SEC v. Andrew Waters; and Helen Q. Waters, No. 2:23-cv-06799-GW, Central District of California (Nov. 26, 2025) — Judgment
raw: Final Judgment By Default Against Andrew Wyles Waters
Final Judgment By Default Against Andrew Wyles Waters, No. 2:23-cv-06799-GW (Nov. 26, 2025)
The SEC obtained a default judgment against Andrew Wyles Waters and Helen Q. Waters for securities fraud, imposing significant financial penalties and permanent injunctions.
The court ordered Andrew Waters to pay $1,939,426.48 in individual disgorgement plus $600,149.94 in prejudgment interest. Andrew and Helen Waters are also jointly and severally liable for $446,565.27 in disgorgement and $93,754.88 in interest. The judgment includes permanent injunctions against Waters for violating the Securities Exchange Act of 1934 and the Securities Act of 1933.
The Securities and Exchange Commission successfully obtained a default judgment in the Central District of California against Andrew Wyles Waters and relief defendant Helen Q. Waters. The defendants were found liable for violations of Section 10(b) of the Exchange Act and Section 17(a) of the Securities Act involving fraudulent schemes and unregistered transactions. Andrew Waters faces individual liability for $1,939,426.48 in disgorgement and $600,149.94 in prejudiment interest. Additionally, both Andrew and Helen Waters are jointly and severally liable for $446,565.27 in disgorgement plus $93,754.88 in interest, while Helen Waters is individually liable for $6,300.00 in disgorgement and $1,322.67 in interest. The court imposed permanent injunctions prohibiting Waters from participating in penny stock offerings and serving as an officer or director of registered issuers. Furthermore, Waters is enjoined from engaging in any future unregistered securities transactions or further securities fraud.
Extracted insights
- $1.94M $1,939,426 $1M–$10M
- $600K $600,149 $100K–$1M
- $447K $446,565 $100K–$1M
- $236K $236,451 $100K–$1M
- $94K $93,754 $10K–$100K
- $6K $6,300 <$10K
- $1K $1,322 <$10K
- person andrew waters
- agency Securities and Exchange Commission
- court united states district court
- Securities And Exchange Commission filed motion for default judgment against Andrew Waters
- Securities And Exchange Commission filed motion for default judgment against Helen Waters
- United States District Court granted motion for default judgment
- Andrew Waters permanently restrained from violating Section 10(b) of the Securities Exchange Act of 1934
- Andrew Waters permanently restrained from violating Rule 10b-5
- Andrew Waters permanently restrained from violating Section 17(a) of the Securities Act of 1933
- Andrew Waters permanently restrained from participating in the issuance, purchase, offer, or sale of any security
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UNITED STATES DISTRICT COURT
CENTRAL DISTRICT OF CALIFORNIA
WESTERN DIVISION
SECURITIES AND EXCHANGE
COMMISSION,
Plaintiff,
vs.
ANDREW WYLES WATERS,
Defendant, and
HELEN Q. WATERS,
Relief Defendant.
Case No. CV 23-6799-GW-JCx
FINAL JUDGMENT BY DEFAULT
JS-6
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The Court having granted Plaintiff Securities and Exchange Commission’s
motion for default judgment against Defendant Andrew Waters and Relief Defendant
Helen Waters,
I.
IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant
Andrew Waters is permanently restrained and enjoined from violating, directly or
indirectly, Section 10(b) of the Securities Exchange Act of 1934 (the Exchange Act),
15 U.S.C. § 78j(b), and Rule 10b-5, 17 C.F.R. § 240.10b-5, by using any means or
instrumentality of interstate commerce, or of the mails, or of any facility of any
national securities exchange, in connection with the purchase or sale of any security:
(a) to employ any device, scheme, or artifice to defraud;
(b) to make any untrue statement of a material fact or to omit to state a
material fact necessary in order to make the statements made, in the light
of the circumstances under which they were made, not misleading; or
(c) to engage in any act, practice, or course of business that operates or
would operate as a fraud or deceit upon any person.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as
provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also
binds the following who receive actual notice of this Default Judgment by personal
service or otherwise: (a) Defendant’s officers, agents, servants, employees, and
attorneys; and (b) other persons in active concert or participation with Defendant or
with anyone described in (a).
II.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant
Andrew Waters is permanently restrained and enjoined from violating Section 17(a)
of the Securities Act of 1933 (the Securities Act), 15 U.S.C. § 77q(a), in the offer or
sale of any security by the use of any means or instruments of transportation or
communication in interstate commerce or by use of the mails, directly or indirectly:
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(a) to employ any device, scheme, or artifice to defraud;
(b) to obtain money or property by means of any untrue statement of a
material fact or any omission of a material fact necessary in order to
make the statements made, in light of the circumstances under which
they were made, not misleading; or
(c) to engage in any transaction, practice, or course of business that operates
or would operate as a fraud or deceit upon the purchaser.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as
provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also
binds the following who receive actual notice of this Default Judgment by personal
service or otherwise: (a) Defendant’s officers, agents, servants, employees, and
attorneys; and (b) other persons in active concert or participation with Defendant or
with anyone described in (a).
III.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant
Andrew Waters is permanently restrained and enjoined from directly or indirectly,
including, but not limited to, through any entity owned or controlled by him,
participating in the issuance, purchase, offer, or sale of any security in an unregistered
transaction, provided, however, that such injunction shall not prevent Waters from
purchasing or selling securities listed on a national securities exchange for his own
personal account.
IV.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, pursuant
to Section 20(g) of the Securities Act, 15 U.S.C. § 77t(g), and Section 21(d)(6) of the
Exchange Act, 15 U.S.C. § 78u(d)(6), Defendant Andrew Waters is permanently and
unconditionally prohibited from participating in an offering of penny stock, including
engaging in activities with a broker, dealer, or issuer for purposes of issuing, trading,
or inducing or attempting to induce the purchase or sale of any penny stock.
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V.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, pursuant
to Section 20(e) of the Securities Act, 15 U.S.C. § 77t(e), and Section 21(d)(2) of the
Exchange Act, 15 U.S.C. § 78u(d)(2), Defendant Andrew Waters is permanently and
unconditionally prohibited from acting as an officer or director of any issuer that has
a class of securities registered pursuant to Section 12 of the Exchange Act, 15 U.S.C.
§ 78l, or that is required to file reports pursuant to Section 15(d) of the Exchange Act,
15 U.S.C. § 78o(d).
VI.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that
(a) Defendant Andrew Waters is liable, on an individual basis, for
disgorgement of $1,939,426.48, plus prejudgment interest in the amount
of $600,149.94;
(b) Defendant Andrew Waters and Relief Defendant Helen Waters are
liable, jointly and severally, for disgorgement of $446,565.27, plus
prejudgment interest in the amount of $93,754.88;
(c) Relief Defendant Helen Waters is liable, on an individual basis, for
disgorgement of $6,300.00, plus prejudgment interest in the amount of
$1,322.67; and
(d) Defendant Andrew Waters is liable, on an individual basis, for a civil
penalty in the amount of $236,451.00.
Defendant and Relief Defendant may transmit payment electronically to the
Commission, which will provide detailed ACH transfer/Fedwire instructions upon
request. Payment may also be made directly from a bank account via Pay.gov through
the SEC website at http://www.sec.gov/about/offices/ofm.htm. Defendant and Relief
Defendant may also pay by certified check, bank cashier’s check, or United States
postal money order payable to the Securities and Exchange Commission, which shall
be delivered or mailed to:
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Enterprise Services Center
Accounts Receivable Branch
6500 South MacArthur Boulevard
Oklahoma City, OK 73169
and shall be accompanied by a letter identifying the case title, civil action number,
and name of this Court; Defendant’s/Relief Defendant’s name in this action; and
specifying that payment is made pursuant to this Default Judgment.
The Commission may enforce the Court’s judgment for disgorgement and
prejudgment interest by using all collection procedures authorized by law, including,
but not limited to, moving for civil contempt at any time after 30 days following entry
of this Default Judgment.
The Commission may enforce the Court’s judgment for a civil penalty by the
use of all collection procedures authorized by law, including the Federal Debt
Collection Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil contempt
for the violation of any Court orders issued in this action.
Defendant and Relief Defendant shall pay post judgment interest on any
amounts due after 30 days of the entry of this Default Judgment pursuant to 28 U.S.C.
§ 1961. The Commission shall hold the funds, together with any interest and income
earned thereon pending further order of the Court.
The Commission may propose a plan to distribute the Fund subject to the
Court’s approval. Such a plan may provide that the Fund shall be distributed pursuant
to the Fair Fund provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002. The
Court shall retain jurisdiction over the administration of any distribution of the Fund
and the Fund may only be disbursed pursuant to an Order of the Court.
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VII.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court
shall retain jurisdiction of this matter for the purposes of enforcing the terms of this
Default Judgment.
DATED: October 16, 2025 ______________________
HON. GEORGE H. WU,
United States District Judge
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UNITED STATES DISTRICT COURT
CENTRAL DISTRICT OF CALIFORNIA
WESTERN DIVISION
SECURITIES AND EXCHANGE
COMMISSION,
Plaintiff,
vs.
ANDREW WYLES WATERS,
Defendant, and
HELEN Q. WATERS,
Relief Defendant.
Case No. CV 23-6799-GW-JCx
FINAL JUDGMENT BY DEFAULT
JS-6
Case 2:23-cv-06799-GW-JC Document 143 Filed 10/16/25 Page 1 of 6 Page ID
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The Court having granted Plaintiff Securities and Exchange Commission’s
motion for default judgment against Defendant Andrew Waters and Relief Defendant
Helen Waters,
I.
IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant
Andrew Waters is permanently restrained and enjoined from violating, directly or
indirectly, Section 10(b) of the Securities Exchange Act of 1934 (the Exchange Act),
15 U.S.C. § 78j(b), and Rule 10b-5, 17 C.F.R. § 240.10b-5, by using any means or
instrumentality of interstate commerce, or of the mails, or of any facility of any
national securities exchange, in connection with the purchase or sale of any security:
(a) to employ any device, scheme, or artifice to defraud;
(b) to make any untrue statement of a material fact or to omit to state a
material fact necessary in order to make the statements made, in the light
of the circumstances under which they were made, not misleading; or
(c) to engage in any act, practice, or course of business that operates or
would operate as a fraud or deceit upon any person.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as
provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also
binds the following who receive actual notice of this Default Judgment by personal
service or otherwise: (a) Defendant’s officers, agents, servants, employees, and
attorneys; and (b) other persons in active concert or participation with Defendant or
with anyone described in (a).
II.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant
Andrew Waters is permanently restrained and enjoined from violating Section 17(a)
of the Securities Act of 1933 (the Securities Act), 15 U.S.C. § 77q(a), in the offer or
sale of any security by the use of any means or instruments of transportation or
communication in interstate commerce or by use of the mails, directly or indirectly:
Case 2:23-cv-06799-GW-JC Document 143 Filed 10/16/25 Page 2 of 6 Page ID
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(a) to employ any device, scheme, or artifice to defraud;
(b) to obtain money or property by means of any untrue statement of a
material fact or any omission of a material fact necessary in order to
make the statements made, in light of the circumstances under which
they were made, not misleading; or
(c) to engage in any transaction, practice, or course of business that operates
or would operate as a fraud or deceit upon the purchaser.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as
provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also
binds the following who receive actual notice of this Default Judgment by personal
service or otherwise: (a) Defendant’s officers, agents, servants, employees, and
attorneys; and (b) other persons in active concert or participation with Defendant or
with anyone described in (a).
III.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant
Andrew Waters is permanently restrained and enjoined from directly or indirectly,
including, but not limited to, through any entity owned or controlled by him,
participating in the issuance, purchase, offer, or sale of any security in an unregistered
transaction, provided, however, that such injunction shall not prevent Waters from
purchasing or selling securities listed on a national securities exchange for his own
personal account.
IV.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, pursuant
to Section 20(g) of the Securities Act, 15 U.S.C. § 77t(g), and Section 21(d)(6) of the
Exchange Act, 15 U.S.C. § 78u(d)(6), Defendant Andrew Waters is permanently and
unconditionally prohibited from participating in an offering of penny stock, including
engaging in activities with a broker, dealer, or issuer for purposes of issuing, trading,
or inducing or attempting to induce the purchase or sale of any penny stock.
Case 2:23-cv-06799-GW-JC Document 143 Filed 10/16/25 Page 3 of 6 Page ID
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V.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, pursuant
to Section 20(e) of the Securities Act, 15 U.S.C. § 77t(e), and Section 21(d)(2) of the
Exchange Act, 15 U.S.C. § 78u(d)(2), Defendant Andrew Waters is permanently and
unconditionally prohibited from acting as an officer or director of any issuer that has
a class of securities registered pursuant to Section 12 of the Exchange Act, 15 U.S.C.
§ 78l, or that is required to file reports pursuant to Section 15(d) of the Exchange Act,
15 U.S.C. § 78o(d).
VI.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that
(a) Defendant Andrew Waters is liable, on an individual basis, for
disgorgement of $1,939,426.48, plus prejudgment interest in the amount
of $600,149.94;
(b) Defendant Andrew Waters and Relief Defendant Helen Waters are
liable, jointly and severally, for disgorgement of $446,565.27, plus
prejudgment interest in the amount of $93,754.88;
(c) Relief Defendant Helen Waters is liable, on an individual basis, for
disgorgement of $6,300.00, plus prejudgment interest in the amount of
$1,322.67; and
(d) Defendant Andrew Waters is liable, on an individual basis, for a civil
penalty in the amount of $236,451.00.
Defendant and Relief Defendant may transmit payment electronically to the
Commission, which will provide detailed ACH transfer/Fedwire instructions upon
request. Payment may also be made directly from a bank account via Pay.gov through
the SEC website at http://www.sec.gov/about/offices/ofm.htm. Defendant and Relief
Defendant may also pay by certified check, bank cashier’s check, or United States
postal money order payable to the Securities and Exchange Commission, which shall
be delivered or mailed to:
Case 2:23-cv-06799-GW-JC Document 143 Filed 10/16/25 Page 4 of 6 Page ID
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Enterprise Services Center
Accounts Receivable Branch
6500 South MacArthur Boulevard
Oklahoma City, OK 73169
and shall be accompanied by a letter identifying the case title, civil action number,
and name of this Court; Defendant’s/Relief Defendant’s name in this action; and
specifying that payment is made pursuant to this Default Judgment.
The Commission may enforce the Court’s judgment for disgorgement and
prejudgment interest by using all collection procedures authorized by law, including,
but not limited to, moving for civil contempt at any time after 30 days following entry
of this Default Judgment.
The Commission may enforce the Court’s judgment for a civil penalty by the
use of all collection procedures authorized by law, including the Federal Debt
Collection Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil contempt
for the violation of any Court orders issued in this action.
Defendant and Relief Defendant shall pay post judgment interest on any
amounts due after 30 days of the entry of this Default Judgment pursuant to 28 U.S.C.
§ 1961. The Commission shall hold the funds, together with any interest and income
earned thereon pending further order of the Court.
The Commission may propose a plan to distribute the Fund subject to the
Court’s approval. Such a plan may provide that the Fund shall be distributed pursuant
to the Fair Fund provisions of Section 308(a) of the Sarbanes-Oxley Act of 2002. The
Court shall retain jurisdiction over the administration of any distribution of the Fund
and the Fund may only be disbursed pursuant to an Order of the Court.
Case 2:23-cv-06799-GW-JC Document 143 Filed 10/16/25 Page 5 of 6 Page ID
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VII.
IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court
shall retain jurisdiction of this matter for the purposes of enforcing the terms of this
Default Judgment.
DATED: October 16, 2025 ______________________
HON. GEORGE H. WU,
United States District Judge
Case 2:23-cv-06799-GW-JC Document 143 Filed 10/16/25 Page 6 of 6 Page ID
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