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Posted On: 12/15/2014 2:59:54 PM
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SEC Charges New Orleans-Based Energy Company and Executives With Fraudulent Stock Manipulation. .
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Press Release SEC Charges New Orleans-Based Energy Company and Executives With Fraudulent Stock Manipulation
Houston-Based Attorney Charged With Facilitating Scheme in Gatekeeper Role
FOR IMMEDIATE RELEASE
2014-281 Washington D.C., Dec. 15, 2014 — The Securities and Exchange Commission today charged a New Orleans-based oil-and-gas company and five executives with running a stock trading scheme in which they claimed to have struck oil in Belize in order to manipulate the price of the company’s stock as they illegally sold restricted shares to the public.
The SEC also charged a Houston-based attorney with facilitating the scheme by issuing false legal opinion letters that allowed free trading of the restricted company stock.
According to the SEC’s complaint filed in U.S. District Court for the Eastern District of Texas, Treaty Energy Company issued deceptive press releases touting drilling successes in Belize and Texas to induce investor demand for its unregistered stock, which was then illegally distributed to the public. The SEC alleges that Treaty Energy’s founder Ronald Blackburn and four company officers – Andrew V. Reid, Bruce A. Gwyn, Lee C. Schlesinger, and Michael A. Mulshine – obtained at least $3.5 million in illicit profits from the scheme.
“Treaty Energy professed to be in the oil-and-gas business, but its real business seems to have been misleading investors,” said David Peavler, Associate Director for Enforcement in the SEC’s Fort Worth Regional Office. “These company officers were behind press releases and SEC filings announcing drilling successes that were simply falsehoods designed to deceive the market and put investor money into their own pockets.”
The SEC’s complaint further alleges that Treaty Energy’s outside counsel Samuel Whitley abused his gatekeeper role and enabled the scheme by authoring improper legal opinion letters that allowed the company and its officers to illegally distribute unregistered stock to the public. Whitley was aware that Blackburn was running the company and Treaty Energy was abusing registration rules under the federal securities laws. Yet these facts did not deter him from issuing the opinion letters that allowed the scheme to proceed.
“This case highlights the importance of gatekeepers in the sale of securities. Attorneys and other gatekeepers have an obligation to stop frauds, not enable them by turning a blind eye,” said David Woodcock, Director of the SEC’s Fort Worth Regional Office.
According to the SEC’s complaint, the scheme had three basic components. The first part began in January 2012 when Blackburn directed Treaty Energy to issue a press release claiming that its purported oil strike in Belize contained an estimated five to six million barrels of recoverable oil. Treaty’s stock price shot up nearly 80 percent that day. However, the Belize government publicly refuted Treaty Energy’s purported oil strike the very next day, calling the company’s statement “false and misleading” and “irresponsible.” The SEC alleges that despite Belize’s denial, Blackburn and the company’s officers continued to mislead investors by claiming that Belize was merely downplaying an actual oil strike for strategic reasons.
The SEC alleges that the second part of the scheme entailed Treaty Energy’s failure to disclose in public filings from 2009 to 2013 that Blackburn – previously convicted of federal income tax evasion – actually controlled the company and was a de facto officer. The SEC alleges that Reid, Gwyn, Schlesinger, and Mulshine all knew Blackburn’s true role at the company, but intentionally kept this fact out of its disclosures to conceal from the public that a convicted felon was in charge.
According to the SEC’s complaint, the final part of the scheme got underway in November 2013 when Treaty Energy began offering investors working interests in a well in West Texas. Investors were enticed with claims that the working interests were low-risk and expected to yield a return of 111.42 percent over a 10-year period. The SEC alleges that Treaty Energy and its officers knew these claims were baseless because the well was producing only marginal amounts of oil. In fact, the well produced 235 total barrels from October 2013 to October 2014.
The SEC’s complaint charges Treaty Energy, Blackburn, Reid, Gwyn, Mulshine, and Schlesinger with securities fraud as well as violations of the registration and reporting violations of the federal securities laws. The SEC seeks disgorgement of ill-gotten gains with prejudgment interest plus financial penalties as well as penny stock bars, officer-and-director bars, and permanent injunctions against them. Reid and Gwyn are additionally charged with signing false certifications in Treaty Energy’s SEC filings, and Whitley is accused of securities registration violations.
The SEC’s investigation was conducted by Samantha Martin, Keith Hunter, and Joann Harris of the Fort Worth Regional Office. The SEC’s litigation will be led by Jessica Magee.
###
Related Materials
◾SEC complaint
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U.S. Securities and Exchange Commission U.S. Securities and Exchange Commission .Search SEC Documents .
Company Filings | More Search Options
.About
What We DoCommissionersSecurities LawsSEC DocketReportsCareersContactDivisions
Corporation FinanceEnforcementInvestment ManagementEconomic and Risk AnalysisTrading and MarketsNational Exam ProgramAll Divisions and OfficesEnforcement
Litigation ReleasesAdministrative ProceedingsOpinions and Adjudicatory OrdersAccounting and AuditingTrading SuspensionsHow Investigations WorkAdministrative Law JudgesRegulation
Proposed RulesFinal RulesInterim Final Temporary RulesOther Orders and NoticesSelf-Regulatory OrganizationsStaff InterpretationsEducation
Investor.govCheck Out a Broker or AdviserInvestor Alerts and BulletinsFast AnswersFile a Tip or ComplaintPublicationsFilings
EDGAR Search ToolsCompany Filings SearchHow to Search EDGARRequesting Public DocumentsDescriptions of Filing TypesInformation for FilersAbout EDGARNews
Press ReleasesPublic StatementsSpeechesTestimonySpotlight TopicsWhat's NewEventsWebcastsSpecial Studies.
SEC Charges New Orleans-Based Energy Company and Executives With Fraudulent Stock Manipulation. .
Newsroom
Press Releases
Public Statements
Speeches
Testimony
Spotlight Topics
Media Kit
Events
Webcasts
What's New
Special Studies
RSS Feeds
RSS Press ReleasesRSS Public StatementsRSS SpeechesRSS TestimonyRSS Litigation Releases
Social Media
Twitter @SEC_NewsYouTube SEC ChannelFlickr SEC PhotostreamView All Social Media
Press Release SEC Charges New Orleans-Based Energy Company and Executives With Fraudulent Stock Manipulation
Houston-Based Attorney Charged With Facilitating Scheme in Gatekeeper Role
FOR IMMEDIATE RELEASE
2014-281 Washington D.C., Dec. 15, 2014 — The Securities and Exchange Commission today charged a New Orleans-based oil-and-gas company and five executives with running a stock trading scheme in which they claimed to have struck oil in Belize in order to manipulate the price of the company’s stock as they illegally sold restricted shares to the public.
The SEC also charged a Houston-based attorney with facilitating the scheme by issuing false legal opinion letters that allowed free trading of the restricted company stock.
According to the SEC’s complaint filed in U.S. District Court for the Eastern District of Texas, Treaty Energy Company issued deceptive press releases touting drilling successes in Belize and Texas to induce investor demand for its unregistered stock, which was then illegally distributed to the public. The SEC alleges that Treaty Energy’s founder Ronald Blackburn and four company officers – Andrew V. Reid, Bruce A. Gwyn, Lee C. Schlesinger, and Michael A. Mulshine – obtained at least $3.5 million in illicit profits from the scheme.
“Treaty Energy professed to be in the oil-and-gas business, but its real business seems to have been misleading investors,” said David Peavler, Associate Director for Enforcement in the SEC’s Fort Worth Regional Office. “These company officers were behind press releases and SEC filings announcing drilling successes that were simply falsehoods designed to deceive the market and put investor money into their own pockets.”
The SEC’s complaint further alleges that Treaty Energy’s outside counsel Samuel Whitley abused his gatekeeper role and enabled the scheme by authoring improper legal opinion letters that allowed the company and its officers to illegally distribute unregistered stock to the public. Whitley was aware that Blackburn was running the company and Treaty Energy was abusing registration rules under the federal securities laws. Yet these facts did not deter him from issuing the opinion letters that allowed the scheme to proceed.
“This case highlights the importance of gatekeepers in the sale of securities. Attorneys and other gatekeepers have an obligation to stop frauds, not enable them by turning a blind eye,” said David Woodcock, Director of the SEC’s Fort Worth Regional Office.
According to the SEC’s complaint, the scheme had three basic components. The first part began in January 2012 when Blackburn directed Treaty Energy to issue a press release claiming that its purported oil strike in Belize contained an estimated five to six million barrels of recoverable oil. Treaty’s stock price shot up nearly 80 percent that day. However, the Belize government publicly refuted Treaty Energy’s purported oil strike the very next day, calling the company’s statement “false and misleading” and “irresponsible.” The SEC alleges that despite Belize’s denial, Blackburn and the company’s officers continued to mislead investors by claiming that Belize was merely downplaying an actual oil strike for strategic reasons.
The SEC alleges that the second part of the scheme entailed Treaty Energy’s failure to disclose in public filings from 2009 to 2013 that Blackburn – previously convicted of federal income tax evasion – actually controlled the company and was a de facto officer. The SEC alleges that Reid, Gwyn, Schlesinger, and Mulshine all knew Blackburn’s true role at the company, but intentionally kept this fact out of its disclosures to conceal from the public that a convicted felon was in charge.
According to the SEC’s complaint, the final part of the scheme got underway in November 2013 when Treaty Energy began offering investors working interests in a well in West Texas. Investors were enticed with claims that the working interests were low-risk and expected to yield a return of 111.42 percent over a 10-year period. The SEC alleges that Treaty Energy and its officers knew these claims were baseless because the well was producing only marginal amounts of oil. In fact, the well produced 235 total barrels from October 2013 to October 2014.
The SEC’s complaint charges Treaty Energy, Blackburn, Reid, Gwyn, Mulshine, and Schlesinger with securities fraud as well as violations of the registration and reporting violations of the federal securities laws. The SEC seeks disgorgement of ill-gotten gains with prejudgment interest plus financial penalties as well as penny stock bars, officer-and-director bars, and permanent injunctions against them. Reid and Gwyn are additionally charged with signing false certifications in Treaty Energy’s SEC filings, and Whitley is accused of securities registration violations.
The SEC’s investigation was conducted by Samantha Martin, Keith Hunter, and Joann Harris of the Fort Worth Regional Office. The SEC’s litigation will be led by Jessica Magee.
###
Related Materials
◾SEC complaint
Share on printShare on facebookShare on twitterShare on emailMore Sharing Services0Share on facebookShare on twitterShare on emailHome > Newsroom
.Site Map|Accessibility|Contracts|Privacy|Inspector General|Agency Financial Report|Budget & Performance|Careers|Contact.
.FOIA|No FEAR Act & EEO Data|Whistleblower Protection|Open Government|Plain Writing|Links|Investor.gov|USA.gov.U.S. Securities and Exchange Commission
ABOUTDIVISIONSENFORCEMENTREGULATIONEDUCATIONFILINGSNEWSROOM Newsroom
Press ReleasesPublic StatementsSpeechesTestimonySpotlight TopicsMedia KitEventsWebcastsWhat's NewSpecial StudiesRSS Feeds
RSS Press ReleasesRSS Public StatementsRSS SpeechesRSS TestimonyRSS Litigation ReleaseSocial Media
Twitter @SEC_NewsYouTube SEC ChannelFlickr SEC PhotostreamView All Social Media.
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