Securities Lawyer Blog | Victim of Fraud?

TAG | Provident Royalties LLC

Oct/12

3

FINRA Taking Aim at Nontraded REITs

Broker-dealers’ falling short in due diligence when selling complex, illiquid products has been a focus of FINRA examinations and fines since the market collapse of 2008, writes Bruce Kelly of InvestmentNews.com. FINRA recently fined and sanctioned a handful of broker-dealers that sold two series of private placements that imploded in 2009 — Medical Capital Holdings Inc. notes and preferred shares of Provident Royalties LLC.

This according to comments made last Thursday by Susan Axelrod, executive vice president of member regulation sales practices at FINRA. “In several instances, FINRA examiners have found that firms selling these products failed to conduct reasonable diligence before selling a product and failed to make a determination that the product was suitable for investors.”

“Finra examiners have noted that in the instances of REITs that have experience financial difficulties, red flags existed and should have been considered by firms prior to the product being offered to firm clients,” according to Ms. Axelrod’s prepared comments to the Securities Industry and Financial Markets Association’s Complex Products Forum, which was held in New York.

Ms. Axelrod said that distributions, or dividends, of nontraded REITs are on FINRA’s radar.

“Nontraded REITs may also borrow funds to make distributions if operating cash flow is insufficient,” she said. “And excessive borrowing may increase the risk of default or devaluation. In addition, nontraded-REIT distributions may actually be a return of principal,” she said.

Susan Axelrod added that financial advisers, therefore, “must use caution when discussing distributions with investors, particularly when making comparisons to other dividend-paying investments.”

“FINRA examiners are also reviewing advertising, sales literature and correspondence between brokers and investors, and — in some instances — have found misrepresentations of product features, such as distributions and share values,” she said. “All of these issues raise investor protection concerns.”

(Nontraded REITS = Nontraded real estate investment trusts)

Securities Lawyer, Lars K. Soreide, of Soreide Law Group, PLLC, represents clients nationwide. For a free consultation on how to potentially recover your financial losses call: 888-760-6552, or you may visit our website and complete the online form at: http://www.securitieslawyer.com.

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May/12

7

Blimline sentenced in Oil and Gas Ponzi Scheme

It was announced today that a federal judge sentenced a 36-year-old Dallas man, Joseph Blimline, in connection with his role in a pair of complex, lucrative oil and gas Ponzi schemes that operated in Michigan and Texas, U.S. Attorney for the Eastern District of Texas John M. Bales announced.

Joseph Blimline was sentenced to 240 months in federal prison on each of the charges related to the Ponzi schemes on May 3, 2012, before U.S. District Judge Marcia A. Crone,who ordered the sentences to run concurrently and that restitution be made to the victims of the schemes.

At the sentencing hearing, the government presented testimony and evidence which established that Blimline and others began operating a Ponzi scheme in Michigan between November 2003 and December 2005. Blimline ordered that later investor payments be used to pay previous investors and diverted investor payments for his own personal benefit–thus creating a ‘Ponzi Scheme.’ The Michigan scheme netted over $28 million before its collapse.

According to the FBI website article, Blimline exported the Michigan Ponzi scheme to Texas, in 2006, where he and his new co-conspirators began the operation of Provident Royalties in Dallas. Blimline made  false representations and failed to disclose material facts to their investors in order to persuade the investors into providing payments to Provident. Blimline received millions of dollars in unsecured loans from investor funds and also directed the purchase by Provident of worthless assets from his Michigan enterprise. In the Provident scheme, funds from later investors were also consistently used to make payments to early investors, resulting in the collapse of the scheme in 2009. The Provident scheme netted over $400 million from approximately 7,700 investor victims.

“The Michigan agents worked hand in hand with the agents in Texas and with federal and state securities regulators to untangle both of these complicated Ponzi schemes and bring the perpetrators to justice for their abuse of the trust of others to obtain criminal profits,” said U.S. Attorney Bales. “To all potential investors, I urge you to be wary of investment vehicles that promise exorbitant rates of return. Remember: If the opportunity appears too good to be true, then it probably is.”

U.S. Attorney for the Western District of Michigan Donald A. Davis praised the diligent work and cooperation of all involved and said, “Stealing money through fraud and deceit will not be tolerated.”

FBI Detroit Division Special Agent in Charge Andrew G. Arena said, “This sentencing comes as a result of the hard work performed by agents committed to stopping this type of fraud. Those who choose to steal money through the operation of these schemes will be arrested and brought to justice.”

Securities Lawyer, Lars K. Soreide, of Soreide Law Group, PLLC, has represented clients nationwide. If you or a family member have sustained investment losses due to your stock broker or financial advisor’s recommendations, call for a free consultation on how to potentially recover your losses. To speak with an attorney call 888-760-6552, or visit our website at: www.securitieslawyer.com.

Soreide Law Group, PLLC., representing investors nationwide before FINRA the Financial Industry Regulatory Authority.

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Jan/12

25

Behringer Harvard Client Sees Fund Drop by 96%

In a January 24th., 2012 article for InvestmentNews.com, Bruce Kelly writes that it’s more bad news for Behringer Harvard Holdings LLC, as an investor who saw the value of her real estate fund drop to $2,000, from an original investment of $50,000, has begun to complain to regulators.

On January 20th., 2012, D. Gayle Salyer wrote a letter to the Financial Industry Regulatory Authority Inc. to complain about the real estate firm, which has seen the estimated valuations of some its real estate investment trusts and funds slashed recently.

“What is going on with the Behringer Harvard Short-Term Opportunity Fund?” Ms. Salyer wrote. “In a six-year period, BH has blown away $48,000 of my money. I would like to know how much of my money has been taken by Mr. Behringer as salary, benefits and expenses, as well as the management team.”

At the end of 2011, investors in the Behringer Harvard Short-Term Opportunity Fund I LP, which had about $130 million in total assets, saw its valuation drop to 40 cents a share, down drastically from $6.48 a share Dec. 31, 2010.

Kelly writes that Ms. Salyer, 70, said she had not filed an arbitration complaint against her broker, Dennis Freeman, who is affiliated with Capital Financial Services Inc. She also said she wrote the letter to Finra with the assistance of Mr. Freeman, who said that she also sent a letter to the Texas State Securities Board. Behringer Harvard is based in Addison, Texas.

The InvestmentNews.com article adds that particularly distressing is the lack of direct communication from Behringer Harvard explaining what happened to wipe almost all of the fund’s value, said Ms. Salyer, who also lost $32,000 of a $50,000 investment in Provident Royalties LLC, a series of private placements that the Securities and Exchange Commission in 2009 charged with fraud. Behringer Harvard “keeps sending me stuff that shows my money is gone,” she said. “The only communication is the [account] statement. They sent nothing to say we’re in trouble. Nothing.”

The (SEC) Securities and Exchange Commission has jurisdiction over funds and REITs, while Finra has jurisdiction over broker-dealers that sell those products, industry observers noted.

Kelly writes that Finra has recently drawn attention to the issue of how the valuation of illiquid investments — including non-traded REITs — are shown on client account statements. In September, Finra issued for comment a proposed amendment to the current rule, and the proposal would limit the time period that the initial, estimated value would be used on the client account statement. The rule change would also require broker-dealers to deduct costs of the offering, such as commissions to brokers, from that initial valuation.

“We are looking into the areas over which we have jurisdiction, including sales to investors by broker-dealers,” said Finra spokeswoman Nancy Condon. “But we can’t comment about ongoing investigations.”

“Client-specific information is confidential and Behringer Harvard does not comment publicly about specific clients,” Behringer CEO Bob Aisner said in a statement. “Our investment services team is available to speak with investors and their financial representatives about specific account questions.”

Kelly writes that  the Short-Term Opportunity Fund makes information public through regular reports and filings with the Securities and Exchange Commission. In the statement, Mr. Aisner also said: “Behringer Harvard has been very committed to the success of the fund, as evidenced by $40 million of support from Behringer Harvard which will not be recouped.” That support included waived fees and cash support from the sponsor for the fund, he wrote in the statement.

“Since the inception of the fund, investors have received $2.12 per unit in total distributions, which includes both recurring monthly distributions and special distributions,” Mr. Aisner wrote. “Condominium projects and single-family lot developments, which usually depend on redevelopment, repositioning or recapitalization, were especially hard-hit, and the fund invested in these asset types before the great recession. In addition, the fund was significantly negatively impacted by the lack of availability of financing for opportunistic assets over the last several years.”

Capital Financial Services stopped selling Behringer Harvard products within the last year said the broker, Mr. Freeman.

Behringer Harvard continues to see a reshuffling of its management team. This morning, it said that Michael J. O’Hanlon has joined the firm as executive vice president and that he will be the chief executive of Behringer Harvard Opportunity REIT I Inc., which saw its estimated value decline to $4.12 per share at the end of last year, from $7.66 a year earlier. He will also be the CEO of Behringer Harvard Opportunity REIT II. He replaces Mr. Aisner, who will be vice chairman for both those REITs.

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Dec/11

8

DeWaay Financial Network Facing Bankruptcy Because of DBSI Lawsuits

In an InvestmentNews.com article by Bruce Kelly, he writes that failed private placements issued by Medical Capital Holdings Inc. and Provident Royalties LLC have forced dozens of broker-dealers to close, be sold or seek bankruptcy protection.

Failed real estate tenant-in-common syndicator DBSI Inc. is threatening to have the same result, with DeWaay Financial Network LLC claiming in federal court last month that bankruptcy looms, due to lawsuits by clients who bought DBSI securities.

Kelly writes that DeWaay Financial Network asked a federal judge in Delaware in October for a temporary injunction to halt eight arbitration claims that investors have filed with the Financial Industry Regulatory Authority Inc. stemming from DBSI losses.

DeWaay Financial Network “lacks sufficient funds to satisfy the claims in eight arbitration claims pending against it — let alone the potential claims of 304 other customers that have not yet brought suit. The threat posed by these mounting costs and the attendant potential for liability hangs over defendant’s limited funds like the Sword of Damocles,” according to the firm’s memorandum, which was filed in U.S. District Court in Delaware on Oct. 19.

“Absent injunctive relief, that sword’s descent is imminent and in all likelihood would force defendant to declare bankruptcy,” according to the memo.

DeWaay’s request for an injunction is part of its strategy to create a settlement with investors, president Matt Stahr said.

“We still feel like we’re in the right,” as the firm did its due diligence on the DBSI products, but the costs of defending the firm in individual arbitration claims are prohibitive, he said. The firm has made substantial progress toward reaching a settlement but hasn’t had a hearing yet regarding its request for an injunction, Mr. Stahr said.

DBSI raised $1 billion from investors by selling real estate deals through independent broker-dealers. The real estate firm declared bankruptcy in 2008, writes Kelly.

The InvestmentNew.com article said that according to court filings, the eight DeWaay Financial Network clients suing the firm in Finra arbitration bought $2.9 million in DBSI securities. DeWaay Financial Network so far has spent $46,000 defending those claims and expects to spend another $1.1 million in defense costs. Beyond those investors, DeWaay Financial Network sold DBSI securities to an additional 304 clients, and the firm’s total exposure exceeds $24 million.

Securities Attorney, Lars Soreide, of Soreide Law, PLLC, has represented clients nationwide. If you or a family member have experienced losses with DeWaay Financial Network LLC, and/or were sold DBSI TICs, through DeWaay or other broker/dealers, call a Securities Arbitration Lawyer for a free consultation on how to potentially recover your losses. To speak with an attorney, call 888-760-6552, or visit www.securitieslawyer.com.

Soreide Law Group, PLLC., representing investors nationwide before FINRA the Financial Industry Regulatory Authority.

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Pacific West Securities, Inc., a sizable independent broker-dealer with about 290 affiliated reps and advisers, is shutting down due to thin margins and high costs of doing business, with the reps moving to a broker-dealer in Cetera Financial Group, writes Bruce Kelly in a Dec. 6, 2011, ariticle for InvesmentNews.com.

Kelly writes that Pacific West Securities Inc. generated $46 million in fees and commission last year and is on track to see $54 million in gross revenue in 2011. The B-D will inform its brokers of the closing, according to Tony Pizelo, CEO. Multi-Financial Securities Corp. has struck a recruitment deal with Pacific West, Mr. Pizelo said.

These two firms are collaborating on how best to move the brokers, Pizelo said. “We anticipate a very enthusiastic response, and expect well over 50% to move,” he said.

High cost of business is pushing firms like Pacific West to the exit, he said. “The margins we are up against are getting thinner and thinner,” he said. “I’m in agreement with Ric Edelman, the model is broken.”

The InvestmentNews.com article states that in October, Mr. Edelman, co-chief executive of the Edelman Financial Group, said the independent broker-dealer channel was “severely flawed” and that independent broker-dealers faced steep economic challenges.

“This is a tough industry right now” for all but the big players, Mr. Pizelo said.

There will be business as usual at the firm for the next couple of months as the brokers move, Mr. Pizelo said, with an anticipated shut down date of March 1.

Multi-Financial Securities, a subsidiary of Cetera Financial Group, said in a news release that it had entered an agreement with Pacific West Financial Group, the broker-dealer’s holding company, to bring over select advisors from Pacific West. The agreement is subject to approval by the Financial Industry Regulatory Authority Inc.

It was noted in the article that dozens of thinly capitalized independent broker-dealers have gone out of business or been sold over the past few years due to the rising tide of litigation costs stemming from investor lawsuits. Most of those complaints stemmed from sales of three products: Medical Capital Holdings Inc. notes, Provident Royalties LLC preferred stock, and real estate deals by DBSI Inc. Mr. Pizelo said Pacific West did not sell any of those products.

Pacific West has been facing increasing legal costs due to customer arbitrations. Over the last two years, the firm has lost Finra arbitration awards totaling $969,000, according to the firm’s profile on Finra BrokerCheck.

Securities Attorney, Lars Soreide, of Soreide Law, PLLC, has represented clients nationwide. If you or a family member have experienced losses with these or other stockbrokers/brokerages, call a Securities Arbitration Lawyer for a free consultation on how to potentially recover your losses. To speak with an attorney, call 888-760-6552, or visit www.securitieslawyer.com.

Soreide Law Group, PLLC., representing investors nationwide before FINRA the Financial Industry Regulatory Authority.

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Nov/11

30

Due Diligence on Private-Placements Labeled ‘Sloppy’

In a November 25, 2011, article in InvestNews.com, Bruce Kelly writes that broker-dealers who sold billions of dollars in allegedly fraudulent private placements failed massively in their due-diligence responsibilities to investors, according to the assessment of forensic accountant and expert witness Gordon Yale, who has worked on more than 50 legal claims brought by investors against broker-dealers stemming from the failed deals. The clients bought private placements issued by DBSI Inc., Medical Capital Financial Corp. and Shale (Provident) Royalties.

The Securities and Exchange Commission, SEC, had charged Medical Capital Financial and Provident Royalties with fraud in 2009; DBSI filed for bankruptcy protection in 2008.

Kelly writes that broker-dealers’ due diligence showed incredible “sloppiness,” according to Mr. Yale, a certified public account and principal of Yale & Co.

“It was basically the same recklessness with which major investment banks conducted their mortgage-backed-securities business, but it was done by middle- or lower-tier firms and [with] a different set of products. You need to understand the underlying business and management’s representations about the performance of that business, and then begin performing due-diligence procedures that are either going to corroborate those representations or not,” Mr. Yale said.

“Another failure was that everyone seemed to rely on the fact that [MedCap] payments had been made in a timely way,” he said.

THEY “PAY TILL THEY DON’T”

“The word was, “They’re paying.’ So what? That’s how all Ponzi schemes work. They pay till they don’t,” said Mr. Yale, who has served as an expert witness for a dozen different plaintiff’s lawyers in lawsuits stemming from more than $100 million in claims. The overwhelming majority were settled, and Mr. Yale testified in only one.

The investor won that claim last year, with an award of $1.2 million in damages and legal fees against Securities America Inc.and an affiliated broker.

The broker-dealers that sold $3.6 billion in MedCap notes, Shale Royalties preferred shares, and DBSI tenant-in-common exchanges, partnerships and notes have said that they performed appropriate due diligence. In several regulatory actions that involved fines or restitution to investors, the B-Ds neither admitted nor denied the findings. Regulators, however, recently have issued fines and sanctions that support Mr. Yale’s assertion.

The InvestmentNews.com article said that in September, for example, the Financial Industry Regulatory Authority Inc. levied a $10,000 fine and a six-month suspension against Brian Boppre, former president of Capital Financial Services Inc. Capital Financial was a leading seller of both Medical Capital Financial and Provident Royalties, and Mr. Boppre “knew of an issuer’s failure to make payments to its investors and was also aware of other indications of the issuer’s problems but approved the offering as a product available for the firm’s brokers to sell to their customers,” according to Finra. Mr. Boppre also “failed to conduct adequate due diligence of the offerings before allowing firm brokers to sell this security,” according to Finra.

WE ARE “SEEING A SHIFT’

One due-diligence executive said that broker-dealers have made some changes in the wake of the private-placement failures and are working more closely with third-party due- diligence analysts. “From an industry standpoint, we’re seeing a shift in trying to bring some standards as it relates to how these deals should be structured,” said Anthony J. Chereso, president of FactRight LLC.

“It’s an absolute necessity. There also needs to be some clarity as to what Finra and the regulators are expecting of the broker-dealers,” Mr. Chereso said. “We need to have the broker-dealers more involved in the process of managing the due diligence.”

“We encourage the broker-dealers to participate in the on-site visits [to companies issuing private placements] with us, to walk along with us in the due-diligence process. That way, they will know firsthand what some of the potential issues are,” said Yale.

After the SEC in July 2009 alleged that Medical Capital and its leading executives had committed fraud, executives with Securities America insisted that they performed “industry-leading” due diligence on private placements that they sold.

“It’s untrue, because basically what Securities America did, I believe, was to rely on management representations made by Medical Capital or rely on third-party due diligence that relied on management representations,” he said.

“Securities America continually enhances its policies and procedures in order to best serve its customers,” said Janine Wertheim, senior vice president and chief marketing officer of Securities America, who didn’t directly address Mr. Yale’s comments.

“One of the problems is that many of the firms relied on third-party due-diligence vendors,” Mr. Yale said.

“They viewed those reports as the end of the process, rather than the beginning. There’s a notice to [Finra] members, 05-48, that basically says you can outsource any function, but you can’t outsource your responsibility for compliance with federal securities laws or regulations,” Mr. Yale said.

“In many instances, the issuer paid those third-party due-diligence providers,” he said. “To believe that due-diligence functions stops with some independent — or purportedly independent — provider is a mistake.”

ACCOUNTANTS

To perform true due diligence, firms must use accountants to dig into the offering documents, Mr. Yale said.

“Why didn’t Securities America impose a third-party, independent CPA firm to verify the results of the [MedCap] loan pool histories? That was supposedly the primary business,” he said. “Or why didn’t they hire a CPA to look at the loan files? That’s state-of-the-art due diligence.”

“That’s what any private-equity firm would do and a whole lot more,” Mr. Yale said. “Neither Securities America nor any other firm whose documents I’ve seen ever did that.”

One third-party due-diligence analyst who wrote reports about Medical Capital Financial was “almost wringing his hands over Medical Capital investments in health-care-related businesses, particularly owner-occupied real estate,” Mr. Yale said.

The analyst, whom Mr. Yale declined to identify, “stated in his reports that this was not their expertise. The next-most-obvious question is: What did the financial statement say about those investments, and how are they performing?” he asked.

“So you need to go look at the investments that are disclosed in the footnotes to the financial statements, and you see a bunch of them are delinquent. Where was the follow-up?” Mr. Yale said as written by Bruce Kelly for InvestmentNews.com.

Securities Attorney, Lars Soreide, of Soreide Law, PLLC, has represented clients nationwide. If you or a family member have experienced losses with these or other stockbrokers/brokerages, call a Securities Arbitration Lawyer for a free consultation on how to potentially recover your losses. To speak with an attorney, call 888-760-6552, or visit www.securitieslawyer.com.

Soreide Law Group, PLLC., representing investors nationwide before FINRA the Financial Industry Regulatory Authority.

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In a November 28, 2011 article for InvestmentNews.com, Bruce Kelly writes that Next Financial Group, Inc. has agreed to pay $2 million in restitution to clients who bought oil and natural gas private placements of Provident Royalties LLC, which the Securities and Exchange Commission in 2009 accused of fraud.

In a Financial Industry Regulatory Authority Inc. letter of acceptance, waiver and consent, Next Financial sold $20 million of three separate Provident private placements from July 2008 to January 2009. Over that time, the firm’s due diligence was lacking, according to the Finra.

“Despite the fact that Next received a specific fee related to the due diligence that was purportedly performed in connection with each offering, beyond reviewing the private-placement memorandum for the offerings, [Steven Nelson, vice president of investment products and services] did not perform adequate due diligence on the [Provident] offerings,” according to the AWC, which was finalized last month.

Next Financial reported $136.1 million in gross revenue last year and has 866 affiliated reps and advisers, writes Kelly.

Next Financial and Mr. Nelson’s due diligence on Provident fell short in several areas, according to Finra. Mr. Nelson “did not travel to Provident’s headquarters in Texas to conduct due diligence on three separate offerings,” according to the AWC. He also “did not see any financial information regarding Provident Royalties, other than the information contained in the private-placement memorandum. Further, once [Mr.] Nelson had concluded that Next could sell [the three offerings], he did not conduct adequate continuing due diligence.”

The InvestmentNews.com article adds that outside due-diligence reports highlighted a number of red flags of the Provident offerings, and Mr. Nelson “should have scrutinized each of the [Provident] offerings, given the purported high rate of returns,” according to the AWC.

Next Fincancial’s $2 million in restitution to investors is part of a larger case brought by the receiver for Provident in federal court in Dallas. While at least 20 broker-dealers that sold Provident private placements have shut down or declared bankruptcy, others, now including Next Financial, have had the funds to pay the claims and remain open for business. About 50 broker-dealers in total sold Provident, which raised $485 million from 7,700 investors from 2006 to 2009.

Finra censured and fined Next $50,000, and fined Mr. Nelson $10,000 and suspended him as a principal for six months. Next Financial also failed to supervise adequately a registered rep’s sale of fraudulent life settlement products from 2007 to 2009, according to the AWC. The rep, who was not identified, sold $3.5 million in life settlement contracts to 35 clients.

Securities Attorney, Lars Soreide, of Soreide Law, PLLC, has represented clients nationwide. If you or a family member have experienced losses with Next Financial Group, Inc., call a Securities Arbitration Lawyer for a free consultation on how to potentially recover your losses. To speak with an attorney, call 888-760-6552, or visit www.securitieslawyer.com.

Soreide Law Group, PLLC., representing investors nationwide before FINRA the Financial Industry Regulatory Authority.

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Sep/11

14

Did You Invest In Laeroc Funds?

Soreide Law Group, PLLC, announced that they are currently investigating the sale of the Laeroc Funds, including the Laeroc 2002 Income Fund LP, Laeroc 2004-2005 Income Fund LP, Laeroc 2005-2006 Income Fund LP, Laeroc Edge Fund LP and Laeroc Income Fund 2007, LP.

These Laeroc funds were sold as real estate private placements (under Regulation D).  Typically, these funds were sold by brokerage firms such as LPL Financial, LLC, and Commonwealth Financial Network. Laeroc Funds is a real estate investment firm that has created 14 funds. Laeroc focuses on income properties with a high concentration in the western US.

The Laeroc funds have suffered substantial declines in value. The Laeroc 2002 Income Fund, L.P. announced the dissolution of the fund to the investors. The Laeroc 2005-2006 Income Fund LP is attempting to raise millions to pay off at least $49 million of debt. This fund recently issued a ‘cash call’ to its investors.

Many broker-dealers marketed these investments as safe and secure to their clients. FINRA has announced that it is monitoring the sale of real estate funds and, in particular, the ways in which broker/dealers marketed and sold the products to their investors. FINRA requires that brokerage firms perform reasonable due diligence on private placements.

Securities Attorney, Lars Soreide, of Soreide Law Group, PLLC, has represented clients nationwide. If you feel you have experienced a loss with the Laeroc Fund sold by Commonweath Financial Network, LPL Financial, or any other broker/dealer, call a Securities Arbitration Lawyer for a free consultation on how to potentially recover your losses.  To speak with an attorney, call 888-760-6552, or visit www.securitieslawyer.com

Soreide Law Group, PLLC., representing investors nationwide before FINRA  the Financial Industry Regulatory Authority.

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Bruce Kelly writes in a Sept. 13th, 2011, article in InvestmentNews.com that a broker-dealer who sold millions of dollars of failed private placements reached a $200,000 settlement with the Financial Industry Regulatory Authority Inc. last month, with the money going to the investors.

In a Finra letter of acceptance, waiver and consent, Capital Financial Services Inc. of Minot, N.D., “failed to have reasonable grounds to believe that private placements offered by Medical Capital Holdings Inc. and Provident Royalties LLC, pursuant to Regulation D, were suitable for any customer.”

Capital Financial Services Inc., also “failed to conduct adequate due diligence” on the two series of offerings and to put in place a supervisory system to achieve compliance when selling the private placements, according to the Finra letter. The firm has 332 affiliated registered representatives. John Carlson is the firm’s president.

The InvestmentNews.com article goes on to say that Capital Financial has recently drawn attention for its due-diligence policies. In April, the Securities and Exchange Commission alleged that Capital Financial’s due diligence on Provident Royalties private placements fell short, and the firm “never conducted independent verification of any of the offering materials provided by Provident.” The status of that case is still pending, according to the firm’s profile on Finra’s BrokerCheck system.

Those potential problems, according to Finra, included a custodian’s refusing to hold the MedCap notes, a clearing firm’s valuing the notes at zero on client account statements; the firm’s receiving two third-party due-diligence reports that highlighted Medical Capital’s recent failure to pay interest and a communication from a another third-party due-diligence analyst who indicated that MedCap executives weren’t allowing the analyst access to all its records.

Kelly writes that according to the SEC, the firm’s brokers sold $63 million of Provident Royalties preferred stock from 2006 to 2009. The Finra action focuses on 36 Capital Financial brokers who sold $11.8 million of MedCap notes in 2008 and 2009, allegedly after several “red flags” were raised about those notes.

Also stated was another alleged shortcoming of Capital Financial, was its failure to look at the financial records of Medical Capital and Provident Royalties. The firm “never obtained financial information about MedCap and its offerings from independent sources, such as audited financial statements,” according to the Finra letter, which uses similar language regarding sales of Provident Royalties.

By Sept. 1, the firm was to pay $80,000 to the court-appointed receiver for Medical Capital and $120,000 to the court-appointed receiver for Provident Royalties.

The firm consented to the Finra action without admitting to or denying its findings.

Securities Attorney, Lars Soreide, of Soreide Law Group, PLLC, has represented clients nationwide. If you feel you have become a victim of Capital Financial Services, Inc., call a Securities Arbitration Lawyer for a free consultation on how to potentially recover your losses.  To speak with an attorney, call 888-760-6552, or visit www.securitieslawyer.com

Soreide Law Group, PLLC., representing investors nationwide before FINRA  the Financial Industry Regulatory Authority.

 

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Sep/11

13

Laeroc Real Estate Fund Issues Cash Call, Foreclosure Threatened

In an article from InvestmentNews.com, Bruce Kelly writes that after avoiding the pitfalls of disastrous Regulation D deals during the past decade, Commonwealth Financial Network and LPL Financial LLC, are contending with potential fallout from a real estate private placement that faces pressure from its creditors.

The financial advisers from both Commonwealth and LPL sold the fund in question, the Laeroc 2005-2006 Income Fund LP, which wants to raise another $12 million to $15 million to pay off — at a steep discount — $49 million of debt.

The InvestmentNews.com article said that Laeroc Partners Inc., a real estate investor that focuses on Los Angeles and other parts of Southern California, in June issued a “cash call” notice to investors who bought the Laeroc 2005-2006 Income Fund.

The fund’s lenders have said that they will foreclose by the end of the year on a shopping center in Sacramento, Calif., if the fresh cash isn’t paid, according to the notice. The Laeroc fund has paid more than $180 million to buy eight properties and owes $105 million in mortgage debt. It wasn’t clear how much of the Laeroc 2005-2006 Income Fund Commonwealth and LPL brokers sold.

Reg D Difficulties

Many small to midsize independent broker-dealers became embroiled in the fallout from Reg D private placements after the Securities and Exchange Commission charged two sponsors, Medical Capital Holdings Inc. and Provident Royalties LLC, with fraud in 2009.

Leading independent firms such as Commonwealth and LPL sidestepped the toxic products, of which brokers sold $2.7 billion. About half of investors’ principal was wiped out in those two deals, and the steep legal costs associated with client arbitration claims and settlements have pushed dozens of independent broker-dealers to close or be sold.

Kelly writes that industry executives noted that real estate deals, including nontraded real estate investment trusts, which raised money and bought properties from 2006 to 2009, are struggling.

Laeroc Partners has at least $650 million in assets and has created 14 funds, according to its website. Founded in Manhattan Beach, Calif., in 1986, at first it was a workout specialist for distressed real estate.

In 1993, the company began offering income and equity funds, according to the website.

Kelly adds, Joseph Kuo, a spokesman for LPL, said that the firm’s reps and clients “have successfully avoided the most difficult product-related issues associated with the financial crisis.”

“The challenges currently faced by the Laeroc fund are driven by market forces resulting from the 2008 credit crisis and the stress to the commercial-real-estate markets from the ensuing recession,” he said, adding that the firm will keep a close watch as Laeroc works to address the issue.

Securities Attorney, Lars Soreide, of Soreide Law Group, PLLC, has represented clients nationwide. If you feel you have become a victim of the Laeroc real estate fund by Commonweath Financial Network or LPL Financial, call a Securities Arbitration Lawyer for a free consultation on how to potentially recover your losses.  To speak with an attorney, call 888-760-6552, or visit www.securitieslawyer.com

Soreide Law Group, PLLC., representing investors nationwide before FINRA  the Financial Industry Regulatory Authority.

 

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