Securities and Exchange Commission v Robert Seibert

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LYNN M. DEAN, Cal. Bar No. 205562
Email: [email protected]
TAMAR BRAZ, Cal. Bar No. 264080
Email: [email protected]
Attorneys for Plaintiff
Securities and Exchange Commission
Michele Wein Layne, Regional Director
Lorraine B. Echavarria, Associate Regional Director
John W. Berry, Regional Trial Counsel
444 S. Flower Street, Suite 900
Los Angeles, California 90071
Telephone:   (323)   965-3998
Facsimile:    (213)    443-1904
UNITED STATES DISTRICT COURT
CENTRAL DISTRICT OF CALIFORNIA
WESTERN DIVISION
SECURITIES AND EXCHANGE
COMMISSION,
Plaintiff,
vs.
ROBERT SEIBERT, a.k.a. JOHN
GREY,
          Defendant.
    Case    No.
COMPLAINT
Plaintiff Securities and Exchange Commission (“SEC”) alleges:
JURISDICTION AND VENUE
1. This Court has jurisdiction over this action pursuant to Sections 20(b),
20(d)(1) and 22(a) of the Securities Act of 1933 (“Securities Act”), 15 U.S.C. §§
77t(b), 77t(d)(1) and 77v(a) and Sections 21(d)(1), 21(d)(3)(A), 21(e) and 27 of the
Securities Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. §§ 78u(d)(1),
78u(d)(3)(A), 78u(e), and 78aa.
COMPLAINT
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2. Defendant has, directly or indirectly, made use of the means or
instrumentalities of interstate commerce or of the mails, in connection with the
transactions, acts, practices and courses of business alleged in this complaint.
3. Venue is proper in this district pursuant to Section 22(a) of the Securities
Act, 15 U.S.C. § 77v(a) and Section 27 of the Exchange Act, 15 U.S.C. § 78aa,
because certain of the transactions, acts, practices and courses of conduct constituting
violations of the federal securities laws occurred within this district.
SUMMARY
4. This matter concerns an offering fraud perpetrated by Defendant Robert
Mark Seibert, a securities fraud recidivist who owned and managed a Nevada limited
liability company called Universal Stock Transfer (“UST”) out of Palm Desert, CA.
UST is now defunct.
5. Seibert and sales agents for UST cold-called vulnerable, elderly
investors and encouraged them to purchase a variety of stocks quoted on the “OTC
Link,” an inter-dealer quotation system for over-the-counter securities.  Seibert and
the UST sales agents induced investors to invest by falsely guaranteeing varying
returns of up to double their investment and holding himself out as an experienced
broker and affiliate of the issuers.
6. Upon information and belief, Seibert used “John Grey” as an alias in
carrying out this fraud.  In doing so, he concealed his true name and his extensive
civil and criminal disciplinary record.
7. Between January 2013 and February 2015, UST, through Seibert and its
sales agents, raised roughly $513,810 from at least 41 people residing in several
states, including California.  But instead of using the investors’ money to purchase
securities, Seibert misappropriated the entirety of the funds, spending it for his
personal benefit, including paying for travel, purchasing merchandise and meals, and
making payments on his outstanding child support obligations.
8. By engaging in this conduct, Seibert violated, and unless enjoined, will
COMPLAINT
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continue to violate the antifraud provisions of the federal securities laws.  Therefore,
the SEC seeks permanent injunctions, disgorgement with prejudgment interest and
civil penalties, and a conduct-based injunction that prohibits Seibert from
participating in the issuance, purchase, offer, or sale of any security (with a carve-out
for his personal accounts).
DEFENDANT
9. Robert Mark Seibert, a.k.a. “John Grey,” age 62, current residence and
employment are unknown.  He was the owner and manager of UST.  Seibert has
never been registered with the SEC, although he took and passed the Series 1 exam in
1976.
10. Seibert has an extensive criminal and regulatory disciplinary record,
including a 1993 complaint filed by the SEC which resulted in the entry of an
injunction and monetary relief, SEC v. Mitchell Communications Corp. et al. (N.D.
Ga. Dec. 21, 1993), Lit. Rel. No. 13950; two separate convictions for wire fraud and
conspiracy to commit securities fraud in 2000; a 2005 conviction for grand theft and
fraud in the offer of securities in Orange County, California; and 2008 and 2013
Desist and Refrain Orders entered against him by the California Department of
Business Oversight related to fraud in connection with his sale of securities in
California.
RELATED PARTIES
11. Universal Stock Transfer, Ltd. is a Nevada domestic limited liability
company, with its principal place of business in Palm Desert, California.  UST was
formed by Seibert and its Articles of Incorporation list him as its “Manager.”  UST’s
business license expired on December 31, 2013, and the entity is now defunct and has
no assets. UST has never been registered with the SEC in any capacity.
12. “John Grey,” age, residence, current employment, registration history,
and disciplinary history unknown.  Upon information and belief, the person calling
himself “John Grey” was Seibert.
COMPLAINT
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13. “Ron Woods”, age, residence, current employment, registration history,
and disciplinary history are unknown.  It is likely that “Ron Woods” is an alias.
Upon information and belief, the person calling himself “Ron Woods” was at all
relevant times controlled by Seibert, or was the alter-ego of Seibert.
14. “Sebastian Wilson”, age, residence, current employment, registration
history, and disciplinary history are unknown.  It is likely that “Sebastian Wilson” is
an alias.  Upon information and belief, the person calling himself “Sebastian Wilson”
was at all relevant times controlled by Seibert, or was the alter-ego of Seibert.
THE ALLEGATIONS
A. UST’s Operations
15. In December 2012, Seibert formed UST.  He rented a mail box at The
Mail Bag, Inc., a private mail processor in Palm Desert, CA, in his own name; he
filed UST’s Articles of Organization with the Nevada Secretary of State, listing
himself as the manager; he prepared corporate resolutions naming himself as the
Operating Manager and Secretary; and he opened a business checking account for
UST at the Palm Desert branch of BBVA Compass, where he was the sole signatory.
16. Shortly after UST’s formation, sales agents acting on behalf of UST
began soliciting investments from elderly, vulnerable investors, who ranged in age
from 56 to 95.  They did so by cold-calling these potential investors.
17. According to UST investors, UST’s solicitation efforts followed a
typical pattern.  First, someone claiming to be “Ron Woods” or “Sebastian Wilson”
(the “Sales Agents”) called the potential investor, following up with multiple calls.
The Sales Agents said they worked for UST and were calling on behalf of UST.
18. In these calls, the Sales Agents would try and befriend the investors.
They called multiple times and on weekends, they chatted about personal matters, and
they offered advice relating to their lives.
19. Then, according to UST investors, after these series of calls, a different
man claiming to be “John Grey” would typically call the investor to close the deal.
COMPLAINT
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“Ron Woods” and “John Grey” described Grey as the “boss” or the “owner,” and the
investors understood that “Ron Woods” and “Sebastian Wilson” worked for “John
Grey.”
20. The man claiming to be “John Grey” typically spoke to investors after
“Ron Woods” and “Sebastian Wilson” talked to the investors.  But in some instances,
“John Grey” initiated contact with the investors.
21. The man claiming to be “John Grey” ratified the prior representations
made by “Ron Woods” and “Sebastian Wilson.”
22. According to UST investors, they spoke to one or a combination of
people with the names “Ron Woods,” “Sebastian Wilson” or “John Grey.”  The
investors believed these men to be separate people based on what they were told.
23. Upon information and belief, “John Grey” is an alias for Seibert.  Seibert
was the owner of UST, and investors were told “John Grey” was the owner.  The
phone number provided to investors by “John Grey” is registered to Seibert.  Seibert
also used the alias “John Gray” in connection with the securities offering that was the
subject of the December 16, 2013 cease and desist order by the California
Department of Business Oversight.
24. Eventually, according to UST investors, the UST Sales Agents and/or
“John Grey” (i.e., Seibert) encouraged investors to purchase over-the-counter stock
offered on OTC Link.
25. The particular stock touted by the Sales Agents and “John Grey” (i.e.,
Seibert) varied by investor.  In some instances, the Sales Agents recommended shares
in New Global Energy, Inc. (“NGEY”), and in other instances, they recommended
shares in Intertech Solutions, Inc. (“ITEC”), RadioShack Corp. (“RSCHQ”),
SnackHealthy, Inc., and Cytta Corp.
26. The Sales Agents and “John Grey” (i.e., Seibert) told several investors
that the stocks they were selling would increase in value shortly after purchase.  For
example, “John Grey” (i.e., Seibert), “Ron Woods” and “Sebastian Wilson” all told
COMPLAINT
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potential investors that NGEY was a pre-IPO stock that UST could sell for between
$.26 and $.33 per share, but that it would soon increase in value to between $5 and $7
per share.  In reality, NGEY was already publicly traded at the time UST claimed to
have pre-IPO shares.
27. Similarly, “Ron Woods” and “John Grey” (i.e., Seibert) offered shares of
ITEC to an investor at $0.15 per share, even though it was trading for about $0.50 at
that time.  The man claiming to be “John Grey” verbally guaranteed a profit to the
investor, stating that the investor would double or triple his money within 30 days or
receive his money back.  This guarantee was documented in an e-mail from “Ron
Woods,” stating “[a]s per your conversation with John Grey this is to inform you that
you have a 30 day guarantee if you don’t make money with ITEC Universal Stock
Transfer will refund your $10,000 back to you.”  UST followed this with a written
guarantee to the investor, signed by both “John Grey” and Defendant Seibert.
Another ITEC investor was also promised a profit or his money back in a Stock
Purchase Agreement that was signed by Seibert.
28. “Ron Woods” and “John Grey” (i.e., Seibert) made similar assurances as
to the safety and profitability of an investment in RSCHQ.  For example, at least one
investor was promised that if he did not profit within two months, then he would
receive his money back, together with an additional $5,000.
29.  When investors agreed to purchase stock, UST, through its Sales
Agents and/or “John Grey” (i.e., Seibert), sent them a two-page document entitled
“Stock Purchase Agreement,” which set forth the terms of the sale.  For many
investors, they also provided a prepaid FedEx envelope with this document.  The
investor then returned the envelope, together with a check and signed agreement, to
UST.
B. Misappropriation of Investor Funds
30. UST had accounts with three different banks between 2012 and 2015.
31. Seibert was the sole signatory on each of the three bank accounts.
COMPLAINT
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32. Deposits of $513,810 in cash and checks were made to these accounts
from at least 41 people between January 2013 and February 2015.
33. Investors never received any of the stock UST promised to sell them.
34. None of the investors received either the guaranteed profits or their
money back.
35. In fact, the money raised from investors was never used to purchase any
stock on their behalf.
36. Instead, Seibert misappropriated the money raised from investors.
37. UST bank records show that, of the $513,810 deposited by investors,
$473,595.75 was withdrawn either via cash withdrawals or checks payable to cash,
many of which appear to have been endorsed by Seibert.
38. The remainder of the funds was used for the following personal
expenses:
x restaurant, gas, and hotel expenses (the restaurant expenses included
meals at high end restaurants like Mastro’s Steakhouse);
x retail purchases at stores like Macy’s, Nordstrom’s, Costco, and
PetSmart; and
x	 bills for DirecTV, Time Warner Cable, T-Mobile, car insurance, and
utilities.
39. Upon information and belief, because Seibert was the sole signatory on
all of the UST bank accounts, these were personal expenses of Seibert being funded
with investor money.
40. Investor funds from the UST bank accounts were also used to pay the
court-ordered garnishments resulting from Seibert’s outstanding child support
obligations.
C. Misleading Statements about the Purported Stock Transactions
41. Seibert, through his alias “John Grey” and the Sales Agents working for
his company, UST, made false statements to investors concerning their investments.
COMPLAINT
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42. Although “John Grey” (i.e., Seibert) and the Sales Agents claimed that
UST was a brokerage firm acting on behalf of specific issuers, UST is not registered
with the SEC.  Moreover, the issuers whose stock was touted by UST have
disclaimed any knowledge of or relationship with UST, Seibert, “John Grey,” “Ron
Woods,” or “Sebastian Wilson.”
43. There is no record that UST owned any of the shares of stock that “John
Grey” (i.e., Seibert) and the Sales Agents claimed to be selling, nor are any UST
investors identified as shareholders.
44. Investors never received any stock certificates or proof of ownership
about their alleged investments from UST.
45. When investors pressed “John Grey” (i.e., Seibert) and the Sales Agents
for stock certificates, they assured the investors that they would receive the
certificates soon, but they never did.   Eventually, “John Grey” (i.e., Seibert) and the
Sales Agents ceased responding to investors’ calls and letters.
46. The false statements made by Seibert through his alias “John Grey,” or
the Sales Agents, were made to induce investors into investing.  Investors would not
have invested with UST had they known that their returns were not assured or that
their funds would not be used to purchase stock.
D. Misleading Statements about UST and Seibert
47. In their discussions with investors, “Ron Woods” and “Sebastian
Wilson” falsely described “John Grey” (i.e., Seibert) as a wealthy and experienced
stock trader.  They told at least one investor that “John Grey” (i.e., Seibert) was a
knowledgeable and experienced broker worth millions of dollars and that he held an
“enormous amount” of ITEC stock.  They told other investors that “John Grey” (i.e.,
Seibert) personally owned a million shares in NGEY.
48. These statements were false.  Neither Seibert nor “John Grey” have ever
been registered with the SEC as a broker or associated with a registered broker and
neither “John Grey” nor Seibert held any of the stocks touted by UST.
COMPLAINT
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49. In addition, although “John Grey” (i.e., Seibert) and “Ron Woods”
assured at least one investor that UST was trustworthy, and that the investor need
only “give 1% of his trust, and UST would earn the other 99%,” they failed to
disclose that UST was controlled by Seibert.
50. They also failed to disclose Seibert’s disciplinary history to investors.
Specifically, they failed to disclose the 1993 complaint filed by the SEC which
resulted in the entry of a permanent injunction and monetary relief as to Seibert, SEC
v. Mitchell Communications Corp. et al. (N.D. Ga. Dec. 21, 1993), Lit. Rel. No.
13950; two separate convictions for wire fraud and conspiracy to commit securities
fraud in 2000; a 2005 conviction for grand theft and fraud in the offer of securities in
Orange County, California; and 2008 and 2013 cease and desist Orders entered
against him by the California Department of Business Oversight related to fraud in
connection with his sale of securities in California.
51. Seibert, through his alias “John Grey,” and/or through “Ron Woods” and
“Sebastian Wilson,” also falsely told investors that UST was a brokerage firm
effecting transactions in stock.  They told investors that UST “dealt in stock,” was “in
the business of selling stocks,” and was able to sell stock at cheaper prices because it
obtained stock directly from the companies.   One investor was told by Seibert or
Woods that UST helped companies to go public by selling their stock.
52. These statements were all false.  UST had no relationship with any of the
issuers whose stock was touted by UST.  UST, Seibert, “John Grey,” “Ron Woods,”
Sebastian Wilson” have never been registered with the SEC as brokers or been
associated with a registered broker and none of them held any of the stocks touted by
“John Grey” or UST’s Sales Agents.
53. All of these false statements were intended to induce investors into
investing.  The investors relied on the purported expertise and experience of “John
Grey” (i.e., Seibert), and would not have invested had they known about Seibert’s
disciplinary history or that he was not registered as a broker or associated with a
COMPLAINT
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registered broker.  Nor would they have invested with UST had they known that the
company had no relationship with the issuers whose stock it touted and did not own
their securities.
54. These misrepresentations and omissions are material, as they are central
to investors’ decisions to invest, and to their decisions to keep their money invested
with UST.
55. Seibert knew, or was reckless or negligent in not knowing, that these
misrepresentations and omissions were false and misleading when made.
FIRST CLAIM FOR RELIEF

Fraud in the Offer or Sale of Securities

Violations of Section 17(a)(1) and (3) of the Securities Act

56. The SEC realleges and incorporates by reference paragraphs 1
through 55 above.
57. Seibert, by engaging in the conduct described above, directly or
indirectly, in the offer or sale of securities by the use of means or instruments of
transportation or communication in interstate commerce or by use of the mails:
(a) with scienter, employed devices, schemes, or artifices to
defraud; or
(b) engaged in transactions, practices, or courses of business which
operated or would operate as a fraud or deceit upon the purchaser.
58. By engaging in the conduct described above, Seibert violated, and unless
restrained and enjoined, will continue to violate, Section 17(a)(1) and (3) of the
Securities Act, 15 U.S.C. § 77q(a)(1) and (3).
SECOND CLAIM FOR RELIEF

Fraud in the Offer or Sale of Securities

Violations of Section 17(a)(2) of the Securities Act

59. The SEC realleges and incorporates by reference paragraphs 1
through 55 above.
COMPLAINT
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60. Seibert, by engaging in the conduct described above, directly or
indirectly, in the offer or sale of securities by the use of means or instruments of
transportation or communication in interstate commerce or by use of the mails, to
obtain money or property by means of any untrue statement of a material fact
necessary in order to make the statements made, in light of the circumstances under
which they were made, not misleading.
61. By engaging in the conduct described above, Seibert violated, and unless
restrained and enjoined, will continue to violate, Section 17(a)(2) of the Securities
Act, 15 U.S.C. § 77q(a)(2).
THIRD CLAIM FOR RELIEF

Fraud in Connection with the Purchase or Sale of Securities

Violations of Section 10(b) of the Exchange Act

and Rules 10b-5(a) and (c) thereunder

62. The SEC realleges and incorporates by reference paragraphs 1 through
55 above.
63. Seibert, by engaging in the conduct described above, directly or
indirectly, in connection with the purchase or sale of a security, by the use of means
or instrumentalities or interstate commerce, of the mails, or of the facilities of a
national securities exchange, with scienter:
(a) employed devices, schemes, or artifices to defraud; or
(b) engaged in acts, practices or courses of business which operated or
would operate as a fraud or deceit upon other persons.
64. By engaging in the conduct described above, Seibert violated, and unless
restrained and enjoined, will continue to violate, Section 10(b) of the Exchange Act,
15 U.S.C. § 78j(b), and Rule 10b-5(a) and (c) thereunder, 17 C.F.R. § 240.10b-5(a)
and (c).
COMPLAINT
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 FOURTH CLAIM FOR RELIEF

Fraud in Connection with the Purchase or Sale of Securities

Violations of Section 10(b) of the Exchange Act and Rules 10b-5(b) thereunder

65. The SEC realleges and incorporates by reference paragraphs 1
through 55 above.
66. Seibert, by engaging in the conduct described above, directly or
indirectly, in connection with the purchase or sale of a security, by the use of means
or instrumentalities or interstate commerce, of the mails, or of the facilities of a
national securities exchange, with scienter made untrue statements of a material fact
or omitted 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.
67. By engaging in the conduct described above, Seibert violated, and unless
restrained and enjoined, will continue to violate, Section 10(b) of the Exchange Act,
15 U.S.C. § 78j(b), and Rule 10b-5(b) thereunder, 17 C.F.R. § 240.10b-5(b).
FIFTH CLAIM FOR RELIEF

Unregistered Broker Dealer

Violations of Section 15(a) of the Exchange Act

68. The SEC realleges and incorporates by reference paragraphs 1 through
55 above.
69. Seibert, by engaging in the conduct described above, directly or
indirectly, in connection with the purchase or sale of a security, by the use of means
or instrumentalities or interstate commerce, of the mails, or of the facilities of a
national securities exchange, effected transactions in, or induced or attempted to
induce the purchase or sale of, securities without being registered with the SEC, or
affiliated with a broker-dealer registered with the SEC.
70. By engaging in the conduct described above, Seibert violated, and unless
restrained and enjoined, will continue to violate, Section 15(a) of the Exchange Act,
15 U.S.C. § 78o.
COMPLAINT
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SIXTH CLAIM FOR RELIEF

Control Person Liability

Violations of Section 20(a) of the Exchange Act

71. The SEC realleges and incorporates by reference paragraphs 1 through
55 above.
72. Universal Stock Transfer, by engaging in the conduct described above,
violated one or more of the federal securities laws.
73. Defendant Seibert, by engaging in the conduct described above, is, or
was at the time the acts and conduct set forth herein were committed, directly or
indirectly, a person who controlled and exercised actual power over Universal Stock
Transfer.
74. By engaging in the conduct described above, under Section 20(a) of the
Exchange Act, 15 U.S.C. § 78t(a), Seibert is jointly and severally liable with, and to
the same extent as, Universal Stock Transfer for its violations of Section 10(b) of the
Exchange Act, 15 U.S.C. § 78j(b), Rule 10b-5(a-c) thereunder,17 C.F.R. § 240.10b-5,
and Section 15(a) of the Exchange Act, 15 U.S.C. § 78o.
PRAYER FOR RELIEF
WHEREFORE, the SEC respectfully requests that the Court:
I.
Issue findings of fact and conclusions of law that Defendant committed the
alleged violations.
II.
Issue orders, in a form consistent with Fed. R. Civ. P. 65(d), permanently
enjoining Seibert and his agents, servants, employees, and attorneys, and those
persons in active concert or participation with any of them, who receive actual notice
of the judgment by personal service or otherwise, and each of them, from violating
Section 17(a) of the Securities Act, 15 U.S.C. §§ 77e(a), and Section 10(b) of the
COMPLAINT
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Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 thereunder, 17 C.F.R. §§ 240.10b-
5, and Section 15(a) of the Exchange Act, 15 U.S.C. § 78o.
III.
Issue orders, in a form consistent with Fed. R. Civ. P. 65(d), temporarily,
preliminarily, and permanently enjoining Seibert and his agents, servants, employees,
and attorneys, and those persons in active concert or participation with any of them,
who receive actual notice of the judgment by personal service or otherwise, and each
of them, from participating in the issuance, purchase, offer, or sale of any security
pursuant to Section 20(b) of the Securities Act and Section 21(d) of the Exchange
Act; provided, however, that such injunction shall not prevent Seibert from
purchasing or selling securities listed on a national securities exchange for his
personal account.
IV.
Order Seibert to disgorge all ill-gotten gains from his illegal conduct, together
with prejudgment interest thereon.
V.
Order Seibert to pay civil penalties under 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).
VI.
Retain 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.
///
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COMPLAINT
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VII.
Grant such other and further relief as this Court may determine to be just and
necessary.
Dated:  December 2, 2015
/s/ Lynn M. Dean
Lynn M. Dean
Tamar Braz
Attorneys for Plaintiff
Securities and Exchange Commission
COMPLAINT
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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 1 of 15 Page ID #:1 

LYNN M. DEAN, Cal. Bar No. 205562
Email: [email protected] 
TAMAR BRAZ, Cal. Bar No. 264080
Email: [email protected] 

Attorneys for Plaintiff
Securities and Exchange Commission 
Michele Wein Layne, Regional Director
Lorraine B. Echavarria, Associate Regional Director
John W. Berry, Regional Trial Counsel
444 S. Flower Street, Suite 900
Los Angeles, California 90071
Telephone: (323) 965-3998 
Facsimile: (213) 443-1904 

UNITED STATES DISTRICT COURT 

CENTRAL DISTRICT OF CALIFORNIA 

WESTERN DIVISION 

SECURITIES AND EXCHANGE 
COMMISSION, 

Plaintiff, 

vs. 

ROBERT SEIBERT, a.k.a. JOHN 
GREY,

 Defendant. 

 Case No. 

COMPLAINT 

Plaintiff Securities and Exchange Commission (“SEC”) alleges: 

JURISDICTION AND VENUE 

1. This Court has jurisdiction over this action pursuant to Sections 20(b), 

20(d)(1) and 22(a) of the Securities Act of 1933 (“Securities Act”), 15 U.S.C. §§ 

77t(b), 77t(d)(1) and 77v(a) and Sections 21(d)(1), 21(d)(3)(A), 21(e) and 27 of the 

Securities Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. §§ 78u(d)(1), 

78u(d)(3)(A), 78u(e), and 78aa. 

COMPLAINT 1
 

mailto:[email protected]
mailto:[email protected]


    

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 2 of 15 Page ID #:2 

2. Defendant has, directly or indirectly, made use of the means or 

instrumentalities of interstate commerce or of the mails, in connection with the 

transactions, acts, practices and courses of business alleged in this complaint. 

3. Venue is proper in this district pursuant to Section 22(a) of the Securities 

Act, 15 U.S.C. § 77v(a) and Section 27 of the Exchange Act, 15 U.S.C. § 78aa, 

because certain of the transactions, acts, practices and courses of conduct constituting 

violations of the federal securities laws occurred within this district. 

SUMMARY 

4. This matter concerns an offering fraud perpetrated by Defendant Robert 

Mark Seibert, a securities fraud recidivist who owned and managed a Nevada limited 

liability company called Universal Stock Transfer (“UST”) out of Palm Desert, CA. 

UST is now defunct. 

5. Seibert and sales agents for UST cold-called vulnerable, elderly 

investors and encouraged them to purchase a variety of stocks quoted on the “OTC 

Link,” an inter-dealer quotation system for over-the-counter securities.  Seibert and 

the UST sales agents induced investors to invest by falsely guaranteeing varying 

returns of up to double their investment and holding himself out as an experienced 

broker and affiliate of the issuers.   

6. Upon information and belief, Seibert used “John Grey” as an alias in 

carrying out this fraud. In doing so, he concealed his true name and his extensive 

civil and criminal disciplinary record. 

7. Between January 2013 and February 2015, UST, through Seibert and its 

sales agents, raised roughly $513,810 from at least 41 people residing in several 

states, including California. But instead of using the investors’ money to purchase 

securities, Seibert misappropriated the entirety of the funds, spending it for his 

personal benefit, including paying for travel, purchasing merchandise and meals, and 

making payments on his outstanding child support obligations.   

8. By engaging in this conduct, Seibert violated, and unless enjoined, will 

COMPLAINT 2
 



    

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 3 of 15 Page ID #:3 

continue to violate the antifraud provisions of the federal securities laws.  Therefore, 

the SEC seeks permanent injunctions, disgorgement with prejudgment interest and 

civil penalties, and a conduct-based injunction that prohibits Seibert from 

participating in the issuance, purchase, offer, or sale of any security (with a carve-out 

for his personal accounts). 

DEFENDANT 

9. Robert Mark Seibert, a.k.a. “John Grey,” age 62, current residence and 

employment are unknown.  He was the owner and manager of UST. Seibert has 

never been registered with the SEC, although he took and passed the Series 1 exam in 

1976. 

10. Seibert has an extensive criminal and regulatory disciplinary record, 

including a 1993 complaint filed by the SEC which resulted in the entry of an 

injunction and monetary relief, SEC v. Mitchell Communications Corp. et al. (N.D. 

Ga. Dec. 21, 1993), Lit. Rel. No. 13950; two separate convictions for wire fraud and 

conspiracy to commit securities fraud in 2000; a 2005 conviction for grand theft and 

fraud in the offer of securities in Orange County, California; and 2008 and 2013 

Desist and Refrain Orders entered against him by the California Department of 

Business Oversight related to fraud in connection with his sale of securities in 

California. 

RELATED PARTIES 

11. Universal Stock Transfer, Ltd. is a Nevada domestic limited liability 

company, with its principal place of business in Palm Desert, California.  UST was 

formed by Seibert and its Articles of Incorporation list him as its “Manager.”  UST’s 

business license expired on December 31, 2013, and the entity is now defunct and has 

no assets. UST has never been registered with the SEC in any capacity. 

12. “John Grey,” age, residence, current employment, registration history, 

and disciplinary history unknown. Upon information and belief, the person calling 

himself “John Grey” was Seibert. 

COMPLAINT 3
 



    

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 4 of 15 Page ID #:4 

13. “Ron Woods”, age, residence, current employment, registration history, 

and disciplinary history are unknown. It is likely that “Ron Woods” is an alias. 

Upon information and belief, the person calling himself “Ron Woods” was at all 

relevant times controlled by Seibert, or was the alter-ego of Seibert. 

14. “Sebastian Wilson”, age, residence, current employment, registration 

history, and disciplinary history are unknown. It is likely that “Sebastian Wilson” is 

an alias. Upon information and belief, the person calling himself “Sebastian Wilson” 

was at all relevant times controlled by Seibert, or was the alter-ego of Seibert. 

THE ALLEGATIONS 

A. UST’s Operations 

15. In December 2012, Seibert formed UST. He rented a mail box at The 

Mail Bag, Inc., a private mail processor in Palm Desert, CA, in his own name; he 

filed UST’s Articles of Organization with the Nevada Secretary of State, listing 

himself as the manager; he prepared corporate resolutions naming himself as the 

Operating Manager and Secretary; and he opened a business checking account for 

UST at the Palm Desert branch of BBVA Compass, where he was the sole signatory. 

16. Shortly after UST’s formation, sales agents acting on behalf of UST 

began soliciting investments from elderly, vulnerable investors, who ranged in age 

from 56 to 95.  They did so by cold-calling these potential investors. 

17. According to UST investors, UST’s solicitation efforts followed a 

typical pattern. First, someone claiming to be “Ron Woods” or “Sebastian Wilson” 

(the “Sales Agents”) called the potential investor, following up with multiple calls.  

The Sales Agents said they worked for UST and were calling on behalf of UST. 

18. In these calls, the Sales Agents would try and befriend the investors. 

They called multiple times and on weekends, they chatted about personal matters, and 

they offered advice relating to their lives. 

19. Then, according to UST investors, after these series of calls, a different 

man claiming to be “John Grey” would typically call the investor to close the deal. 

COMPLAINT 4
 



    

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 5 of 15 Page ID #:5 

“Ron Woods” and “John Grey” described Grey as the “boss” or the “owner,” and the 

investors understood that “Ron Woods” and “Sebastian Wilson” worked for “John 

Grey.” 

20. The man claiming to be “John Grey” typically spoke to investors after 

“Ron Woods” and “Sebastian Wilson” talked to the investors. But in some instances, 

“John Grey” initiated contact with the investors. 

21. The man claiming to be “John Grey” ratified the prior representations 

made by “Ron Woods” and “Sebastian Wilson.” 

22. According to UST investors, they spoke to one or a combination of 

people with the names “Ron Woods,” “Sebastian Wilson” or “John Grey.”  The 

investors believed these men to be separate people based on what they were told.   

23. Upon information and belief, “John Grey” is an alias for Seibert. Seibert 

was the owner of UST, and investors were told “John Grey” was the owner. The 

phone number provided to investors by “John Grey” is registered to Seibert.  Seibert 

also used the alias “John Gray” in connection with the securities offering that was the 

subject of the December 16, 2013 cease and desist order by the California 

Department of Business Oversight. 

24. Eventually, according to UST investors, the UST Sales Agents and/or 

“John Grey” (i.e., Seibert) encouraged investors to purchase over-the-counter stock 

offered on OTC Link. 

25. The particular stock touted by the Sales Agents and “John Grey” (i.e., 

Seibert) varied by investor. In some instances, the Sales Agents recommended shares 

in New Global Energy, Inc. (“NGEY”), and in other instances, they recommended 

shares in Intertech Solutions, Inc. (“ITEC”), RadioShack Corp. (“RSCHQ”), 

SnackHealthy, Inc., and Cytta Corp.   

26. The Sales Agents and “John Grey” (i.e., Seibert) told several investors 

that the stocks they were selling would increase in value shortly after purchase.  For 

example, “John Grey” (i.e., Seibert), “Ron Woods” and “Sebastian Wilson” all told 

COMPLAINT 5
 



    

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potential investors that NGEY was a pre-IPO stock that UST could sell for between 

$.26 and $.33 per share, but that it would soon increase in value to between $5 and $7 

per share. In reality, NGEY was already publicly traded at the time UST claimed to 

have pre-IPO shares. 

27. Similarly, “Ron Woods” and “John Grey” (i.e., Seibert) offered shares of 

ITEC to an investor at $0.15 per share, even though it was trading for about $0.50 at 

that time. The man claiming to be “John Grey” verbally guaranteed a profit to the 

investor, stating that the investor would double or triple his money within 30 days or 

receive his money back. This guarantee was documented in an e-mail from “Ron 

Woods,” stating “[a]s per your conversation with John Grey this is to inform you that 

you have a 30 day guarantee if you don’t make money with ITEC Universal Stock 

Transfer will refund your $10,000 back to you.” UST followed this with a written 

guarantee to the investor, signed by both “John Grey” and Defendant Seibert. 

Another ITEC investor was also promised a profit or his money back in a Stock 

Purchase Agreement that was signed by Seibert. 

28. “Ron Woods” and “John Grey” (i.e., Seibert) made similar assurances as 

to the safety and profitability of an investment in RSCHQ. For example, at least one 

investor was promised that if he did not profit within two months, then he would 

receive his money back, together with an additional $5,000. 

29.   When investors agreed to purchase stock, UST, through its Sales 

Agents and/or “John Grey” (i.e., Seibert), sent them a two-page document entitled 

“Stock Purchase Agreement,” which set forth the terms of the sale.  For many 

investors, they also provided a prepaid FedEx envelope with this document. The 

investor then returned the envelope, together with a check and signed agreement, to 

UST. 

B. Misappropriation of Investor Funds 

30. UST had accounts with three different banks between 2012 and 2015. 

31. Seibert was the sole signatory on each of the three bank accounts. 

COMPLAINT 6
 



    

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 7 of 15 Page ID #:7 

32. Deposits of $513,810 in cash and checks were made to these accounts 

from at least 41 people between January 2013 and February 2015. 

33. Investors never received any of the stock UST promised to sell them.     

34. None of the investors received either the guaranteed profits or their 

money back.   

35. In fact, the money raised from investors was never used to purchase any 

stock on their behalf. 

36. Instead, Seibert misappropriated the money raised from investors.   

37. UST bank records show that, of the $513,810 deposited by investors, 

$473,595.75 was withdrawn either via cash withdrawals or checks payable to cash, 

many of which appear to have been endorsed by Seibert. 

38. The remainder of the funds was used for the following personal 

expenses: 

x restaurant, gas, and hotel expenses (the restaurant expenses included 

meals at high end restaurants like Mastro’s Steakhouse); 

x retail purchases at stores like Macy’s, Nordstrom’s, Costco, and 

PetSmart; and 

x	 bills for DirecTV, Time Warner Cable, T-Mobile, car insurance, and 

utilities. 

39. Upon information and belief, because Seibert was the sole signatory on 

all of the UST bank accounts, these were personal expenses of Seibert being funded 

with investor money. 

40. Investor funds from the UST bank accounts were also used to pay the 

court-ordered garnishments resulting from Seibert’s outstanding child support 

obligations. 

C. Misleading Statements about the Purported Stock Transactions 

41. Seibert, through his alias “John Grey” and the Sales Agents working for 

his company, UST, made false statements to investors concerning their investments.   

COMPLAINT	 7
 

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 8 of 15 Page ID #:8 

42. Although “John Grey” (i.e., Seibert) and the Sales Agents claimed that 

UST was a brokerage firm acting on behalf of specific issuers, UST is not registered 

with the SEC. Moreover, the issuers whose stock was touted by UST have 

disclaimed any knowledge of or relationship with UST, Seibert, “John Grey,” “Ron 

Woods,” or “Sebastian Wilson.” 

43. There is no record that UST owned any of the shares of stock that “John 

Grey” (i.e., Seibert) and the Sales Agents claimed to be selling, nor are any UST 

investors identified as shareholders. 

44. Investors never received any stock certificates or proof of ownership 

about their alleged investments from UST.   

45. When investors pressed “John Grey” (i.e., Seibert) and the Sales Agents 

for stock certificates, they assured the investors that they would receive the 

certificates soon, but they never did. Eventually, “John Grey” (i.e., Seibert) and the 

Sales Agents ceased responding to investors’ calls and letters. 

46. The false statements made by Seibert through his alias “John Grey,” or 

the Sales Agents, were made to induce investors into investing.  Investors would not 

have invested with UST had they known that their returns were not assured or that 

their funds would not be used to purchase stock. 

D. Misleading Statements about UST and Seibert 

47. In their discussions with investors, “Ron Woods” and “Sebastian 

Wilson” falsely described “John Grey” (i.e., Seibert) as a wealthy and experienced 

stock trader. They told at least one investor that “John Grey” (i.e., Seibert) was a 

knowledgeable and experienced broker worth millions of dollars and that he held an 

“enormous amount” of ITEC stock.  They told other investors that “John Grey” (i.e., 

Seibert) personally owned a million shares in NGEY.   

48. These statements were false. Neither Seibert nor “John Grey” have ever 

been registered with the SEC as a broker or associated with a registered broker and 

neither “John Grey” nor Seibert held any of the stocks touted by UST. 

COMPLAINT 8
 



 

    

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 9 of 15 Page ID #:9 

49. In addition, although “John Grey” (i.e., Seibert) and “Ron Woods” 

assured at least one investor that UST was trustworthy, and that the investor need 

only “give 1% of his trust, and UST would earn the other 99%,” they failed to 

disclose that UST was controlled by Seibert. 

50. They also failed to disclose Seibert’s disciplinary history to investors.  

Specifically, they failed to disclose the 1993 complaint filed by the SEC which 

resulted in the entry of a permanent injunction and monetary relief as to Seibert, SEC 

v. Mitchell Communications Corp. et al. (N.D. Ga. Dec. 21, 1993), Lit. Rel. No. 

13950; two separate convictions for wire fraud and conspiracy to commit securities 

fraud in 2000; a 2005 conviction for grand theft and fraud in the offer of securities in 

Orange County, California; and 2008 and 2013 cease and desist Orders entered 

against him by the California Department of Business Oversight related to fraud in 

connection with his sale of securities in California. 

51. Seibert, through his alias “John Grey,” and/or through “Ron Woods” and 

“Sebastian Wilson,” also falsely told investors that UST was a brokerage firm 

effecting transactions in stock. They told investors that UST “dealt in stock,” was “in 

the business of selling stocks,” and was able to sell stock at cheaper prices because it 

obtained stock directly from the companies.  One investor was told by Seibert or 

Woods that UST helped companies to go public by selling their stock.   

52. These statements were all false. UST had no relationship with any of the 

issuers whose stock was touted by UST. UST, Seibert, “John Grey,” “Ron Woods,” 

Sebastian Wilson” have never been registered with the SEC as brokers or been 

associated with a registered broker and none of them held any of the stocks touted by 

“John Grey” or UST’s Sales Agents. 

53. All of these false statements were intended to induce investors into 

investing. The investors relied on the purported expertise and experience of “John 

Grey” (i.e., Seibert), and would not have invested had they known about Seibert’s 

disciplinary history or that he was not registered as a broker or associated with a 

COMPLAINT 9
 



    

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registered broker. Nor would they have invested with UST had they known that the 

company had no relationship with the issuers whose stock it touted and did not own 

their securities. 

54. These misrepresentations and omissions are material, as they are central 

to investors’ decisions to invest, and to their decisions to keep their money invested 

with UST. 

55. Seibert knew, or was reckless or negligent in not knowing, that these 

misrepresentations and omissions were false and misleading when made. 

FIRST CLAIM FOR RELIEF 


Fraud in the Offer or Sale of Securities 


Violations of Section 17(a)(1) and (3) of the Securities Act 


56. The SEC realleges and incorporates by reference paragraphs 1 

through 55 above. 

57. Seibert, by engaging in the conduct described above, directly or 

indirectly, in the offer or sale of securities by the use of means or instruments of 

transportation or communication in interstate commerce or by use of the mails: 

(a) with scienter, employed devices, schemes, or artifices to 

defraud; or 

(b) engaged in transactions, practices, or courses of business which 

operated or would operate as a fraud or deceit upon the purchaser. 

58. By engaging in the conduct described above, Seibert violated, and unless 

restrained and enjoined, will continue to violate, Section 17(a)(1) and (3) of the 

Securities Act, 15 U.S.C. § 77q(a)(1) and (3). 

SECOND CLAIM FOR RELIEF 


Fraud in the Offer or Sale of Securities 


Violations of Section 17(a)(2) of the Securities Act 


59. The SEC realleges and incorporates by reference paragraphs 1 

through 55 above. 

COMPLAINT 10
 



    

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60. Seibert, by engaging in the conduct described above, directly or 

indirectly, in the offer or sale of securities by the use of means or instruments of 

transportation or communication in interstate commerce or by use of the mails, to 

obtain money or property by means of any untrue statement of a material fact 

necessary in order to make the statements made, in light of the circumstances under 

which they were made, not misleading. 

61. By engaging in the conduct described above, Seibert violated, and unless 

restrained and enjoined, will continue to violate, Section 17(a)(2) of the Securities 

Act, 15 U.S.C. § 77q(a)(2). 

THIRD CLAIM FOR RELIEF
 

Fraud in Connection with the Purchase or Sale of Securities  


Violations of Section 10(b) of the Exchange Act 


and Rules 10b-5(a) and (c) thereunder 


62. The SEC realleges and incorporates by reference paragraphs 1 through 

55 above. 

63. Seibert, by engaging in the conduct described above, directly or 

indirectly, in connection with the purchase or sale of a security, by the use of means 

or instrumentalities or interstate commerce, of the mails, or of the facilities of a 

national securities exchange, with scienter: 

(a) employed devices, schemes, or artifices to defraud; or 

(b) engaged in acts, practices or courses of business which operated or 

would operate as a fraud or deceit upon other persons. 

64. By engaging in the conduct described above, Seibert violated, and unless 

restrained and enjoined, will continue to violate, Section 10(b) of the Exchange Act, 

15 U.S.C. § 78j(b), and Rule 10b-5(a) and (c) thereunder, 17 C.F.R. § 240.10b-5(a) 

and (c). 

COMPLAINT 11
 



    

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 FOURTH CLAIM FOR RELIEF 


Fraud in Connection with the Purchase or Sale of Securities  


Violations of Section 10(b) of the Exchange Act and Rules 10b-5(b) thereunder 


65. The SEC realleges and incorporates by reference paragraphs 1 

through 55 above. 

66. Seibert, by engaging in the conduct described above, directly or 

indirectly, in connection with the purchase or sale of a security, by the use of means 

or instrumentalities or interstate commerce, of the mails, or of the facilities of a 

national securities exchange, with scienter made untrue statements of a material fact 

or omitted 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. 

67. By engaging in the conduct described above, Seibert violated, and unless 

restrained and enjoined, will continue to violate, Section 10(b) of the Exchange Act, 

15 U.S.C. § 78j(b), and Rule 10b-5(b) thereunder, 17 C.F.R. § 240.10b-5(b). 

FIFTH CLAIM FOR RELIEF 


Unregistered Broker Dealer  


Violations of Section 15(a) of the Exchange Act
 

68. The SEC realleges and incorporates by reference paragraphs 1 through 

55 above. 

69. Seibert, by engaging in the conduct described above, directly or 

indirectly, in connection with the purchase or sale of a security, by the use of means 

or instrumentalities or interstate commerce, of the mails, or of the facilities of a 

national securities exchange, effected transactions in, or induced or attempted to 

induce the purchase or sale of, securities without being registered with the SEC, or 

affiliated with a broker-dealer registered with the SEC. 

70. By engaging in the conduct described above, Seibert violated, and unless 

restrained and enjoined, will continue to violate, Section 15(a) of the Exchange Act, 

15 U.S.C. § 78o. 

COMPLAINT 12




    

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 13 of 15 Page ID #:13 

SIXTH CLAIM FOR RELIEF 


Control Person Liability  


Violations of Section 20(a) of the Exchange Act
 

71. The SEC realleges and incorporates by reference paragraphs 1 through 

55 above. 

72. Universal Stock Transfer, by engaging in the conduct described above, 

violated one or more of the federal securities laws. 

73. Defendant Seibert, by engaging in the conduct described above, is, or 

was at the time the acts and conduct set forth herein were committed, directly or 

indirectly, a person who controlled and exercised actual power over Universal Stock 

Transfer. 

74. By engaging in the conduct described above, under Section 20(a) of the 

Exchange Act, 15 U.S.C. § 78t(a), Seibert is jointly and severally liable with, and to 

the same extent as, Universal Stock Transfer for its violations of Section 10(b) of the 

Exchange Act, 15 U.S.C. § 78j(b), Rule 10b-5(a-c) thereunder,17 C.F.R. § 240.10b-5, 

and Section 15(a) of the Exchange Act, 15 U.S.C. § 78o. 

PRAYER FOR RELIEF 

WHEREFORE, the SEC respectfully requests that the Court: 

I. 

Issue findings of fact and conclusions of law that Defendant committed the 

alleged violations. 

II. 

Issue orders, in a form consistent with Fed. R. Civ. P. 65(d), permanently 

enjoining Seibert and his agents, servants, employees, and attorneys, and those 

persons in active concert or participation with any of them, who receive actual notice 

of the judgment by personal service or otherwise, and each of them, from violating 

Section 17(a) of the Securities Act, 15 U.S.C. §§ 77e(a), and Section 10(b) of the 

COMPLAINT 13
 



    

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Exchange Act, 15 U.S.C. § 78j(b), and Rule 10b-5 thereunder, 17 C.F.R. §§ 240.10b-

5, and Section 15(a) of the Exchange Act, 15 U.S.C. § 78o. 

III. 

Issue orders, in a form consistent with Fed. R. Civ. P. 65(d), temporarily, 

preliminarily, and permanently enjoining Seibert and his agents, servants, employees, 

and attorneys, and those persons in active concert or participation with any of them, 

who receive actual notice of the judgment by personal service or otherwise, and each 

of them, from participating in the issuance, purchase, offer, or sale of any security 

pursuant to Section 20(b) of the Securities Act and Section 21(d) of the Exchange 

Act; provided, however, that such injunction shall not prevent Seibert from 

purchasing or selling securities listed on a national securities exchange for his 

personal account. 

IV. 

Order Seibert to disgorge all ill-gotten gains from his illegal conduct, together 

with prejudgment interest thereon.  

V. 

Order Seibert to pay civil penalties under 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). 

VI. 

Retain 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. 

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COMPLAINT 14
 



    

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Case 2:15-cv-09331-R-DTB Document 1 Filed 12/02/15 Page 15 of 15 Page ID #:15 

VII. 

Grant such other and further relief as this Court may determine to be just and 

necessary. 

Dated: December 2, 2015 
/s/ Lynn M. Dean 
Lynn M. Dean 
Tamar Braz 
Attorneys for Plaintiff 
Securities and Exchange Commission 

COMPLAINT 15