities, including to Meadpoint and another Sears entity, but failed to disclose these transactions, as well as the Bayside and Meadpoint notes, as related party transactions.
Violations
29. As a result of the conduct described above, Respondent violated Sections 5(a) and 5(c) of the Securities Act. Section 5(a) of the Securities Act prohibits the direct or indirect sale of securities through the mail or interstate commerce unless a registration statement is in effect. Section 5(c) prohibits the direct or indirect offer for sale of securities through the mail or interstate commerce unless a registration statement has been filed.
III.
In view of the allegations made by the Division of Enforcement, the Commission deems it necessary and appropriate that cease-and-desist proceedings be instituted to determine:
A. Whether the allegations set forth in Section II hereof are true and, in connection therewith, to afford Respondent an opportunity to establish any defenses to such allegations; and
B. Whether, pursuant to Section 8A of the Securities Act, Respondent should be ordered to cease and desist from committing or causing violations of and any future violations of Sections 5(a) and 5(c) of the Securities Act, whether Respondent should be ordered to pay a civil penalty pursuant to Section 8A(g) of the Securities Act, and whether Respondent should be ordered to pay disgorgement pursuant to Section 8A(e) of the Securities Act.
IV. NOTICE TO RESPONDENT:
On July 13, 2016, the Commission voted to amend certain of its Rules of Practice related to administrative proceedings. The amended rules will become effective on September 27, 2016 and shall apply to proceedings initiated on or after that date. Some of the amendments will apply to proceedings initiated before that date, depending on the circumstances, as detailed in Exchange Act Release No. 34-78319, Amendments to the Commission's Rules of Practice, at 75-76 [81 FR 50212, at 50229-30 (July 29, 2016)]. Additionally, for proceedings instituted on or after July 13, 2016 but before September 27, 2016, the parties may elect to have the amended rules (except for the amendments to Rule 141, regarding service of orders instituting proceedings) apply to such proceedings if, within 14 days of service of the Order Instituting Proceedings (OIP), every party to the proceeding, including the Division of Enforcement, submits a request in writing to the Office of the Secretary of the Commission that the proceedings be conducted under the amended rules.Moreover, various other of the amended rules will apply in cases in which the initial prehearing conference pursuant to Rule 221 has not been held as of September 27, 2016 or where the proceedings have been stayed as of September 27, 2016 (except for proceedings stayed pursuant to Rule 161(c)(2)(i)), See Exchange Act Release No. 34-78319, Amendments to the Commission's Rules of Practice, at 73-74, [81 FR 50212, at 50228-29 ].
*7 IT IS ORDERED that a public hearing for the purpose of taking evidence on the questions set forth in Section III hereof shall be convened not earlier than 30 days and not later than 60 days from service of this Order at a time and place to be fixed, and before an Administrative Law Judge to be designated by further order as provided by Rule 110 of the Commission's Rules of Practice, 17 C.F.R. § 201.110.
IT IS FURTHER ORDERED that Respondent shall file an Answer to the allegations contained in this Order within twenty (20) days after service of this Order, as provided by Rule 220 of the Commission's Rules of Practice, 17 C.F.R. § 201.220.
If Respondent fails to file the directed answer, or fails to appear at a hearing after being duly notified, the Respondent may be deemed in default and the proceedings may be determined against him upon consideration of this Order, the allegations of which may be deemed to be true as provided by Rules 155(a), 220(f), 221(f) and 310 of the Commission's Rules of Practice, 17 C.F.R. §§ 201.155(a), 201.220(f), 201.221(f) and 201.310.
This Order shall be served forthwith upon Respondent as provided for in the Commission's Rules of Practice.
Initial Decision of Hearing Officer
IT IS ORDERED that the Administrative Law Judge shall issue an initial decision no later than 300 days from the date of service of this Order, pursuant to Rule 360(a)(2) of the Commission's Rules of Practice, in effect as of the date of this Order; unless one of the following conditions has been met:
a) If the parties have elected, pursuant to the procedures outlined in the above Notice, to have the amended Rules of Practice2 apply to these proceedings, then IT IS ORDERED that this matter will proceed on a 120-day timeline under amended Rule 360(a)(2) and the timing of the initial decision is determined by that Rule;
b) If the initial prehearing conference pursuant to Rule 221 has not been held as of September 27, 2016, then IT IS ORDERED that this matter will proceed on a 120-day timeline under amended Rule 360(a)(2) and the timing of the initial decision is determined by that Rule; or
c) If the proceedings have been stayed as of September 27, 2016 (except for proceedings stayed pursuant to Rule 161(c)(2)(i)), then IT IS ORDERED that this matter will proceed on a 120-day timeline under amended Rule 360(a)(2) and the timing of the initial decision is determined by that Rule.
In the absence of an appropriate waiver, no officer or employee of the Commission engaged in the performance of investigative or prosecuting functions in this or any factually related proceeding will be permitted to participate or advise in the decision of this matter, except as witness or counsel in proceedings held pursuant to notice. Since this proceeding is not “rule making” within the meaning of Section 551 of the Administrative Procedure Act, it is not deemed subject to the provisions of Section 553 delaying the effective date of any final Commission action.
*8 By the Commission.
Brent J. Fields
Secretary
Footnotes
1
This other attorney has since been barred by the Commission, without a right to reapply, from appearing or practicing before the Commission as an attorney, and is currently in the custody of New York State criminal authorities for a scheme regarding different, unrelated attorney opinion letters.
2
For purposes of this Order, amended rule(s) means the Rules of Practice in effect as of September 27, 2016. SeeExchange Act Release No. 34-78319, Amendments to the Commission's Rules of Practice, [81 FR 50212 (July 29, 2016)].
Looks like Guy M. Jean-Pierre is making his comeback with a few familiar bad actors. I thought he was arrested and in custoday.
This is the profile of Carey Leary:
https://www.linkedin.com/in/carey-leary-47b78738
Yes what starts bad ends bad.