SEC v. Green United, LLC; Wright W. Thurston; Kristoffer A. Krohn; True North United Investments, LLC; and Block Brothers, LLC, No. 2:23-cv-00159, District of Utah (Mar. 8, 2023) — Complaint

Michael E. Welsh (Massachusetts Bar No. 693537)
[email protected]
Casey R. Fronk (Illinois Bar No. 6296535)
[email protected]
Attorneys for Plaintiff
Securities and Exchange Commission
351 South West Temple, Suite 6.100
Salt Lake City, Utah 84101
Tel:  (801) 524-5796

IN THE UNITED STATES DISTRICT COURT
DISTRICT OF UTAH, NORTHERN DIVISION

SECURITIES AND EXCHANGE
COMMISSION,

Plaintiff,

v.

GREEN UNITED, LLC, a Utah limited
liability company; WRIGHT W.
THURSTON, an individual; and
KRISTOFFER A. KROHN, an individual;

Defendants,

TRUE NORTH UNITED INVESTMENTS,
LLC, a Utah limited liability; and BLOCK
BROTHERS, LLC, a Utah limited
liability company;

Relief Defendants.

Case No.: 2:23-CV-00159

COMPLAINT

Plaintiff, Securities and Exchange Commission (the “Commission”), files this complaint
against Green United, LLC, Wright W. Thurston, and Kristoffer A. Krohn (collectively,
“Defendants”) and True North United Investments, LLC and Block Brothers, LLC (collectively,
“Relief Defendants”) and alleges as follows:

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SUMMARY
1. This case concerns a fraudulent offering of securities perpetuated by Defendants
Green United, LLC, d/b/a “Green” or “Set Power Free” (“Green United”), Wright W. Thurston,
and Kristoffer A. Krohn, in connection with Defendants’ promotion and sale of purported crypto
asset mining products.
2. From at least April 2018 through at least December 2022, Defendants raised more
than $18 million through the sale of investments in the form of so-called “Green Boxes” and
“Green Nodes.”  In connection with this offering, Defendants falsely stated that these products
mined a crypto asset called GREEN on a purported blockchain called the “Green Blockchain.”
According to Defendants, Green United would leverage its expertise and resources to efficiently
operate the investors’ Green Boxes and Green Nodes and distribute to each investor GREEN
tokens earned through the mining operation.  At the same time, Defendants led investors to
believe that Green United intended to develop the Green Blockchain to create a “public global
decentralized power grid,” and, based on their efforts, that the GREEN token would therefore
increase in value.  As a result, purchasers of Green Boxes and Green Nodes reasonably would
have expected to profit from their investment based on the entrepreneurial and managerial efforts
of Defendants.
3. In reality, the Green Boxes and Green Nodes purchased by investors did not mine
GREEN.  This is because GREEN, an ERC-20 token, was not a mineable crypto asset and the
“Green blockchain” promoted by Defendants did not exist. Indeed, GREEN token were not
created until several months after the initial offer and sale of Green Boxes to investors. In order
to create the appearance of a successful mining operation, starting in 2019, Green United
periodically distributed GREEN tokens to investors’ wallets.  Upon information and belief, these
deposits of GREEN were not the result of mining, but instead were merely the result of a
distribution conducted at the direction of Thurston.  And contrary to representations made at the
time, GREEN had no realizable value as it was not trading in a secondary market.

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4. Green United and Thurston used at least a significant portion of the funds raised
from investors to finance the company’s operations and promotional activities.  Thurston
recruited and paid commissions to Krohn, who acted as an unregistered securities broker to
promote and sell Green Boxes, made numerous misrepresentations to investors about the present
value of the GREEN token and returns on investment that investors could expect.
5. The Commission seeks a permanent injunction enjoining Defendants from
engaging in the transactions, acts, practices, and courses of business alleged in this Complaint,
and a conduct based injunction prohibiting Krohn and Thurston from participating, directly or
indirectly, in any unregistered securities offering, including any crypto asset securities offering.
The Commission also seeks disgorgement of all ill-gotten gains from the unlawful conduct set
forth here together with prejudgment interest, civil penalties, and such other relief as the Court
may deem appropriate.

JURISDICTION AND VENUE
6. The Commission brings this action pursuant to Sections 20(b) and 20(d) of the
Securities Act of 1933 (“Securities Act”) [15 U.S.C. § 77t(b) and (g)] and Sections 21(d) and (e)
of the Securities Exchange Act of 1934 (“Exchange Act”) [15 U.S.C. § 78u(d) and (e)] to enjoin
such acts, practices, and courses of business, and to obtain disgorgement, prejudgment interest,
civil money penalties, and such other and further relief as this Court may deem just and
appropriate.
7. This Court has jurisdiction over this action pursuant to Section 22 of the
Securities Act [15 U.S.C. § 77v] and Section 27 of the Exchange Act [15 U.S.C. § 78aa].
8. Venue is proper in this Court pursuant to Section 27 of the Exchange Act [15
U.S.C. § 78aa] because Defendants are located and reside in, and transacted business in, the
District of Utah and because one or more acts or transactions constituting the violations alleged
herein occurred in the District of Utah.

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9. Defendants, directly or indirectly, made use of the mails or the means or
instrumentalities of interstate commerce in connection with the conduct alleged in this
Complaint.
DEFENDANTS
10. Wright W. Thurston, age 46, resides in Provo and Midway, Utah. Thurston
conceived of the Green business and created the GREEN token on or about October 16, 2018.
Thurston founded Green United, and exercises some level of control over each of the Relief
Defendants.
11. Green United, LLC is a Utah limited liability company with its principal place of
business in Orem, Utah. Founded by Thurston in or around May 2017, Green United was the
operating entity used to sell Green Boxes to the public and to receive investor funds, and Green
Box purchasers who paid in U.S. dollars wired their funds to a bank account in the name of
Green United.
12. Kristoffer A. Krohn, age 43, resides in Woodland Hills, Utah. Krohn is self-
employed as a business mentor and entrepreneur, primarily in real estate, and was retained by
Thurston as an independent contractor to sell Green Boxes. In 2012, the Commission obtained
injunctive relief against Krohn for violations of Sections 5(a), 5(c), and 17(a) of the Securities
Act in SEC v. The Companies (TC), LLC et al., No. 2:12-cv-00765-DN (D. Utah 2012) due to
misrepresentations he made in connection with a real estate investment program.
RELIEF DEFENDANTS
13. True North United Investments, LLC is a Utah limited liability company with
its principal place of business in Midway, Utah. According to its certificate of organization,
Thurston is True North United’s sole manager and registered agent. However, Thurston’s wife,
Stephanie Thurston, is available to buy or sell as True North United Investment’s sole manager
on the website for the Utah Division of Corporations.
14. Block Brothers, LLC is a Utah limited liability company with its principal place
of business in Orem, Utah. Thurston had control of Block Brother’s bank account during the

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relevant time period. Green United transferred over $1.7 million in investor funds to Block
Brothers.
FACTS
I. Background on Digital Asset and Blockchain Technology.
15. A blockchain is a form of distributed ledger or peer-to-peer database that is spread
across a network and records all transactions in the network in theoretically unchangeable,
digitally recorded data packages called “blocks.” Each block contains a batch of records of
transactions, including a timestamp and a reference to the previous block, so that the blocks
together form a chain. The system relies on cryptographic techniques for securely recording
transactions. A blockchain can be shared and accessed by anyone with appropriate permissions.
Certain blockchains can also record what are called “smart contracts,” which are, essentially,
computer programs designed as self-executing code when certain triggering conditions are met.
One such smart-contract provisioned blockchain is the Ethereum blockchain.
16. First developed in 2015, ERC-20 is a protocol standard for the creation of new
crypto assets on the Ethereum Blockchain. The ERC-20 standard allows for the creation of
customizable tokens that operate on the Ethereum blockchain. Since ERC-20 tokens rely on an
existing blockchain and underlying technical architecture, new tokens can be created quickly by
users with minimal technical expertise. To create an ERC-20 token, a person deploys a smart
contract that is recorded on the Ethereum blockchain.
17. An ERC-20 smart contract defines a set of standard terms such as the name of the
token, the total supply of the token, and the Ethereum address(es) into which that supply will be
initially distributed. Once an ERC-20 smart contracted is deployed on the Ethereum blockchain,
the token supply is generated and is deposited into the address designated in the smart contract.
The owner of that Ethereum address can then transfer the tokens to other addresses using the
smart contract. These transfers are recorded as transactions on the Ethereum blockchain.
18. Unlike ERC-20 tokens (such as GREEN), certain crypto assets like Bitcoin use
the process of mining to generate new tokens. With such crypto assets, a new token is mined as a

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reward for the miners who complete algorithms with cryptographic hash functions that verify
new transactions on the Blockchain.
II. Defendants Offered and Sold Green Boxes and Green Nodes as Securities.
19. Beginning in at least April 2018 and continuing until at least December 2022,
Defendants offered investors opportunities to profit from two crypto asset-related investment
opportunities.
Green Boxes
20. Starting in or around April 2018, Green United, directly and indirectly through
Thurston and Krohn, began offering investments in “Green Boxes,” which were described as
crypto asset mining machines that would mine GREEN on a purported “Green Blockchain.”
21. According to Green United’s website, the Green Blockchain is a “public global
decentralized power grid” which provides a way to “capture, store and share energy peer to
peer.” Defendants told investors the Green Blockchain generates GREEN through a calculation
of the amount of energy consumed in mining other crypto assets.
22. According to Defendants, the Green Blockchain purportedly converts this data
into GREEN, which is then deposited in the wallet associated with the respective Green Box.   In
reality, however, Green Boxes did not mine GREEN.  As explained in further detail below, the
Green Boxes mined Bitcoin, which the investors did not receive.
23. On or around April 9, 2018, a Green United affiliated entity hired Krohn and
other affiliates to promote and sell Green Boxes.  As compensation for his services, Green
United, through an affiliated entity, paid Krohn $550 for every $3,000 Green Box he sold.
24. Soon thereafter, Krohn embarked on a sales campaign, which entailed the
publication of numerous YouTube videos, several in-person events, and email blasts to Krohn’s
followers.  In connection with these publications, Krohn touted Green Boxes as an investment
with lucrative returns based on the efforts of Green United to increase the value of Green.  For
example, during an April 2018 in-person presentation that Krohn later posted to YouTube,
Krohn told prospective investors that GREEN was currently valued at $0.02 per token.  Later on

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in that presentation, Krohn claimed that Green Boxes were producing $100 each month and, as a
result, Green Boxes were generating 40% to 50% return by mining GREEN.
25. Krohn made similar representations about potential investment returns and
GREEN’s current value in other YouTube videos and in email communications with prospective
investors.  For example, in an April 12, 2018 email to his followers, Krohn touted Green Boxes
as a $3,000 investment “generating 100%+ ROIs.”
26. Defendants told Initial Green Box investors that Green United would control all
aspects of the mining operation.  As Thurston told investors during an April 9, 2018 recorded
event, Green United would “do everything for you guys. We host them in one of our data
centers; we take care of them completely. We do everything.”  In a February 18, 2019 email,
Green emphasized that remote hosting by Green United was key to the venture’s profitability,
because Green United possessed the “significant technical knowledge” required to operate Green
Boxes, and Green United had access to inexpensive power, thus enabling each Green Box to
mine more GREEN per unit of power.  As a result, purchasers of Green Boxes reasonably would
have expected a return on their investment based on the entrepreneurial or managerial efforts of
Thurston and Green Unites.
27. Defendants similarly understood that the fortunes of investors were inextricably
tied to Defendants’ efforts to increase the liquidity, demand, and ultimately, the value of GREEN
tokens. Green United endeavored to get GREEN tokens made available for trading on a crypto
asset trading platform, often described as an “exchange.” At the same time, Krohn assured
investors that GREEN would be made available on a crypto asset trading platform within
months.
28. These efforts were not successful, and from April 2018 until the fall of 2020,
GREEN was not made available for purchase or sale on any crypto asset trading platform.
Therefore, any GREEN obtained by Green Box investors prior to the fall of 2020 was effectively
worthless, as there was no secondary trading market.

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29. In total, Green United raised approximately $5.4 million through the sale of Green
Boxes to investors, which included approximately $4.5 million in US Dollars and $900,000
worth of Bitcoin.
30. For the proceeds of the offering that were in U.S. dollars, Green United pooled
those funds into a single bank account it controlled. Green United subsequently transferred over
$1.7 million from that account to Relief Defendant Block Brothers.
31. Other investors purchased Green Boxes with Bitcoin, which totaled $900,000.
32. By June 2020, Green United ceased offering and selling Green Boxes.
Green Nodes
33. In or around April 2019, after the offer and sales of Green Boxes was no longer
profitable, Green began offering Green Nodes.
34. Green United’s promotional materials describe Green Nodes as a software that
can be downloaded to any computer and, once running will “mine” GREEN.  GREEN
purportedly mined through the software would then be deposited into the investor’s Green
wallet.
35. Like Green Boxes, Green Nodes were promoted by Green United and Thurston as
an investment, and purchasers of Green Nodes reasonably would have expected a return on their
investment based on the managerial efforts of Thurston and Green United. For example, a May
2022 promotional document, which, upon information and belief was created by a sales person
hired by Green United to sell Green Nodes, described the “Rate of Return” for investors from the
operation of Green Nodes to be 650%. Additionally, at least one widely viewed video promoting
Green Nodes described it as an investment opportunity and discussed potential profits for
investors.
36. As described by Defendants, investors in Green Nodes had the option of running
the Green Node software on their personal computer or on a remote server. For those who
selected to use a remote server, once that initial election was made, investors did not have to do
anything to operate the Green Nodes. Instead, the Nodes ran continuously on the remote server

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without any effort by the investor. For those who ran their Green Nodes on their personal
computers, once the software was downloaded, Green United’s website touted that investors did
not need to do anything except turn their computers on, and software would ran automatically,
generating GREEN.  As a result, whether an investor ran the Green Node software on their
personal computer or on a remote server, each investor’s fortunes were reliant on Defendants’
entrepreneurial and managerial efforts in developing the Green Node software and managing the
mining that was purportedly taking place.
37. To purchase Green Nodes, investors were required to pay in Ether. Defendants
sent each investor received a unique digital address in which to transfer their funds. Green Node
investor funds flowed from the investors’ digital wallets, to the unique wallet, then directly to
one of three receiving wallets, where investor funds were pooled and comingled with other
funds.
38. Defendants subsequently transferred the comingled investor funds to several
additional crypto asset wallets, including a crypto asset wallet controlled by Thurston that
received 1,285.51 Ether, presently valued at approximately $2 million.
39. Comingled investor funds also flowed to accounts on two crypto asset platforms.
One of these accounts that received investor funds is controlled by Thurston.  The second
account is  controlled by Relief Defendant True North United Investments.
III. The Offer and Sale of Green Boxes and Green Nodes Were Investment Contracts.
40. An investment contract (a type of security) exists when individuals or entities (a)
invest money or otherwise exchange value (including dollars, bitcoin, and other consideration
such as labor); (b) in a common enterprise; (c) with a reasonable expectation of profits to be
derived from the entrepreneurial and managerial efforts of others.
41. Here, and as described in more detail above: investors purchased Green Boxes
and Green Nodes in exchange for United States currency, Bitcoin, or Ether; the money raised by
Defendants was pooled to operate the purported mining operation and investors, whose fortunes
were inextricably intertwined with those of Green United, shared in the profits and risks of the

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enterprise as they were dependent on Green United’s expertise in successfully operating the
purported mining operation; and they made these purchases with a reasonable expectation of
profit in that the value of GREEN (and the anticipated return on investment) was predicated on
the increased value of the GREEN due to Defendants’ efforts. Indeed, Defendants repeatedly led
investors to believe that the value of GREEN would increase.
IV. Defendants’ Representations to Investors Were Materially False and Misleading.
42. In connection with the offer and sale of Green Boxes and Green Nodes,
Defendants made multiple representations to investors that were materially false and misleading.
43. Beginning in at least April 2018, Defendants represented to investors that Green
Boxes and Green Nodes mined GREEN from the Green Blockchain. Defendants told investors
that the Green Blockchain provides a way to “capture, store and share energy peer to peer” and
that Green United had created a decentralized power grid. These statements made to investors by
Green United and Krohn were materially false and misleading.
44. Contrary to Defendants representations, Green Boxes did not mine GREEN.
Green Boxes were merely “S9 Antminers,” a relatively inexpensive commercially-available
Bitcoin mining hardware. Instead of mining GREEN, the Green Boxes mined Bitcoin, which the
investors did not receive.
45. In reality, GREEN is an ERC-20 token that did not exist in April 2018. Under
Thurston’s direction, GREEN was deployed on the Ethereum blockchain on October 16, 2018,
six months after the initial offer and sale of Green Boxes.  As is typical for ERC-20 tokens, once
the GREEN smart contract was created, the total supply of GREEN was then immediately
available for distribution.  GREEN therefore was not generated by the supposed mining process
of Green Boxes or Green Nodes.
46. At the same time, the supposed “Green Blockchain” described by Defendants did
not exist.  Indeed, at the time of the initial offering of Green Boxes, upon information and belief,
Green United had taken no meaningful steps towards building the “decentralized power grid” it
described in its promotional materials.

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47. Likewise, Green United and Thurston’s representations to investors that Green
Nodes mined GREEN were false and misleading. Green Nodes do not mine GREEN and, upon
information and belief, the Green Nodes do not otherwise generate GREEN.
48. In connection with his promotion of Green Boxes, Krohn aggressively touted the
value of the GREEN token and in so doing made multiple misrepresentations.  For example,
during an April 2018 in-person presentation that Thurston attended and that Krohn later posted to
YouTube, Krohn told investors that: (a) GREEN was currently valued at $0.02 per token; (b)
GREEN was producing $100 each month and; and (c) Green Boxes were generating 40% to 50%
return by mining GREEN.  Krohn repeated these claims on several subsequent video
presentations and in emails to prospective investors in or around April and May 2018.
49. None of these statements were true at the time they were made. As set forth
above, GREEN was not created until October 16, 2018, several months after these statements
were made. Moreover, Krohn should have known that GREEN was not valued at $0.02 per token
because he easily could have ascertained that GREEN was not available to buy or sell on any
crypto asset trading platforms until in or around the fall of 2020, when it was available to buy or
sell on one such platform.  GREEN is currently valued on that crypto asset trading platform at
the equivalent of approximately $0.004 and, upon information and belief, GREEN value has
never reached the value of $0.02 per token.
50. Contrary to Krohn’s statement, Green Boxes were not generating a “40% to 50%
return” by mining GREEN.  Indeed, investors did not receive any GREEN until January 26,
2019.  Upon information and belief, these distributions were conducted by Green United, at the
direction of Thurston.
51. Krohn should have known that his statements in the above paragraphs were
because he easily could have ascertained that GREEN was not available to buy or sell on any
crypto asset trading platforms. Krohn had no reasonable basis to claim that investors were
generating a 40% to 50% return from mining GREEN in 2018, as no investors had even received
any GREEN at that time.

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V. Thurston and Green United Acted With Scienter.
52. Thurston and Green United knowingly or recklessly engaged in the fraudulent
scheme detailed in the paragraphs above.
53. Contrary to representations made under Thurston’s direction, Thurston knew or
was reckless in not knowing that Green Boxes and Green Nodes did not mine GREEN, but
merely served as a method to raise funds. And, GREEN was distributed to investors, not through
any mining, but through Thurston directing changes to the Green smart contract, which was
deployed on the Ethereum blockchain. Green Boxes and Green nodes were Green United’s
primary products, and Thurston knew or was reckless in not knowing that they did not work in
the way that he represented to investors.
54. Thurston’s scienter is also evident through his knowledge of and involvement in
Krohn’s fraud. Thurston was present at the April 2018 in-person presentation where Krohn made
several misrepresentations regarding the value of GREEN and the potential profits investors
could receive. Even though Thurston subsequently acknowledged that Krohn made
misrepresentations during the presentation, Thurston never corrected Krohn’s statements.
Instead, Thurston participated in a question-and-answer session during that presentation and did
nothing to correct Krohn’s misrepresentations, thereby lending credence to Krohn’s statements.
55. By means of his promotional activities, Krohn succeeded in selling nearly 1,000
Green Boxes to over 150 investors, raising roughly $3 million between April and October 2018.
In total, Krohn received over $545,090 in commissions.  Krohn did not tell investors he was
receiving a commission on the Green Boxes he sold.
56. These misrepresentations and omissions described above would be material to a
reasonable investor, and a reasonable investor would not have purchased Green Boxes or Green
Nodes had he or she known of them.

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FIRST CLAIM FOR RELIEF
Violations of Section 5(a) and (c) of the Securities Act [15 U.S.C. § 77e(a) and (c)]
(Against All Defendants)
57. The Commission re-alleges and incorporates by reference each and every
allegation in paragraphs 1–56, inclusive, as if they were fully set forth herein.
58. Defendants, by engaging in the conduct described above, directly or indirectly,
through use of the means or instruments of transportation or communication in interstate
commerce or the mails, offered to sell or sold securities or, directly or indirectly, carried such
securities through the mails or in interstate commerce, for the purpose of sale or delivery after
sale.
59. No registration statement has been filed with the Commission or has been in
effect with respect to these securities.
60. By reason of the foregoing, Defendants directly or indirectly violated, and unless
enjoined with continue to violate, Sections 5(a) and (c) of the Securities Act [15 U.S.C. § 77 e(a)
and (c)].
SECOND CLAIM FOR RELIEF
Violations of Section 17(a)(1) of the Securities Act [15 U.S.C. § 77q(a)(1)]
(Against Green United and Thurston)
61. The Commission re-alleges and incorporates by reference each and every
allegation in paragraphs 1–60, inclusive, as if they were fully set forth herein.
62. By engaging in the conduct described above, Green United and Thurston directly
or indirectly, individually or in concert with others, in the offer and sale of securities, by use of
the means and instruments of transportation and communication in interstate commerce or by use
of the mails has employed devices, schemes, or artifices to defraud.
63. Green United and Thurston engaged in the above-referenced conduct knowingly
or with severe recklessness.

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64. By reason of the foregoing, Green United and Thurston violated and, unless
enjoined, will continue to violate Section 17(a)(1) of the Securities Act [15 U.S.C. § 77q(a)(1)].
THIRD CLAIM FOR RELIEF
Violations of Section 17(a)(2) of the Securities Act [15 U.S.C. § 77q(a)(2)]
(Against Green United and Krohn)
65. The Commission re-alleges and incorporates by reference each and every
allegation in paragraphs 1–64, inclusive, as if they were fully set forth herein.
66. By engaging in the conduct described above, Green United and Krohn, directly or
indirectly, individually or in concert with others, in the offer and sale of securities, by use of the
means and instruments of transportation and communication in interstate commerce or by use of
the mails have obtained money or property by means of untrue statements of material fact or
omissions to state material facts necessary in order to make the statements made, in light of the
circumstances under which they were made, not misleading.
67. Green United and Krohn were at least negligent in their conduct and in the untrue
and misleading statements alleged herein.
68. By reason of the foregoing, Green United and Krohn violated and, unless
enjoined, will continue to violate Section 17(a)(2) of the Securities Act [15 U.S.C. § 77q(a)(2)].
FOURTH CLAIM FOR RELIEF
Violations of Section 17(a)(3) of the Securities Act [15 U.S.C. § 77q(a)(3)]
(Against All Defendants)
69. The Commission re-alleges and incorporates by reference each and every
allegation in paragraphs 1–68, inclusive, as if they were fully set forth herein.
70. By engaging in the conduct described above, Green United Thurston, and Krohn,
directly or indirectly, individually or in concert with others, in the offer and sale of securities, by
use of the means and instruments of transportation and communication in interstate commerce or
by use of the mails engaged in transactions, practices, or courses of business which operated or
would operate as a fraud or deceit.

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71. Green United, Thurston, and Krohn were at least negligent in their conduct and in
the untrue and misleading statements alleged herein.
72. By reason of the foregoing, Green United, Thurston, and Krohn and violated and,
unless enjoined, will continue to violate Section 17(a)(3) of the Securities Act [15 U.S.C. §
77q(a)(3)].
FIFTH CLAIM FOR RELIEF
Violations of Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Exchange Act Rule
10b-5(a) and (c) [17 C.F.R. § 240.10b-5(a) and (c)]
(Against Green United and Thurston)
73. The Commission re-alleges and incorporates by reference each and every
allegation in paragraphs 1–73, inclusive, as if they were fully set forth herein.
74. By engaging in the conduct described above, Green United and Thurston, directly
or indirectly, individually or in concert with others, in connection with the purchase or sale of
securities, by use of the means and instrumentalities of interstate commerce or by use of the
mails has (a) employed devices, schemes, and artifices to defraud; and (b) engaged in acts,
practices, and course of business which operated as a fraud and deceit upon purchasers,
prospective purchasers, and other persons.
75. Green United and Thurston engaged in the above-referenced conduct knowingly
or with severe recklessness.
76. By reason of the foregoing, Green United and Thurston violated and, unless
enjoined, will continue to violate Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and
Exchange Act Rule 10b-5 [17 C.F.R. § 240.10b-5].

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SIXTH CLAIM FOR RELIEF
Violations of Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Exchange Act Rule
10b-5(b) [17 C.F.R. § 240.10b-5(b)]
(Against Green United)
77. The Commission re-alleges and incorporates by reference each and every
allegation in paragraphs 1–76, inclusive, as if they were fully set forth herein.
78. By engaging in the conduct described above, Green United, directly or indirectly,
individually or in concert with others, in connection with the purchase or sale of securities, by
use of the means and instrumentalities of interstate commerce or by use of the mails has  (b)
made untrue statements of material facts or omitted to state material facts necessary in order to
make the statements made, in light of the circumstances under which they were made, not
misleading
79. Green United engaged in the above-referenced conduct knowingly or with severe
recklessness.
80. By reason of the foregoing Green United violated and, unless enjoined, will
continue to violate Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Exchange Act
Rule 10b-5 [17 C.F.R. § 240.10b-5].
SEVENTH CLAIM FOR RELIEF
 Violations of Section 15(a)(1) of the Exchange Act [15 U.S.C. § 78o(a)(1)]
(Against Krohn)
81. The Commission re-alleges and incorporates by reference each and every
allegation in paragraphs 1–80, inclusive, as if they were fully set forth herein.
82. By engaging in the conduct described above, Krohn made use of the mails or
other means or instrumentalities of interstate commerce to effect transactions in, to induce, and
to attempt to induce, the purchase and sale of securities for the accounts of others while not
registered with the SEC a broker and when Krohn was not associated with an entity registered
with the SEC as a broker.

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83. By reason of the foregoing Krohn violated, and unless enjoined will likely again
violate, Section 15(a)(1) of the Exchange Act [15 U.S.C. §78o(a)(1)].
EIGHTH CLAIM FOR RELIEF
Equitable Disgorgement
(Against All Relief Defendants)
84. The Commission re-alleges and incorporates by reference each and every
allegation in paragraphs 1–83, inclusive, as if they were fully set forth herein.
85. Block Brothers and True North United Investments obtained money, property,
and assets as a result of the violations of the securities laws by Green United, Thurston, and
Krohn, to which they have no legitimate claim.
86. Block Brothers and True North United Investments should be required to disgorge
all ill-gotten gains which inured to their benefit under the equitable doctrines of disgorgement,
unjust enrichment and constructive trust.
PRAYER FOR RELIEF
WHEREFORE, the Commission respectfully requests that this Court enter a final
judgment:
I.
Permanently restraining and enjoining Defendants from, directly or indirectly, engaging
in conduct in violation of Sections 5 of the Securities Act [15 U.S.C. § 77e];
II.
Permanently restraining and enjoining Krohn from, directly or indirectly, engaging in
conduct in violation of Sections 17(a)(2) and (3) of the Securities Act [15 U.S.C. §§ 77q(a)(2)
and (3)];

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III.
Permanently restraining and enjoining Green United and Thurston from, directly or
indirectly, engaging in conduct in violation of Section 17(a) of the Securities Act [15 U.S.C.
§§ 77q(a)];
IV.
Permanently restraining and enjoining Green United and Thurston from, directly or
indirectly, engaging in conduct in violation of Sections 10(b) of the Exchange Act [15 U.S.C.
§ 78j(b)] and Exchange Act Rule 10b–5 [17 C.F.R. § 240.10b–5];
V.
 Permanently restraining and enjoining Krohn from, directly or indirectly, engaging in
conduct in violation of Section 15(a)(1) of the Exchange Act [15 U.S.C. §78o(a)(1)];
VI.
 Permanently restraining and enjoining Thurston and Krohn from directly or indirectly,
including but not limited to, through any entity controlled by either of them, participating in the
issuance, purchase, offer, or sale of any security, including any crypto asset security, provided
however that such injunction shall not prevent either of them from purchasing or selling
securities for either of their personal accounts;
VII.
Ordering Defendants and Relief Defendants to disgorge all ill-gotten gains or unjust
enrichment derived from the activities set forth in this Complaint, together with prejudgment
interest thereon;

19

 VIII.
Ordering Defendants to pay a civil penalties pursuant to Section 20(d) of the Securities
Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange Act [15 U.S.C. § 78u(d)(3)];
IX.
Retaining jurisdiction of this action in accordance with the principles of equity and the
Federal Rules of Civil Procedure in order to implement and carry out the terms of all orders and
decrees that may be entered, or to entertain any suitable application or motion for additional
relief within the jurisdiction of this Court; and,
X.
Granting such other and further relief as this Court may deem just, equitable, or necessary
in connection with the enforcement of the federal securities laws and for the protection of
investors.
Dated:  March 3, 2023.
     Respectfully submitted,

     SECURITIES AND EXCHANGE COMMISSION

        /s/ Michael E. Welsh
 `    Michael E. Welsh
     Casey R. Fronk
     Attorneys for Plaintiff
  Securities and Exchange Commission

Michael E. Welsh (Massachusetts Bar No. 693537) 
[email protected] 
Casey R. Fronk (Illinois Bar No. 6296535) 
[email protected] 
Attorneys for Plaintiff 
Securities and Exchange Commission 
351 South West Temple, Suite 6.100 
Salt Lake City, Utah 84101 
Tel:  (801) 524-5796 
 

IN THE UNITED STATES DISTRICT COURT 
DISTRICT OF UTAH, NORTHERN DIVISION 

 
 
SECURITIES AND EXCHANGE 
COMMISSION, 
 

Plaintiff, 
 
v. 
 
GREEN UNITED, LLC, a Utah limited 
liability company; WRIGHT W. 
THURSTON, an individual; and 
KRISTOFFER A. KROHN, an individual; 
 

Defendants, 
 
TRUE NORTH UNITED INVESTMENTS, 
LLC, a Utah limited liability; and BLOCK 
BROTHERS, LLC, a Utah limited 
liability company; 
 

Relief Defendants. 
 

 
 

 
 

Case No.: 2:23-CV-00159  
 

 

 
COMPLAINT 

 
 

Plaintiff, Securities and Exchange Commission (the “Commission”), files this complaint 

against Green United, LLC, Wright W. Thurston, and Kristoffer A. Krohn (collectively, 

“Defendants”) and True North United Investments, LLC and Block Brothers, LLC (collectively, 

“Relief Defendants”) and alleges as follows:  

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SUMMARY 

1. This case concerns a fraudulent offering of securities perpetuated by Defendants 

Green United, LLC, d/b/a “Green” or “Set Power Free” (“Green United”), Wright W. Thurston, 

and Kristoffer A. Krohn, in connection with Defendants’ promotion and sale of purported crypto 

asset mining products.  

2. From at least April 2018 through at least December 2022, Defendants raised more 

than $18 million through the sale of investments in the form of so-called “Green Boxes” and 

“Green Nodes.”  In connection with this offering, Defendants falsely stated that these products 

mined a crypto asset called GREEN on a purported blockchain called the “Green Blockchain.” 

According to Defendants, Green United would leverage its expertise and resources to efficiently 

operate the investors’ Green Boxes and Green Nodes and distribute to each investor GREEN 

tokens earned through the mining operation.  At the same time, Defendants led investors to 

believe that Green United intended to develop the Green Blockchain to create a “public global 

decentralized power grid,” and, based on their efforts, that the GREEN token would therefore 

increase in value.  As a result, purchasers of Green Boxes and Green Nodes reasonably would 

have expected to profit from their investment based on the entrepreneurial and managerial efforts 

of Defendants.  

3. In reality, the Green Boxes and Green Nodes purchased by investors did not mine 

GREEN.  This is because GREEN, an ERC-20 token, was not a mineable crypto asset and the 

“Green blockchain” promoted by Defendants did not exist. Indeed, GREEN token were not 

created until several months after the initial offer and sale of Green Boxes to investors. In order 

to create the appearance of a successful mining operation, starting in 2019, Green United 

periodically distributed GREEN tokens to investors’ wallets.  Upon information and belief, these 

deposits of GREEN were not the result of mining, but instead were merely the result of a 

distribution conducted at the direction of Thurston.  And contrary to representations made at the 

time, GREEN had no realizable value as it was not trading in a secondary market. 

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4. Green United and Thurston used at least a significant portion of the funds raised 

from investors to finance the company’s operations and promotional activities.  Thurston 

recruited and paid commissions to Krohn, who acted as an unregistered securities broker to 

promote and sell Green Boxes, made numerous misrepresentations to investors about the present 

value of the GREEN token and returns on investment that investors could expect. 

5. The Commission seeks a permanent injunction enjoining Defendants from 

engaging in the transactions, acts, practices, and courses of business alleged in this Complaint, 

and a conduct based injunction prohibiting Krohn and Thurston from participating, directly or 

indirectly, in any unregistered securities offering, including any crypto asset securities offering. 

The Commission also seeks disgorgement of all ill-gotten gains from the unlawful conduct set 

forth here together with prejudgment interest, civil penalties, and such other relief as the Court 

may deem appropriate. 
 

JURISDICTION AND VENUE 

6. The Commission brings this action pursuant to Sections 20(b) and 20(d) of the 

Securities Act of 1933 (“Securities Act”) [15 U.S.C. § 77t(b) and (g)] and Sections 21(d) and (e) 

of the Securities Exchange Act of 1934 (“Exchange Act”) [15 U.S.C. § 78u(d) and (e)] to enjoin 

such acts, practices, and courses of business, and to obtain disgorgement, prejudgment interest, 

civil money penalties, and such other and further relief as this Court may deem just and 

appropriate. 

7. This Court has jurisdiction over this action pursuant to Section 22 of the 

Securities Act [15 U.S.C. § 77v] and Section 27 of the Exchange Act [15 U.S.C. § 78aa]. 

8. Venue is proper in this Court pursuant to Section 27 of the Exchange Act [15 

U.S.C. § 78aa] because Defendants are located and reside in, and transacted business in, the 

District of Utah and because one or more acts or transactions constituting the violations alleged 

herein occurred in the District of Utah.  

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9. Defendants, directly or indirectly, made use of the mails or the means or 

instrumentalities of interstate commerce in connection with the conduct alleged in this 

Complaint.  

DEFENDANTS 

10. Wright W. Thurston, age 46, resides in Provo and Midway, Utah. Thurston 

conceived of the Green business and created the GREEN token on or about October 16, 2018. 

Thurston founded Green United, and exercises some level of control over each of the Relief 

Defendants.  

11. Green United, LLC is a Utah limited liability company with its principal place of 

business in Orem, Utah. Founded by Thurston in or around May 2017, Green United was the 

operating entity used to sell Green Boxes to the public and to receive investor funds, and Green 

Box purchasers who paid in U.S. dollars wired their funds to a bank account in the name of 

Green United.  

12. Kristoffer A. Krohn, age 43, resides in Woodland Hills, Utah. Krohn is self-

employed as a business mentor and entrepreneur, primarily in real estate, and was retained by 

Thurston as an independent contractor to sell Green Boxes. In 2012, the Commission obtained 

injunctive relief against Krohn for violations of Sections 5(a), 5(c), and 17(a) of the Securities 

Act in SEC v. The Companies (TC), LLC et al., No. 2:12-cv-00765-DN (D. Utah 2012) due to 

misrepresentations he made in connection with a real estate investment program.  

RELIEF DEFENDANTS 

13. True North United Investments, LLC is a Utah limited liability company with 

its principal place of business in Midway, Utah. According to its certificate of organization, 

Thurston is True North United’s sole manager and registered agent. However, Thurston’s wife, 

Stephanie Thurston, is available to buy or sell as True North United Investment’s sole manager 

on the website for the Utah Division of Corporations.  

14. Block Brothers, LLC is a Utah limited liability company with its principal place 

of business in Orem, Utah. Thurston had control of Block Brother’s bank account during the 

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relevant time period. Green United transferred over $1.7 million in investor funds to Block 

Brothers. 
FACTS 

I. Background on Digital Asset and Blockchain Technology. 

15. A blockchain is a form of distributed ledger or peer-to-peer database that is spread 

across a network and records all transactions in the network in theoretically unchangeable, 

digitally recorded data packages called “blocks.” Each block contains a batch of records of 

transactions, including a timestamp and a reference to the previous block, so that the blocks 

together form a chain. The system relies on cryptographic techniques for securely recording 

transactions. A blockchain can be shared and accessed by anyone with appropriate permissions. 

Certain blockchains can also record what are called “smart contracts,” which are, essentially, 

computer programs designed as self-executing code when certain triggering conditions are met.  

One such smart-contract provisioned blockchain is the Ethereum blockchain. 

16. First developed in 2015, ERC-20 is a protocol standard for the creation of new 

crypto assets on the Ethereum Blockchain. The ERC-20 standard allows for the creation of 

customizable tokens that operate on the Ethereum blockchain. Since ERC-20 tokens rely on an 

existing blockchain and underlying technical architecture, new tokens can be created quickly by 

users with minimal technical expertise. To create an ERC-20 token, a person deploys a smart 

contract that is recorded on the Ethereum blockchain. 

17. An ERC-20 smart contract defines a set of standard terms such as the name of the 

token, the total supply of the token, and the Ethereum address(es) into which that supply will be 

initially distributed. Once an ERC-20 smart contracted is deployed on the Ethereum blockchain, 

the token supply is generated and is deposited into the address designated in the smart contract. 

The owner of that Ethereum address can then transfer the tokens to other addresses using the 

smart contract. These transfers are recorded as transactions on the Ethereum blockchain.  

18. Unlike ERC-20 tokens (such as GREEN), certain crypto assets like Bitcoin use 

the process of mining to generate new tokens. With such crypto assets, a new token is mined as a 

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reward for the miners who complete algorithms with cryptographic hash functions that verify 

new transactions on the Blockchain.  

II. Defendants Offered and Sold Green Boxes and Green Nodes as Securities.  

19. Beginning in at least April 2018 and continuing until at least December 2022, 

Defendants offered investors opportunities to profit from two crypto asset-related investment 

opportunities.   

Green Boxes 

20. Starting in or around April 2018, Green United, directly and indirectly through 

Thurston and Krohn, began offering investments in “Green Boxes,” which were described as 

crypto asset mining machines that would mine GREEN on a purported “Green Blockchain.”   

21. According to Green United’s website, the Green Blockchain is a “public global 

decentralized power grid” which provides a way to “capture, store and share energy peer to 

peer.” Defendants told investors the Green Blockchain generates GREEN through a calculation 

of the amount of energy consumed in mining other crypto assets.   

22. According to Defendants, the Green Blockchain purportedly converts this data 

into GREEN, which is then deposited in the wallet associated with the respective Green Box.  In 

reality, however, Green Boxes did not mine GREEN.  As explained in further detail below, the 

Green Boxes mined Bitcoin, which the investors did not receive. 

23. On or around April 9, 2018, a Green United affiliated entity hired Krohn and 

other affiliates to promote and sell Green Boxes.  As compensation for his services, Green 

United, through an affiliated entity, paid Krohn $550 for every $3,000 Green Box he sold. 

24. Soon thereafter, Krohn embarked on a sales campaign, which entailed the 

publication of numerous YouTube videos, several in-person events, and email blasts to Krohn’s 

followers.  In connection with these publications, Krohn touted Green Boxes as an investment 

with lucrative returns based on the efforts of Green United to increase the value of Green.  For 

example, during an April 2018 in-person presentation that Krohn later posted to YouTube, 

Krohn told prospective investors that GREEN was currently valued at $0.02 per token.  Later on 

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in that presentation, Krohn claimed that Green Boxes were producing $100 each month and, as a 

result, Green Boxes were generating 40% to 50% return by mining GREEN.   

25. Krohn made similar representations about potential investment returns and 

GREEN’s current value in other YouTube videos and in email communications with prospective 

investors.  For example, in an April 12, 2018 email to his followers, Krohn touted Green Boxes 

as a $3,000 investment “generating 100%+ ROIs.”   

26. Defendants told Initial Green Box investors that Green United would control all 

aspects of the mining operation.  As Thurston told investors during an April 9, 2018 recorded 

event, Green United would “do everything for you guys. We host them in one of our data 

centers; we take care of them completely. We do everything.”  In a February 18, 2019 email, 

Green emphasized that remote hosting by Green United was key to the venture’s profitability, 

because Green United possessed the “significant technical knowledge” required to operate Green 

Boxes, and Green United had access to inexpensive power, thus enabling each Green Box to 

mine more GREEN per unit of power.  As a result, purchasers of Green Boxes reasonably would 

have expected a return on their investment based on the entrepreneurial or managerial efforts of 

Thurston and Green Unites.  

27. Defendants similarly understood that the fortunes of investors were inextricably 

tied to Defendants’ efforts to increase the liquidity, demand, and ultimately, the value of GREEN 

tokens. Green United endeavored to get GREEN tokens made available for trading on a crypto 

asset trading platform, often described as an “exchange.” At the same time, Krohn assured 

investors that GREEN would be made available on a crypto asset trading platform within 

months. 

28. These efforts were not successful, and from April 2018 until the fall of 2020, 

GREEN was not made available for purchase or sale on any crypto asset trading platform.  

Therefore, any GREEN obtained by Green Box investors prior to the fall of 2020 was effectively 

worthless, as there was no secondary trading market. 

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29. In total, Green United raised approximately $5.4 million through the sale of Green 

Boxes to investors, which included approximately $4.5 million in US Dollars and $900,000 

worth of Bitcoin.   

30. For the proceeds of the offering that were in U.S. dollars, Green United pooled 

those funds into a single bank account it controlled. Green United subsequently transferred over 

$1.7 million from that account to Relief Defendant Block Brothers. 

31. Other investors purchased Green Boxes with Bitcoin, which totaled $900,000. 

32. By June 2020, Green United ceased offering and selling Green Boxes. 

Green Nodes 

33. In or around April 2019, after the offer and sales of Green Boxes was no longer 

profitable, Green began offering Green Nodes. 

34. Green United’s promotional materials describe Green Nodes as a software that 

can be downloaded to any computer and, once running will “mine” GREEN.  GREEN 

purportedly mined through the software would then be deposited into the investor’s Green 

wallet.   

35. Like Green Boxes, Green Nodes were promoted by Green United and Thurston as 

an investment, and purchasers of Green Nodes reasonably would have expected a return on their 

investment based on the managerial efforts of Thurston and Green United. For example, a May 

2022 promotional document, which, upon information and belief was created by a sales person 

hired by Green United to sell Green Nodes, described the “Rate of Return” for investors from the 

operation of Green Nodes to be 650%. Additionally, at least one widely viewed video promoting 

Green Nodes described it as an investment opportunity and discussed potential profits for 

investors. 

36. As described by Defendants, investors in Green Nodes had the option of running 

the Green Node software on their personal computer or on a remote server. For those who 

selected to use a remote server, once that initial election was made, investors did not have to do 

anything to operate the Green Nodes. Instead, the Nodes ran continuously on the remote server 

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without any effort by the investor. For those who ran their Green Nodes on their personal 

computers, once the software was downloaded, Green United’s website touted that investors did 

not need to do anything except turn their computers on, and software would ran automatically, 

generating GREEN.  As a result, whether an investor ran the Green Node software on their 

personal computer or on a remote server, each investor’s fortunes were reliant on Defendants’ 

entrepreneurial and managerial efforts in developing the Green Node software and managing the 

mining that was purportedly taking place. 

37. To purchase Green Nodes, investors were required to pay in Ether. Defendants 

sent each investor received a unique digital address in which to transfer their funds. Green Node 

investor funds flowed from the investors’ digital wallets, to the unique wallet, then directly to 

one of three receiving wallets, where investor funds were pooled and comingled with other 

funds. 

38. Defendants subsequently transferred the comingled investor funds to several 

additional crypto asset wallets, including a crypto asset wallet controlled by Thurston that 

received 1,285.51 Ether, presently valued at approximately $2 million. 

39. Comingled investor funds also flowed to accounts on two crypto asset platforms.  

One of these accounts that received investor funds is controlled by Thurston.  The second 

account is controlled by Relief Defendant True North United Investments.  

III. The Offer and Sale of Green Boxes and Green Nodes Were Investment Contracts. 

40. An investment contract (a type of security) exists when individuals or entities (a) 

invest money or otherwise exchange value (including dollars, bitcoin, and other consideration 

such as labor); (b) in a common enterprise; (c) with a reasonable expectation of profits to be 

derived from the entrepreneurial and managerial efforts of others. 

41. Here, and as described in more detail above: investors purchased Green Boxes 

and Green Nodes in exchange for United States currency, Bitcoin, or Ether; the money raised by 

Defendants was pooled to operate the purported mining operation and investors, whose fortunes 

were inextricably intertwined with those of Green United, shared in the profits and risks of the 

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enterprise as they were dependent on Green United’s expertise in successfully operating the 

purported mining operation; and they made these purchases with a reasonable expectation of 

profit in that the value of GREEN (and the anticipated return on investment) was predicated on 

the increased value of the GREEN due to Defendants’ efforts. Indeed, Defendants repeatedly led 

investors to believe that the value of GREEN would increase. 

IV. Defendants’ Representations to Investors Were Materially False and Misleading. 

42. In connection with the offer and sale of Green Boxes and Green Nodes, 

Defendants made multiple representations to investors that were materially false and misleading. 

43. Beginning in at least April 2018, Defendants represented to investors that Green 

Boxes and Green Nodes mined GREEN from the Green Blockchain. Defendants told investors 

that the Green Blockchain provides a way to “capture, store and share energy peer to peer” and 

that Green United had created a decentralized power grid. These statements made to investors by 

Green United and Krohn were materially false and misleading.   

44. Contrary to Defendants representations, Green Boxes did not mine GREEN.  

Green Boxes were merely “S9 Antminers,” a relatively inexpensive commercially-available 

Bitcoin mining hardware. Instead of mining GREEN, the Green Boxes mined Bitcoin, which the 

investors did not receive. 

45. In reality, GREEN is an ERC-20 token that did not exist in April 2018. Under 

Thurston’s direction, GREEN was deployed on the Ethereum blockchain on October 16, 2018, 

six months after the initial offer and sale of Green Boxes.  As is typical for ERC-20 tokens, once 

the GREEN smart contract was created, the total supply of GREEN was then immediately 

available for distribution.  GREEN therefore was not generated by the supposed mining process 

of Green Boxes or Green Nodes. 

46. At the same time, the supposed “Green Blockchain” described by Defendants did 

not exist.  Indeed, at the time of the initial offering of Green Boxes, upon information and belief, 

Green United had taken no meaningful steps towards building the “decentralized power grid” it 

described in its promotional materials.   

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47. Likewise, Green United and Thurston’s representations to investors that Green 

Nodes mined GREEN were false and misleading. Green Nodes do not mine GREEN and, upon 

information and belief, the Green Nodes do not otherwise generate GREEN.  

48. In connection with his promotion of Green Boxes, Krohn aggressively touted the 

value of the GREEN token and in so doing made multiple misrepresentations.  For example, 

during an April 2018 in-person presentation that Thurston attended and that Krohn later posted to 

YouTube, Krohn told investors that: (a) GREEN was currently valued at $0.02 per token; (b) 

GREEN was producing $100 each month and; and (c) Green Boxes were generating 40% to 50% 

return by mining GREEN.  Krohn repeated these claims on several subsequent video 

presentations and in emails to prospective investors in or around April and May 2018.  

49. None of these statements were true at the time they were made. As set forth 

above, GREEN was not created until October 16, 2018, several months after these statements 

were made. Moreover, Krohn should have known that GREEN was not valued at $0.02 per token 

because he easily could have ascertained that GREEN was not available to buy or sell on any 

crypto asset trading platforms until in or around the fall of 2020, when it was available to buy or 

sell on one such platform.  GREEN is currently valued on that crypto asset trading platform at 

the equivalent of approximately $0.004 and, upon information and belief, GREEN value has 

never reached the value of $0.02 per token. 

50. Contrary to Krohn’s statement, Green Boxes were not generating a “40% to 50% 

return” by mining GREEN.  Indeed, investors did not receive any GREEN until January 26, 

2019.  Upon information and belief, these distributions were conducted by Green United, at the 

direction of Thurston.   

51. Krohn should have known that his statements in the above paragraphs were 

because he easily could have ascertained that GREEN was not available to buy or sell on any 

crypto asset trading platforms. Krohn had no reasonable basis to claim that investors were 

generating a 40% to 50% return from mining GREEN in 2018, as no investors had even received 

any GREEN at that time.   

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V. Thurston and Green United Acted With Scienter. 

52. Thurston and Green United knowingly or recklessly engaged in the fraudulent 

scheme detailed in the paragraphs above.  

53. Contrary to representations made under Thurston’s direction, Thurston knew or 

was reckless in not knowing that Green Boxes and Green Nodes did not mine GREEN, but 

merely served as a method to raise funds. And, GREEN was distributed to investors, not through 

any mining, but through Thurston directing changes to the Green smart contract, which was 

deployed on the Ethereum blockchain. Green Boxes and Green nodes were Green United’s 

primary products, and Thurston knew or was reckless in not knowing that they did not work in 

the way that he represented to investors.  

54. Thurston’s scienter is also evident through his knowledge of and involvement in 

Krohn’s fraud. Thurston was present at the April 2018 in-person presentation where Krohn made 

several misrepresentations regarding the value of GREEN and the potential profits investors 

could receive. Even though Thurston subsequently acknowledged that Krohn made 

misrepresentations during the presentation, Thurston never corrected Krohn’s statements. 

Instead, Thurston participated in a question-and-answer session during that presentation and did 

nothing to correct Krohn’s misrepresentations, thereby lending credence to Krohn’s statements.  

55. By means of his promotional activities, Krohn succeeded in selling nearly 1,000 

Green Boxes to over 150 investors, raising roughly $3 million between April and October 2018. 

In total, Krohn received over $545,090 in commissions.  Krohn did not tell investors he was 

receiving a commission on the Green Boxes he sold. 

56. These misrepresentations and omissions described above would be material to a 

reasonable investor, and a reasonable investor would not have purchased Green Boxes or Green 

Nodes had he or she known of them.  

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FIRST CLAIM FOR RELIEF 

Violations of Section 5(a) and (c) of the Securities Act [15 U.S.C. § 77e(a) and (c)] 

(Against All Defendants) 

57. The Commission re-alleges and incorporates by reference each and every 

allegation in paragraphs 1–56, inclusive, as if they were fully set forth herein. 

58. Defendants, by engaging in the conduct described above, directly or indirectly, 

through use of the means or instruments of transportation or communication in interstate 

commerce or the mails, offered to sell or sold securities or, directly or indirectly, carried such 

securities through the mails or in interstate commerce, for the purpose of sale or delivery after 

sale. 

59. No registration statement has been filed with the Commission or has been in 

effect with respect to these securities. 

60. By reason of the foregoing, Defendants directly or indirectly violated, and unless 

enjoined with continue to violate, Sections 5(a) and (c) of the Securities Act [15 U.S.C. § 77 e(a) 

and (c)].  

SECOND CLAIM FOR RELIEF 

Violations of Section 17(a)(1) of the Securities Act [15 U.S.C. § 77q(a)(1)] 

(Against Green United and Thurston) 

61. The Commission re-alleges and incorporates by reference each and every 

allegation in paragraphs 1–60, inclusive, as if they were fully set forth herein.  

62. By engaging in the conduct described above, Green United and Thurston directly 

or indirectly, individually or in concert with others, in the offer and sale of securities, by use of 

the means and instruments of transportation and communication in interstate commerce or by use 

of the mails has employed devices, schemes, or artifices to defraud.  

63. Green United and Thurston engaged in the above-referenced conduct knowingly 

or with severe recklessness. 

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64. By reason of the foregoing, Green United and Thurston violated and, unless 

enjoined, will continue to violate Section 17(a)(1) of the Securities Act [15 U.S.C. § 77q(a)(1)].  

THIRD CLAIM FOR RELIEF 

Violations of Section 17(a)(2) of the Securities Act [15 U.S.C. § 77q(a)(2)] 

(Against Green United and Krohn) 

65. The Commission re-alleges and incorporates by reference each and every 

allegation in paragraphs 1–64, inclusive, as if they were fully set forth herein.  

66. By engaging in the conduct described above, Green United and Krohn, directly or 

indirectly, individually or in concert with others, in the offer and sale of securities, by use of the 

means and instruments of transportation and communication in interstate commerce or by use of 

the mails have obtained money or property by means of untrue statements of material fact or 

omissions to state material facts necessary in order to make the statements made, in light of the 

circumstances under which they were made, not misleading. 

67. Green United and Krohn were at least negligent in their conduct and in the untrue 

and misleading statements alleged herein. 

68. By reason of the foregoing, Green United and Krohn violated and, unless 

enjoined, will continue to violate Section 17(a)(2) of the Securities Act [15 U.S.C. § 77q(a)(2)]. 

FOURTH CLAIM FOR RELIEF 

Violations of Section 17(a)(3) of the Securities Act [15 U.S.C. § 77q(a)(3)] 

(Against All Defendants) 

69. The Commission re-alleges and incorporates by reference each and every 

allegation in paragraphs 1–68, inclusive, as if they were fully set forth herein.  

70. By engaging in the conduct described above, Green United Thurston, and Krohn, 

directly or indirectly, individually or in concert with others, in the offer and sale of securities, by 

use of the means and instruments of transportation and communication in interstate commerce or 

by use of the mails engaged in transactions, practices, or courses of business which operated or 

would operate as a fraud or deceit. 

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71. Green United, Thurston, and Krohn were at least negligent in their conduct and in 

the untrue and misleading statements alleged herein. 

72. By reason of the foregoing, Green United, Thurston, and Krohn and violated and, 

unless enjoined, will continue to violate Section 17(a)(3) of the Securities Act [15 U.S.C. § 

77q(a)(3)]. 

FIFTH CLAIM FOR RELIEF 

Violations of Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Exchange Act Rule 

10b-5(a) and (c) [17 C.F.R. § 240.10b-5(a) and (c)] 

(Against Green United and Thurston) 

73. The Commission re-alleges and incorporates by reference each and every 

allegation in paragraphs 1–73, inclusive, as if they were fully set forth herein.  

74. By engaging in the conduct described above, Green United and Thurston, directly 

or indirectly, individually or in concert with others, in connection with the purchase or sale of 

securities, by use of the means and instrumentalities of interstate commerce or by use of the 

mails has (a) employed devices, schemes, and artifices to defraud; and (b) engaged in acts, 

practices, and course of business which operated as a fraud and deceit upon purchasers, 

prospective purchasers, and other persons. 

75. Green United and Thurston engaged in the above-referenced conduct knowingly 

or with severe recklessness. 

76. By reason of the foregoing, Green United and Thurston violated and, unless 

enjoined, will continue to violate Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and 

Exchange Act Rule 10b-5 [17 C.F.R. § 240.10b-5]. 

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SIXTH CLAIM FOR RELIEF 

Violations of Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Exchange Act Rule 

10b-5(b) [17 C.F.R. § 240.10b-5(b)] 

(Against Green United) 

77. The Commission re-alleges and incorporates by reference each and every 

allegation in paragraphs 1–76, inclusive, as if they were fully set forth herein.  

78. By engaging in the conduct described above, Green United, directly or indirectly, 

individually or in concert with others, in connection with the purchase or sale of securities, by 

use of the means and instrumentalities of interstate commerce or by use of the mails has  (b) 

made untrue statements of material facts or omitted to state material facts necessary in order to 

make the statements made, in light of the circumstances under which they were made, not 

misleading 

79. Green United engaged in the above-referenced conduct knowingly or with severe 

recklessness. 

80. By reason of the foregoing Green United violated and, unless enjoined, will 

continue to violate Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Exchange Act 

Rule 10b-5 [17 C.F.R. § 240.10b-5]. 

SEVENTH CLAIM FOR RELIEF 

 Violations of Section 15(a)(1) of the Exchange Act [15 U.S.C. § 78o(a)(1)] 

(Against Krohn) 

81. The Commission re-alleges and incorporates by reference each and every 

allegation in paragraphs 1–80, inclusive, as if they were fully set forth herein. 

82. By engaging in the conduct described above, Krohn made use of the mails or 

other means or instrumentalities of interstate commerce to effect transactions in, to induce, and 

to attempt to induce, the purchase and sale of securities for the accounts of others while not 

registered with the SEC a broker and when Krohn was not associated with an entity registered 

with the SEC as a broker. 

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83. By reason of the foregoing Krohn violated, and unless enjoined will likely again 

violate, Section 15(a)(1) of the Exchange Act [15 U.S.C. §78o(a)(1)]. 

EIGHTH CLAIM FOR RELIEF 

Equitable Disgorgement  

(Against All Relief Defendants) 

84. The Commission re-alleges and incorporates by reference each and every 

allegation in paragraphs 1–83, inclusive, as if they were fully set forth herein. 

85. Block Brothers and True North United Investments obtained money, property, 

and assets as a result of the violations of the securities laws by Green United, Thurston, and 

Krohn, to which they have no legitimate claim. 

86. Block Brothers and True North United Investments should be required to disgorge 

all ill-gotten gains which inured to their benefit under the equitable doctrines of disgorgement, 

unjust enrichment and constructive trust. 

PRAYER FOR RELIEF 

WHEREFORE, the Commission respectfully requests that this Court enter a final 

judgment: 

I. 

Permanently restraining and enjoining Defendants from, directly or indirectly, engaging 

in conduct in violation of Sections 5 of the Securities Act [15 U.S.C. § 77e]; 

II. 

Permanently restraining and enjoining Krohn from, directly or indirectly, engaging in 

conduct in violation of Sections 17(a)(2) and (3) of the Securities Act [15 U.S.C. §§ 77q(a)(2) 

and (3)]; 

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III. 

Permanently restraining and enjoining Green United and Thurston from, directly or 

indirectly, engaging in conduct in violation of Section 17(a) of the Securities Act [15 U.S.C. 

§§ 77q(a)]; 

IV. 

Permanently restraining and enjoining Green United and Thurston from, directly or 

indirectly, engaging in conduct in violation of Sections 10(b) of the Exchange Act [15 U.S.C. 

§ 78j(b)] and Exchange Act Rule 10b–5 [17 C.F.R. § 240.10b–5]; 

V. 

 Permanently restraining and enjoining Krohn from, directly or indirectly, engaging in 

conduct in violation of Section 15(a)(1) of the Exchange Act [15 U.S.C. §78o(a)(1)]; 

VI. 

 Permanently restraining and enjoining Thurston and Krohn from directly or indirectly, 

including but not limited to, through any entity controlled by either of them, participating in the 

issuance, purchase, offer, or sale of any security, including any crypto asset security, provided 

however that such injunction shall not prevent either of them from purchasing or selling 

securities for either of their personal accounts; 

VII. 

Ordering Defendants and Relief Defendants to disgorge all ill-gotten gains or unjust 

enrichment derived from the activities set forth in this Complaint, together with prejudgment 

interest thereon; 

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 VIII.  

Ordering Defendants to pay a civil penalties pursuant to Section 20(d) of the Securities 

Act [15 U.S.C. § 77t(d)] and Section 21(d)(3) of the Exchange Act [15 U.S.C. § 78u(d)(3)]; 

IX. 

Retaining jurisdiction of this action in accordance with the principles of equity and the 

Federal Rules of Civil Procedure in order to implement and carry out the terms of all orders and 

decrees that may be entered, or to entertain any suitable application or motion for additional 

relief within the jurisdiction of this Court; and, 

X. 

Granting such other and further relief as this Court may deem just, equitable, or necessary 

in connection with the enforcement of the federal securities laws and for the protection of 

investors. 

Dated:  March 3, 2023. 

     Respectfully submitted, 

 

     SECURITIES AND EXCHANGE COMMISSION 

 

        /s/ Michael E. Welsh                   
 `    Michael E. Welsh 
     Casey R. Fronk 
     Attorneys for Plaintiff 

  Securities and Exchange Commission 
 

 

       

 

 

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