SEC v. JOHN DOE, No. LR-24766, Southern District of New York (Jan. 1, 2020) — Press Release

!~Fi""•::=.~~=~{=~=:=('= ).,=. Y=F=IL=E] ~·~ "i ~~LJ
00'-' ,_,_4 __ ~ ! UNITED sTATEs 01sTRICT c o u arR; u; VJ ..;. 1 1.:: ·J::, \
DATE Fll ~~ SOUTHERN DISTRICT OF NEW YO

1

~ ---------------. \ \... F~ , e ,oio
SECURrTlES AND '.!IJOGE l<.".Pl.~l'S 0!;AM9ER~ I
EXCHANGE COMMlSSION,

Plaintiff,
15-cv-04290 (LAK)

v.

PTG CAPITAL PARTNERS LTD,etal.,

Defendants.

FL~AL JUDGMENT AS TO DEFENDANT
STRATEGIC CAPITAL PARTNERS MUSTER LIMITED

The Securities and Exchange Commission having filed a Complaint and Defendant

Strategic Capital Partners Muster Limited having entered a general appearance; consented to the

Court's jurisdiction over Defendant and the subject matter of this action; consented to entry of

this Final Judgment without admitting or denying the allegations of the Complaint (except as to

jurisdiction); waived findings of fact and conclusions of Jaw; and waived any right to appeal

from this Final Judgment:

JT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is

pennanently restrained and enjoined from violating, directly or indirectly, Section IO(b) of the

Securities Exchange Act of 1934 (the "Exchange Act") [15 U.S.C. § 78j(b)) and Rule !Ob-5

promulgated thereunder [ l 7 C.F.R. § 240.1 Ob-5J, by using any means or instrumentality of

l:15-cv-04290-LAK Document 70 Filed 02/27/20 Page 2 of 6

interstate commerce, or of the mails, or of any facility of any national securities exchange, in

coMection 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 d1ey were made, not misleading; or

(c) to engage in any act, practice, or course of business which 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 Final 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 HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant

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)J in the oiler 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:

(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

2

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 which 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 Final 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 HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant

is permanently restrained and enjoined from violating Section 14(e) of the Exchange Act [15

U.S.C. § 78n(e)] and Rule 14e-8 [17 C.F.R. § 240.14e-8] promulgated thereunder, in connection

with any tender offer or request or invitation for tenders, from engaging in any fraudulent,

deceptive, or manipulative act or practice, by publicly announcing plans to make a tender offer

that has not yet been commenced:

(a) without the intention to commence the offer within a reasonable time and

complete the offer;

(b) intending, directly or indirectly, for the announcement to manipulate the

market price of the stock of the bidder or subject company; or

(c) without the reasonable belief that Defendant (or a party on whose behalf

Defendant is acting) will have the means to purchase securities to

complete the offer.

3

l :15-cv-04290-LAK Document 70 Filed 02/27/20 Page 4 of 6

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 Final Judgment by personal service or otherwise: (a) Defendant's

officers, agents, ser...ants, employees, and attorneys; and (b) other persons in active concert or

participation with Defendant or with anyone described in (a).

IV.

IT lS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant is

liable for disgorgement of$28,079, representing profits gained as a result of the conduct alleged

in the Complaint, together with prejudgment interest thereon in the amount of$716.59, and a

civil penalty in the amount of$500,000 pursuant to Section 20(d) of the Securities Act [15

U.S.C. § 77t(d)) and Section 2l(d) of the Exchange Act [15 U.S.C. § 78u(d)]. The Commission

may enforce the Court's judgment for disgorgement and prejudgment interest by moving for

civil contempt (and/or through other collection procedures authorized by law) at any time after

30 days fol lowing entry of this Final Judgment. Defendant shall pay post judgment interest on

any delinquent amounts pursuant to 28 U.S.C. § 1961.

V.

lT IS HEREBY ORDERED, ADJUDGED, AND DECREED that within 3 days after

being served with a copy of this Final Judgment, Interactive Brokers LLC ("Interactive

Brokers") shall transfer $528,795.59 in cash from the following Interactive Brokers accounts,

which were frozen pursuant to an Order of this Court, to the Commission:

Account Owner Acct. Ending in:

Strategic Capital Partners Muster Limited *652-6

Strategic Capital Partners Muster Limited *652-6F

4

(hereinafter, the "Strategic Capital Accounts"). Interactive Brokers 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. Interactive Brokers also may

transfer these funds 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

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; and specifying that payment is made pursuant to this Final Judgment.

VI.

IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that within 7 days after

transferring $528,795.59 in cash from the Strategic Capital Accounts to the Commission,

Interactive Brokers shall liquidate, sell, and/or convert to cash all of the securities in the

Strategic Capital Account and transfer the remaining cash balance of the Strategic Capital

Accounts to Kushner Law Group, PLLC, c/o Michael P. Kushner, Esq. Interactive Brokers

may transmit payment electronically to the Kushner Law Group, PLLC, which will provide

detailed ACH transfer/Fedwire instructions upon request. Interactive Brokers also may transfer

these funds by certified check, bank cashier's check, or United States postal money order

payable to Kushner Law Group, PLLC, which shall be delivered or mailed to

5

l:15-cv-04290-LAK Document 70 Filed 02/27/20 Page 6 of 6

Kushner Law Group, PLLC
c/o Michael P. Kushner, Esq.
16 Court Street, 36th Floor
Brooklyn, NY 11241.

Vil.

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent is

incorporated herein with the same force and effect as jf fully set forth herein, and that Defendant

shall comply with all of the undertakings and agreements set forth therein.

Vlll.

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 Final Judgment.

IX.

There being no just reason for delay, pursuantto Rule 54{b) of the Federal Rules of Civil

Procedure, the Clerk is ordered to e.nter this Final Judgment forthwith and without further notice.

Dated:

6

Case 1:15-cv-04290-LAK E!J)Oc~,2/27/20 Page 1 of 6 

!~Fi""•::=.~~=~{=~=:=('= ).,=. Y=F=IL=E] ~·~ "i ~~LJ 
00'-' ,_,_4 __ ~ ! UNITED sTATEs 01sTRICT c o u arR; u; VJ ..;. 1 1.:: ·J::, \ 
DATE Fll ~~ SOUTHERN DISTRICT OF NEW YO 

1 

~ ---------------. \ \... F~ , e ,oio 
SECURrTlES AND '.!IJOGE l<.".Pl.~l'S 0!;AM9ER~ I 
EXCHANGE COMMlSSION, 

Plaintiff, 
15-cv-04290 (LAK) 

v. 

PTG CAPITAL PARTNERS LTD,etal., 

Defendants. 

FL~AL JUDGMENT AS TO DEFENDANT 
STRATEGIC CAPITAL PARTNERS MUSTER LIMITED 

The Securities and Exchange Commission having filed a Complaint and Defendant 

Strategic Capital Partners Muster Limited having entered a general appearance; consented to the 

Court's jurisdiction over Defendant and the subject matter of this action; consented to entry of 

this Final Judgment without admitting or denying the allegations of the Complaint (except as to 

jurisdiction); waived findings of fact and conclusions of Jaw; and waived any right to appeal 

from this Final Judgment: 

JT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is 

pennanently restrained and enjoined from violating, directly or indirectly, Section IO(b) of the 

Securities Exchange Act of 1934 (the "Exchange Act") [15 U.S.C. § 78j(b)) and Rule !Ob-5 

promulgated thereunder [ l 7 C.F.R. § 240.1 Ob-5J, by using any means or instrumentality of 

Case 1:15-cv-04290-LAK Document 95 Filed 03/02/20 Page 1 of 6 



l:15-cv-04290-LAK Document 70 Filed 02/27/20 Page 2 of 6 

interstate commerce, or of the mails, or of any facility of any national securities exchange, in 

coMection 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 d1ey were made, not misleading; or 

(c) to engage in any act, practice, or course of business which 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 Final 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 HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 

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)J in the oiler 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: 

(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 

2 

Case 1:15-cv-04290-LAK Document 95 Filed 03/02/20 Page 2 of 6 



Case 1:15-cv-04290-LAK Document 70 Filed 02/27/20 Page 3 of 6 

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 which 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 Final 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 HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 

is permanently restrained and enjoined from violating Section 14(e) of the Exchange Act [15 

U.S.C. § 78n(e)] and Rule 14e-8 [17 C.F.R. § 240.14e-8] promulgated thereunder, in connection 

with any tender offer or request or invitation for tenders, from engaging in any fraudulent, 

deceptive, or manipulative act or practice, by publicly announcing plans to make a tender offer 

that has not yet been commenced: 

(a) without the intention to commence the offer within a reasonable time and 

complete the offer; 

(b) intending, directly or indirectly, for the announcement to manipulate the 

market price of the stock of the bidder or subject company; or 

(c) without the reasonable belief that Defendant (or a party on whose behalf 

Defendant is acting) will have the means to purchase securities to 

complete the offer. 

3 

Case 1:15-cv-04290-LAK Document 95 Filed 03/02/20 Page 3 of 6 



l :15-cv-04290-LAK Document 70 Filed 02/27/20 Page 4 of 6 

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 Final Judgment by personal service or otherwise: (a) Defendant's 

officers, agents, ser...ants, employees, and attorneys; and (b) other persons in active concert or 

participation with Defendant or with anyone described in (a). 

IV. 

IT lS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant is 

liable for disgorgement of$28,079, representing profits gained as a result of the conduct alleged 

in the Complaint, together with prejudgment interest thereon in the amount of$716.59, and a 

civil penalty in the amount of$500,000 pursuant to Section 20(d) of the Securities Act [15 

U.S.C. § 77t(d)) and Section 2l(d) of the Exchange Act [15 U.S.C. § 78u(d)]. The Commission 

may enforce the Court's judgment for disgorgement and prejudgment interest by moving for 

civil contempt (and/or through other collection procedures authorized by law) at any time after 

30 days fol lowing entry of this Final Judgment. Defendant shall pay post judgment interest on 

any delinquent amounts pursuant to 28 U.S.C. § 1961. 

V. 

lT IS HEREBY ORDERED, ADJUDGED, AND DECREED that within 3 days after 

being served with a copy of this Final Judgment, Interactive Brokers LLC ("Interactive 

Brokers") shall transfer $528,795.59 in cash from the following Interactive Brokers accounts, 

which were frozen pursuant to an Order of this Court, to the Commission: 

Account Owner Acct. Ending in: 

Strategic Capital Partners Muster Limited *652-6 

Strategic Capital Partners Muster Limited *652-6F 

4 

Case 1:15-cv-04290-LAK Document 95 Filed 03/02/20 Page 4 of 6 



Case 1:15-cv-04290-LAK Document 70 Filed 02/27/20 Page 5 of 6 

(hereinafter, the "Strategic Capital Accounts"). Interactive Brokers 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. Interactive Brokers also may 

transfer these funds 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 

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; and specifying that payment is made pursuant to this Final Judgment. 

VI. 

IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that within 7 days after 

transferring $528,795.59 in cash from the Strategic Capital Accounts to the Commission, 

Interactive Brokers shall liquidate, sell, and/or convert to cash all of the securities in the 

Strategic Capital Account and transfer the remaining cash balance of the Strategic Capital 

Accounts to Kushner Law Group, PLLC, c/o Michael P. Kushner, Esq. Interactive Brokers 

may transmit payment electronically to the Kushner Law Group, PLLC, which will provide 

detailed ACH transfer/Fedwire instructions upon request. Interactive Brokers also may transfer 

these funds by certified check, bank cashier's check, or United States postal money order 

payable to Kushner Law Group, PLLC, which shall be delivered or mailed to 

5 

Case 1:15-cv-04290-LAK Document 95 Filed 03/02/20 Page 5 of 6 



l:15-cv-04290-LAK Document 70 Filed 02/27/20 Page 6 of 6 

Kushner Law Group, PLLC 
c/o Michael P. Kushner, Esq. 
16 Court Street, 36th Floor 
Brooklyn, NY 11241. 

Vil. 

IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that the Consent is 

incorporated herein with the same force and effect as jf fully set forth herein, and that Defendant 

shall comply with all of the undertakings and agreements set forth therein. 

Vlll. 

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 Final Judgment. 

IX. 

There being no just reason for delay, pursuantto Rule 54{b) of the Federal Rules of Civil 

Procedure, the Clerk is ordered to e.nter this Final Judgment forthwith and without further notice. 

Dated: 

6 

Case 1:15-cv-04290-LAK Document 95 Filed 03/02/20 Page 6 of 6