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Articles Posted in Private Placement

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The SEC recently issued a press release warning investors about investing in private placements. As the name suggests, it’s an alternative form of fundraising by hedge funds as well as startups and companies who aren’t ready to or interested in issuing an IPO (initial public offering.) These placements are generally offered only to select individual and institutional investors and have less regulatory requirements. They aren’t registered with the SEC because they aren’t traded publicly, so there isn’t as much information available for investors. But by their very nature, private placements can also be indicative of a fraudulent scheme. Not all private placements are fraudulent, but investors should always be aware and on guard for highly touted and unusual investments. The SEC has specific rules regarding these types of placements. While most investors do not understand Reg D or Private Placements, these are traditionally investments that do not trade on a public stock exchange.  In recent years, private placements have become popular amongst smaller broker-dealers who sell these complex investments to small investors claiming these investments offer greater security than the stock market.  However, in reality, these investments are illiquid and pay the broker a large commission.The SEC recently issued a press release warning investors about investing in private placements. As the name suggests, it’s an alternative form of fundraising by hedge funds as well as startups and companies who aren’t ready to or interested in issuing an IPO (initial public offering.) Continue reading ›

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Boca Raton, FL-based National Securities Corporation has received a fine of $663,000 after FINRA found that it deceived investors from December 2017 through January 2018. At issue is the price of shares offered in a private placement. National Securities will pay $300,000 in fines and the rest in disgorgement, plus interest. National Securities identified companies that were likely to become publicly traded in the future through its affiliated investment adviser, National Asset Management. By identifying companies that were the subject of discussion in the financial press and finding shareholders willing to sell their interests, they were able to make private placement offerings of these companies before their anticipated initial public offering (IPO). Once approved by National Securities, the firm’s representatives would begin marketing and selling these interests to their customers.  But in this case, National Securities claimed to have two sources for these shares, but only had one. The shares at the disclosed price were only available during the first offering. The firm continued to market and sell these shares for the second offering even though they had no shares at that price. According to the complaint, the firm claimed that the interest would be in this private company and the shares would cost no more than $9.75 each. Unfortunately, the firm was unable to locate any shares for that price. Later, the firm purchased these shares at a price that was double what they listed in the offering, which “contravened Section 17(a)(3) of the Securities Act of 1933,” and violated FINRA rule 2010.Boca Raton, FL-based National Securities Corporation has received a fine of $663,000 after FINRA found that it deceived investors from December 2017 through January 2018. At issue is the price of shares offered in a private placement. National Securities will pay $300,000 in fines and the rest in disgorgement, plus interest. Continue reading ›

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Broker Troy Goldberg (CRD#: 2342989) is a registered broker and investment advisor currently employed with National Securities Corporation (CRD#: 7569) of Boca Raton, FL. Previous employers include Brookshire Securities Corporation (CRD#:44347) and Newbridge Securities Corporation (CRD#:104065), both of Fort Lauderdale, FL and Preferred Securities Group, Inc. (CRD#:35704), also of Boca Raton. Two of Goldberg’s previous employers were expelled by FINRA in 1999: Monroe Parker Securities, Inc. (CRD#:31204) of Purchase, NY and Biltmore Securities, Inc (CRD#:25023) of Fort Lauderdale. Registered in 30 states, he has been in the industry since 1993. National Securities Corporation and Troy Goldberg Between 11/6/2019 and 1/29/2020, six customer disputes were filed alleging Goldberg made “unsuitable recommendations” in regards to private placements. It is not indicated whether these cases are the same client or more than one. The total requested damages for these pending claims comes to $640,000. However it is noted that the customer was an accredited investor, and Goldberg isn’t a “named respondent” in the FINRA arbitration.Broker Troy Goldberg (CRD#: 2342989) is a registered broker and investment advisor currently employed with National Securities Corporation (CRD#: 7569) of Boca Raton, FL. Previous employers include Brookshire Securities Corporation (CRD#:44347) and Newbridge Securities Corporation (CRD#:104065), both of Fort Lauderdale, FL and Preferred Securities Group, Inc. (CRD#:35704), also of Boca Raton. Continue reading ›

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Forrest Jones (Forrest Andrew Jones, CRD# 4880765) is a former registered broker and investment advisor whose last known employer was Merrill, Lynch, Pierce, Fenner & Smith Incorporated (CRD#:7691) of Conroe, TX. His previous employers include Fortune Financial Services, Inc. (CRD#:42150) of Montgomery, TX, McNally Financial Services Corporation (CRD#:121196) of The Woodlands, TX, and MetLife Securities Inc. (CRD#:14251) of Houston, TX. He has been in the industry since 2005. The US Securities and Exchange Commission (SEC) began an investigation into Jones’ business practices on 6/24/2020. The agency began investigating these allegations involving omission and misrepresentations in the offerings of private placements, including promissory notes. On 5/13/21, the SEC then filed its complaint against Jones, along with Knight Nguyen Investments, Christopher Knight Lopez and his brother, Jayson Lopez after raising at least $3.7 million from retail investors and advisory clients in at least five fraudulent securities offerings. Many of the investors were older and inexperienced. Jones and the Lopez brothers promised them solid investments with guaranteed high returns. However, the company, Jones, and the Lopez brothers recommended to and sold the investors very high-risk products that failed to meet the firm’s own criteria for investments. Furthermore, these investments were owned, controlled and/or associated with the Lopez brothers, who made multiple omissions and misstatements about the potential for the investments. The Lopez brothers also misappropriated and misused some of the investor funds and produced falsified financial statements for the defrauded investors, according to the SEC.

Forrest Jones (Forrest Andrew Jones, CRD# 4880765) is a former registered broker and investment advisor whose last known employer was Merrill, Lynch, Pierce, Fenner & Smith Incorporated (CRD#:7691) of Conroe, TX. His previous employers include Fortune Financial Services, Inc. (CRD#:42150) of Montgomery, TX, McNally Financial Services Corporation (CRD#:121196) of The Woodlands, TX, and MetLife Securities Inc. (CRD#:14251) of Houston, TX. He has been in the industry since 2005. Continue reading ›

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Ronald Birnbaum (Ronald David Birnbaum CRD# 238250) is a broker and investment advisor currently registered with Advisory Group Equity Services Ltd. and Trust Advisory Group Ltd. In Newton, Massachusetts. Ronald Birnbaum sold his clients private placements in GPB Capital, which Massachusetts securities regulators accuse of violating securities laws by misleading investors. Silver Law Group represents investors in claims to recover GPB investment losses. Contact us today at (800) 975-4345 for a no-cost consultation. GPB Capital Investments Holdings GPB Capital Holdings, an alternative asset management company founded in 2013 by Scientologist David Gentile, raised $1.8 billion by using broker-dealers across the country to sell private placement investments to investors. GPB is in the business of buying and managing companies such as car dealerships and garbage companies. A private placement in GPB couldn’t be sold, but investors liked the high dividends it paid.Ronald Birnbaum (Ronald David Birnbaum CRD# 238250) is a broker and investment advisor currently registered with Advisory Group Equity Services Ltd. and Trust Advisory Group Ltd. In Newton, Massachusetts. Ronald Birnbaum sold his clients private placements in GPB Capital, which Massachusetts securities regulators accuse of violating securities laws by misleading investors. Continue reading ›

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Silver Law Group recently filed a FINRA arbitration claim against Madison Avenue Securities, LLC and registered representatives Angela Sloan, Robert Luley, Jr., and Katherine Spearman (a/k/a Katherine McConnell).  The investor’s claims arise out of recommendations to invest in GPB Automotive Portfolio, LP, a private placement managed by GPB Capital Holdings, LLC. Among other things, the investor alleges that Madison Avenue Securities and its registered representatives failed to conduct adequate due diligence on the GPB investment and that the recommendation to invest in GPB was unsuitable, negligent, and constituted a breach of fiduciary duty.Silver Law Group recently filed a FINRA arbitration claim against Madison Avenue Securities, LLC and registered representatives Angela Sloan, Robert Luley, Jr., and Katherine Spearman (a/k/a Katherine McConnell).  The investor’s claims arise out of recommendations to invest in GPB Automotive Portfolio, LP, a private placement managed by GPB Capital Holdings, LLC. Among other things, the investor alleges that Madison Avenue Securities and its registered representatives failed to conduct adequate due diligence on the GPB investment and that the recommendation to invest in GPB was unsuitable, negligent, and constituted a breach of fiduciary duty. Continue reading ›

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A compliance executive at broker-dealer Purshe Kaplan Sterling Investments (CRD# 35747) says she has been the subject of intimidation, including having her car tampered with and being followed, for speaking up about concerns she had regarding GPB Capital Holdings. Silver Law Group represents investors in claims to recover GPB losses. If you invested in GPB Capital, contact Scott Silver for a no-cost consultation at ssilver@silverlaw.com or at (800) 975-4345. Toni Caiazzo Neff says that when Purshe Kaplan Sterling asked her to research GPB’s private placement investments in 2016, she told her employer to not become involved with the company.A compliance executive at broker-dealer Purshe Kaplan Sterling Investments (CRD# 35747) says she has been the subject of intimidation, including having her car tampered with and being followed, for speaking up about concerns she had regarding GPB Capital Holdings.

Silver Law Group represents investors in claims to recover GPB losses. If you invested in GPB Capital, contact Scott Silver for a no-cost consultation at ssilver@silverlaw.com or at (800) 975-4345.

Toni Caiazzo Neff says that when Purshe Kaplan Sterling asked her to research GPB’s private placement investments in 2016, she told her employer to not become involved with the company. Continue reading ›

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Silver Law Group, a nationally-recognized stockbroker misconduct law firm, is investigating AllianceBernstein Securitized Asset LP (ABSA or Fund) on behalf of shareholders in the Fund, due to ABSA’s recent news to its shareholders. ABSA is a pooled investment hedge fund, sold by Alliance Bernstein, whose “. . . portfolio is concentrated in mortgage-related securities, it also invests in asset-backed securities, consumer whole loans, and collateralized loan obligations, providing exposure to underlying collateral across residential and commercial mortgages, consumer and auto loans, as well as corporate loans.”Silver Law Group, a nationally-recognized stockbroker misconduct law firm, is investigating AllianceBernstein Securitized Asset LP (ABSA or Fund) on behalf of shareholders in the Fund, due to ABSA’s recent news to its shareholders.

ABSA is a pooled investment hedge fund, sold by Alliance Bernstein, whose “. . . portfolio is concentrated in mortgage-related securities, it also invests in asset-backed securities, consumer whole loans, and collateralized loan obligations, providing exposure to underlying collateral across residential and commercial mortgages, consumer and auto loans, as well as corporate loans.” Continue reading ›

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Silver Law Group, a nationally-recognized class action law firm, is investigating AllianceBernstein Energy Opportunity Fund, L.P. and AllianceBernstein Energy Opportunity Fund, L.P II (collectively “AB Energy Funds”) on behalf of shareholders in the company.Silver Law Group, a nationally-recognized class action law firm, is investigating AllianceBernstein Energy Opportunity Fund, L.P. and AllianceBernstein Energy Opportunity Fund, L.P II (collectively “AB Energy Funds”) on behalf of shareholders in the company.

The AB Energy Funds are pooled investment private equity funds, focused in the oil and gas industry, sold by AllianceBernstein. According to Alliance Bernstein, the AB Energy Funds’ “. . . investment objective and strategies are to generate attractive risk-adjusted returns, through current income and capital gains, by capitalizing on private and public debt and equity investment opportunities in North American oil and gas producers.” Continue reading ›

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Christopher Tolmacs (CRD#: 4648724), a barred broker formerly with Triad Advisors, Inc. (CRD#: 25803) in Portage, MI, is the subject of 18 disclosures on his publicly available FINRA BrokerCheck report. Christopher Tolmacs has been in the industry since 2003. Before joining Triad Advisors in 2008, he previously worked for ING Financial Partners, Inc. (CRD#: 2882) and Vanguard Capital (CRD#: 22081).Christopher Tolmacs (CRD#: 4648724), a barred broker formerly with Triad Advisors, Inc. (CRD#: 25803) in Portage, MI, is the subject of 18 disclosures on his publicly available FINRA BrokerCheck report.

Christopher Tolmacs has been in the industry since 2003. Before joining Triad Advisors in 2008, he previously worked for ING Financial Partners, Inc. (CRD#: 2882) and Vanguard Capital (CRD#: 22081). Continue reading ›

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