Penny Stock Securities Fraud and Misrepresentation FINRA Arbitration and Litigation Attorney, Russell L. Forkey, Esq.
SECURITIES AND EXCHANGE COMMISSION LITIGATION RELEASE NO. 22125 / OCTOBER 14, 2011
SEC v. Wall Street Capital Funding LLC, Philip Cardwell, Roy Campbell, and Aaron Hume, Civil Action No. 11-cv-20413-DLG (S.D. Fla.)
On October 13, 2011 the U.S. District Court for the Southern District of Florida entered judgments against a group of penny-stock promoters arising out of their repackaging of “news” issued by a series of sham energy companies. The judgments, which the defendants consented to as part of a settlement with the Commission, require them to pay penalties and to disgorge profits from their illicit activities. The judgments also permanently ban the defendants from touting and other dealings involving penny stocks.
The judgments came in a civil action that the Commission filed earlier this year against Miami-based stock-touting company Wall Street Capital Funding LLC (WSCF) and its principals – owners Philip Cardwell and Roy Campbell and their associate Aaron Hume. In its Complaint initiating the action, the SEC alleged that the defendants were in the business of distributing promotional materials styled as “Wall Street News Alerts” for penny-stock companies. According to the SEC, one such company, PrimeGen Energy Corp., purported to have great success in drilling for oil in 2009 and 2010. The SEC alleged, however, that PrimeGen was phony: its corporate headquarters were a rented mailbox in a UPS Store opened with a do-not-forward instruction; its phone line was unattended; and its web page was generated by copying the source code from another company’s web site. As alleged in the Complaint, WSCF’s “investment opinions,” emails, and web profiles typically expressed positive opinions about penny-stock companies, their business prospects, and the future direction of their stock price. WSCF, according to the Complaint, created the misleading appearance of an independent basis for its statements even though it was merely repeating the penny-stock companies’ claims. Moreover, the SEC alleged, even when the defendants received ample warning signs that a scam was afoot, they always did the same thing: they closed their eyes and published.
The SEC’s Complaint was filed February 7, 2011 in the U.S. District Court for the Southern District of Florida. The Complaint charged Wall Street Capital Funding LLC, Philip Cardwell, Roy Campbell, and Aaron Hume with violations of Section 17(a) of the Securities Act of 1933 and Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder, which prohibit fraudulent conduct in connection with securities transactions. Judge Donald L. Graham presided over the action, No. 11-cv-20413-DLG. The judgments imposed by Judge Graham require the defendants, among other things, to pay penalties and disgorgement totaling $300,000, and permanently bar them from promotional activities and other dealings involving penny stocks. The defendants consented to the judgments without admitting or denying the SEC’s allegations.