SEC v. Advanced Equity Partners, LLC, Premiere Consulting, LLC, Peter Kirschner and Stuart Rubens, Case No. 3:13-cv-62100 (S.D. Fla.). On September 26, 2013, the SEC announced fraud charges against Peter Kirschner, a repeat offender, his business partner Stuart Rubens, and their companies Advanced Equity Partners, LLC, (“Advanced Equity”), and Premiere Consulting, LCC (“Premiere”) in connection with an unregistered stock offering of Thought Development, Inc. (“TDI”). TDI claims to have developed a laser-line system designed to mark first downs in professional and college football games by generating a line on the field visible in the stadium to players and fans and on television. According to the SEC, Kirschner and Rubens and their companies directly and with sales agents they hired offered and/or sold unregistered TDI stock mostly to senior citizens, raising about $2.4 million. The SEC alleges that Kirschner, Rubens and their sales agents made several material misrepresentations and omissions, including failing to disclose that they retained or paid their sales agents commissions and other fees of at least 75% of the offering proceedings. Also, the sales agents misrepresented the status of negotiations with the National Football League and the use of the technology by certain teams and stadiums. TDI terminated its relationship with Kirschner and Rubens’ company Premiere when they learned of the misconduct. Nevertheless, Kirschner, Rubens, and their sales agents continued soliciting investors for their new company, Advanced Equity. They told investors the same lies they told before and also created fake documents to trick investors into believing they had purchased shares of TDI, when in fact they had not. These investors never got TDI stock certificates, and Kirschner and Rubens used nearly all of the money for personal use and to pay their sales agents. The SEC charged Advanced Equity, Premiere, Kirschner and Rubens with violating Sections 5(a), 5(c) and 17(a) of the Securities Act, and Sections 10(b) and 15(a) of the Exchange Act and Rule 10b-5 thereunder. Without admitting or denying the allegations, the defendants offered to settle all charges and agree to full injunctive relief with disgorgement, pre-judgment interest and civil penalties to be determined later by the court. Kirschner and Rubens also agreed to penny stock bars.
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