You mean, don't post the ORDER rejecting SFRX's......
bullshit counterclaims granting the motion for DISMISSAL filed by Micah?
I'll be sure to highlight the (ahem) minutiae....ie the FACTS.
FACT....there was a hearing on the matter of the bullshit claims and here is what the Judge ORDERED.
ORDER GRANTING COUNTERCLAIM DEFENDANTS' MOTION To DISMISS
COUNTERCLAIMS
THIS CAUSE came before the Court for hearing on March 25, 2014, on Counterclaim
Defendants' Motion to Dismiss Counterclaims, which motion was filed on January 13, 2014. Having considered the motion, arguments of Counsel, the Court file, and applicable law, the Court GRANTS the Motion.
In this securities case, Defendant, Seafarer Exploration Corp. ("Seafarer"), filed a seven count Counterclaim and Third Party Complaint on December 17, 2013. Count I alleges common law fraud against Micah Eldred and Am-Asia Consulting. Count II alleges libel against Micah Eldred. Count III alleges a violation of Chapter 517, Florida Statutes (Florida Securities and Investor Protection Act, hereinafter "FSIPA" or "Chapter 5l7"), against Micah Eldred. Count IV alleges a violation of Chapter 517 against Micah Eldred and Spartan
Securities. Count V alleges a violation of Chapter 517 against Micah Eldred, ...and Am-Asia Consulting. Count VI alleges a violation of Chapter 517 against the same individuals and entity named in Count V. Count VII alleges wrongful prosecution against the same individuals named in Counts V and VI. Am-Asia Consulting is not named in Count VII.
At the hearing on this matter, Seafarer stipulated to dismissal with prejudice of Count II for libel and to dismissal without prejudice of Count VII for wrongful prosecution. Accordingly, the Motion to Dismiss remains directed to Counts I, III, IV, V, and VI. Counterclaim Defendants primarily argue for dismissal on the basis that the common law fraud and Chapter 517 claims are actually disguised "fraud on the market" claims arising under Rule 10b-5, and as such, federal courts have exclusive jurisdiction over the claims. Defendants further argue that the claims do
not state a cause of action for common law fraud or under Chapter 517 because there was no sale to or from Seafarer and any of the Defendants in connection with the alleged fraud and violations. Further, there was no reliance by Seafarer on any alleged misrepresentations or omissions by Defendants. The Court agrees with Defendants on all points and dismisses Counts I, III, IV, V, and VI with prejudice.
Florida common law fraud claims and Chapter 5 17 claims require reliance by a plaintiff on misrepresentations or omissions of a defendant. See, eg., In re Sanlen & Associates, Inc. Securities Litigation, 773 F. Supp. 342, 371 (S.D. Fla. 1991). Chapter 517 also requires buyer/seller privity. See EF Hutton & Co., Inc. v. Rousseji 537 So. ad 978, 981 (Fla. 1989). To the contrary, "fraud on the market claims" brought under Rule 10b-5 do not require privity or direct reliance and encompass a more Wide-ranging spectrum of fraud and apply to any person who is deceitful in connection with the purchase or sale of securities. See Basic, Inc. v. Levinson, 485 U.S. 224, 242-43 (1988), Rousseyf 537 So. ad at 981. For example, the Third District Court of Appeal in Kanler v. EF Hutton & Co., Inc., held that allegations of scheming to defraud the public by creating an artificial market mimicked a fraud-on-the-market claim and thus jurisdiction for the action lied exclusively in the United States District Courts. See Kanler, 558 So. ad 144, 145 (Fla. 3M DCA 1990).
Here, Seafarer alleges generally that Defendants, led by Michael Eldred, engaged in a scheme to avoid securities registration laws and to distribute Seafarer stock so as to deceptively have restrictions on the stock removed. Seafarer further alleges that Michael Eldred and Defendants engaged in shorting activity and other attempts to influence the market by the introduction of false information about Seafarer.
The problem with Seafarer's claims is that all of the alleged nefarious activities by Michael Eldred and his "co-conspirators" are alleged to have occurred after Mr. Eldred had already purchased stock from Seafarer, Inc. (Mr. Eldred's stock then converted to shares of Seafarer Exploration Corp., the renamed corporation after Seafarer, Inc. merged with Organtix). Seafarer did not rely on any misrepresentations or omissions by Mr. Eldred or other Defendants in deciding to buy or sell stock because the sale to Mr. Eldred occurred previously. As noted above, reliance is necessary under both a common law fraud theory and under Chapter 517 causes of action. See In re Ahlen & Associates, 773 F. Supp. at 371). Further, any allegations regarding schemes to influence the market are "fraud on the market" theories and are subject to the exclusive jurisdiction of Federal District Courts. See Koehler, 558 So. ad at 145.
For the above reasons, it is ORDERED and ADJUDGED that:
l . Counterclaim Defendants Motion to Dismiss Counterclaims is GRANTED.
2. Counts I - VI of the Counterclaim and Third Party Complaint are DISMISSED with prejudice.
3. Count VII of the Counterclaim is DISMISSED Without prejudice.
DONE AND ORDERED, in Chambers in Tampa, Hillsborough County, Florida, this 23rd day of April, 2014.
After the Court dismissed the bullshit claims, Kyle just made up some more INSTEAD of going to Federal Court.
Wouldn't that have been the (ahem) right thing to do IF that's what Kyle was (ahem) trying to do?
It's rhetorical.
Kyle was going to keep spending shareholder money to keep Micah from selling shares he had owned for years because he was butt hurt after getting fired by Micah.
Enjoy the minutiae, which was a civil matter, where the standard of proving a claim is rather low.
I guess there's no BIG treasure find to discuss (shock), and it stings like a mofo to know Micah and Patty are considered the Dynamic Duo. Heck, she might even be an EXPL shareholder.
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