A Platinum Exchange with the SEC – Civil Enforcement Case v. Criminal Case

Platinum Will Get SEC Docs While Criminal Case Advances

Law360, New York (July 10, 2017, 2:42 PM EDT) — A New York federal judge paused a civil enforcement case against the hedge fund Platinum Partners on Friday at the request of prosecutors while a related criminal case goes forward, rejecting complaints by several defendants that they would be deprived of the chance to learn about the government’s case against them.

As often happens, the U.S. Securities and Exchange Commission’s case against Platinum and executives accused of playing a role in a scheme to inflate the value of its investments was stayed for a criminal prosecution. All but two of the defendants asked for discovery to continue anyway, but U.S. District Judge Dora Irizarry said even limited document exchanges would threaten the defendants’ right against self-incrimination.

Besides, the judge’s order said, federal prosecutors have committed to turning over materials they get from the SEC, which will allow the defendants to prepare for the civil case during the criminal case. So far, she noted, government lawyers said they’ve turned over 13.5 million documents, with more to come.

“In effect, the only discovery that will not be had in this civil matter is ‘testimonial’ type discovery, such as depositions, as proposed by [several of the] defendants,” the judge wrote. “Opposing defendants can hardly be heard to complain that they will be deprived of discovery in this civil matter.”

The pending decision was mentioned briefly at a hearing Friday where the main item was the judge’s decision to sack the SEC’s receiver, Bart Schwartz of Guidepost Solutions LLC, after concluding that he improperly transferred millions from an escrow account to fund an investment the feds called “risky.”

In the underlying case, prosecutors and the government litigators accuse Platinum of covering up a liquidity crisis at one of its investment funds and lying to lenders to Black Elk Energy Offshore Operations LLC, a drilling company it owned, about the company’s health. Managers hid the hedge fund’s troubles until it filed for bankruptcy last year.

Kevin O’Brien of Ford O’Brien LLP, whose client Joseph Sanfilippo was a chief financial officer at one of Platinum’s funds, said Monday that the order was good news. Even though the case was stayed, he said, it was in some sense “only partial” because the defendants would still receive SEC documents.

……. To obtain the document from it’s original forum see http://www.law360.com

The case is Securities and Exchange Commission v. Platinum Management NY LLC et al., case number 1:16-cv-06848, in U.S. District Court for the Eastern District of New York.

A Platinum Receiver – The Filings so Far and the Connections to be Made

On December 19, 2016, the United States Attorney’s Office for the Eastern District of New York announced the indictments of seven individuals who were then or were previously associated with Platinum Partners.  The same day, the U.S. Securities and Exchange Commission filed a civil complaint in the United States District Court for the Eastern District of New York against the same individuals, along with certain Platinum corporate entities.  Together with its complaint, the SEC asked the Court to appoint a Receiver over several Platinum entities affiliated with Platinum Partners Credit Opportunities Master Fund LP and Platinum Partners Liquid Opportunity Master Fund LP.  The Court appointed Bart M. Schwartz as Receiver.  Important filings in these cases are linked below.  This page will be updated regularly.

U.S. Securities and Exchange Commission Filings

More Huberfeld and Optionable Inc. – A PIECE OF PLATINUM ANYONE?

 

MURRAY HUBERFELD, MARK NORDLICHT AND OBTIONABLE….

Thanks to our contributor on this one. – LM

Murray Huberfeld grew up in the Bronx and growing up became accustomed to selling off bogus and fraudulent deals. He never grew out of the habit, evidenced by relentlessly ongoing activities in private sector and public market activities. Every case or situation in which he continues to remain unscathed represents an unfortunate continuation of the status quo. He is a link to the Rothstein scandal. I wonder what that’s a link to. Arnold Rothstein?
Optionable Inc, the brokerage located in Valhalla, New York, transacts in the brokerage of
energy derivatives to brokerage and financial services firms globally. On January 22, 2007, NYMEX Holdings, parent to the New York Mercantile Exchange, issued a news release that the they were purchasing a 19% stake in the pink sheet Optionable Inc (OTC:OPBL). While the purchase may be questionable in and of itself, the history of those involved and one particular person tend to stand out.

NYMEX Chairman R. Schaeffer’s announcement of a 19% stake in Optionable, which increased revenues to $16 million from under $6 million. Such was reflected in Optionable’s stock price. But behind the commodity derivative brokerage’s arguably manufactured numbers exists a clinging reliance on related party transactions and often depends on one sole supplier or customer. Such parties include Capital Energy Services, a firm with a President and CEO accounting for a significant interest in Optionable’s revenue last year.

The Bank of Montreal must come as no surprise. According to Optionable filings, this bank accounted for a comparable amount of the Company’s revenues. Optionable received an advantage from this practice, achieving almost 80% margins when otherwise comparing to 56% with nonrelated parties.

David Lee, Bank of Montreal Commodity Trader, accounted for 18% of Optionable’s revenue. Mark Nordlicht founded Optionable Inc in 2000 with the backing of his like-minded morally challenged father, Jules Nordlicht, who had been federally prosecuted for manipulating the oil markets and withholding $27 million in illegal profits.

According to an April 2017 New York Post Article by Roddy Boyd, Jules owns 2.19 million shares.
635 Beach 19th Street
Far Rockaway, NY 11691
contact@optionable.com
Source: OTC Markets
NY Post: Roddy Boyd

A Platinum Loan or a Nordlict Investment – the Yeshiva Business and WTA

A PLATINUM EDUCATION FOR JEWISH CHILDREN, A MODEL TO BE EMULATED, OR – PERHAPS NOT…

This article should be viewed as a follow up to an article we published earlier in April regarding Westchester Torah Academy and alleged “Loans” from Mark Nordlicht to the Westchester Torah Academy.

We contend that the “Loans” were donations. Whether they began as a means of hiding money, a lot of it, and shielding Nordlicht from potential financial liability or evolved and have been converted is a question for debate. We have our theories.

We further posit that subject only to the previous paragraph, the “donations” are now being called back as “Loans” to give Nordlicht visible and “clean” (i.e. laundered) working capital to manage his current legal woes. Each and every dollar Nordlicht is referring to as “Loans” represents an injustice to the Westchester Torah Academy and all of its students and their families..

We finally maintain that if investigators want justice for those many, many people aggrieved by Platinums’ litany of carefully planned and executed swindles, they need to open Nordlicht’s personal financial statements and trusts, scrutinize the money, its providence and underlying transaction. Nordlicht’s (and Bodner’s) personal family trusts, which we believe are comprised of Platinums’ assets should unshieded  from creditors of Platinum and all of its many victims.

See 2012:

Lower-Tuition School Model Spawning Imitators

Impact of just-opened yeshiva being felt, but financial projections remain untested.

November 20, 2012, 12:00 am

 

Rabbi Netanel Gralla, head of Yeshivat He’Atid, has two things he wants everyone to know about his school.

First, teachers have not been replaced by computers. And second, while the tuition — $8,990 for kindergarten and first grade — is substantially lower than that of other area day schools, the students are hardly enduring a no-frills education.

“We have art, music and gym,” the 40-year-old father of seven points out to a visitor during a recent tour of the Bergenfield, N.J. elementary school. “We’re not cutting corners.”

With its dual approach of making Jewish education affordable and using “blended learning,” a mix of computerized and face-to-face instruction, He’Atid — the name means “Yeshiva of the Future” — has been open just two and a half months.

But already, the 116-student Orthodox school’s impact is being felt in the Jewish day school world; other Bergen County schools are lowering tuition in the younger grades and looking to incorporate more technology. Meanwhile, two new Orthodox schools following He’Atid’s model are on track to open next year: Westchester Torah Academy in New Rochelle and Tiferet Academy in Long Island’s Five Towns.

The two planned schools, along with He’Atid, have the financial backing of the New York-based Affordable Jewish Education (AJE), an ambitious nonprofit so new it is still awaiting 501(c)3 approval.

Established by 44-year-old hedge fund manager Mark Nordlicht (who, through an intermediary, declined to be interviewed) together with six anonymous donors, AJE’s goal is nothing less than solving the day school tuition crisis by creating a new breed of tech-savvy, lower-cost schools.

“This is an urgent problem, and we have a sense of urgency,” says Jeff Kiderman, AJE’s executive director. “We can’t take a wait-and-see approach; this is the time to act.”

The money from AJE is intended solely as a startup investment to get the schools “on their feet”; the goal is that eventually the schools will be financially self-sustaining.

“The point is not to redistribute who’s paying, but to change how much it actually costs,” says Kiderman.

The He’Atid approach, inspired in part by innovative charter schools like California’s RocketShip and Arizona’s Carpe Diem, is not without its critics. While it’s hard to object to lower tuition, some parents — and leaders of established day schools — are skeptical about blended learning, which has yet to be proven successful on a large scale or over the long term. Others wonder whether AJE and He’Atid’s budget projections are realistic — the school, currently spending over $11,000 per student, is supposed to break even financially in its third year — or if the model risks faltering as it expands (the target size is about 1,000 students in pre-K through eighth grade).

Not helping the matter is that He’Atid and AJE have refused to make public the details of the “model” they are using to project expenses, although they have revealed that cost savings will come from “efficiencies” like larger class sizes, fewer administrators and group purchasing.

“The ‘model’ is just our prediction of what we think will happen — what’s more important is what actually happens,” says Kiderman. “We are constantly tweaking the model as we learn more, and we are prepared to share it with any school who wishes to learn from it.

Says Gershon Distenfeld, He’Atid’s president: “We’re happy to go over it one on one, but with no context everything gets misinterpreted.”

 

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Echo Therapeutics Inc, one in a String of Platinum Decimated Companies…. Answering Some Questions.

The below is an article that was posted in Valuewalk. The author asks some obvious and reasonable questions. Taken in a vacuum, one might wonder. However, when viewed through the looking glass of Platinum corporate savagery, the answers to those questions take on a whole new perspective.

Our comments are in red. – LM

Echo Therapeutics Inc (ECTE) – A Stock With No Revenue And A Short Catalyst

Platinum Partners is the largest investor in Echo Therapeutics (common, warrants, pref and debt). Below is the author’s take on the stock itself, but it raises some bigger questions regarding Platinum such as:

  1. why was platinum (a $1 billion fund) repeatedly investing in such a micro cap stock. Because as part of Platinum’s strategy, Platinum acts as the savior “institutional investor,” proceeds to increase value through name recognition, to take control, divest the company of its most valuable assets and equity and then to tank the stock and leave nothing for investors. Most likely in bankruptcy, Platinum repurchases the company at a substantial discount or holds onto the assets and sells them.
  2. How did Platinum value its investment in the warrants and preferred as there is no “market” for these illiquid investments. The value is an arbitrary number intended to guide other investors who view Platinum’s investment as a benchmark. As you know there were some questions about how Platinum valued some of its other investments. See Black Elk and Optionable, Echo Therapeutics and dozens if not hundreds of others. They all follow the same pattern of setting a benchmark, enticing other investors to increase capital thereby increasing value and then tanking the company by divesting it of its assets through a series of tender offers, mergers, special purpose vehicles or strategic partners. In Echo’s case it was a Chinese partner who made promises of Chinese FDA approval to appear legitimate.
  3. Did Platinum invest in ECTE while at the same time preventing Platinum investors from withdrawing from the fund (aka failing to honor redemption requests). Most likely or they created a class of shares in which they too were investors and then voted one class over the other thereby diluting the equity for the second class. That was followed by removing the value through a series of tenders, mergers, corporate takeovers, strategic partnerships…

Echo Therapeutics Inc (ECTE) – An Overvalued Stock

Echo Therapeutics (ECTE) has no revenue, is losing money, is facing delisting from the Nasdaq exchange, needs capital, recently filed a shelf offering (very late in the day on a Friday!) and faces competition from much larger industry competitors. According to the latest 10Q, the company had only $42k of unrestricted cash (not much cushion for a company that burns over $1mm per quarter) yet boasts an equity market cap of almost $35 million (using the 20 million shares, which includes convert pref,…most data sources like yahoo and Bloomberg use only 11 million shares outstanding). The company also expects to have negative cash flows for the foreseeable future as it funds its operating losses and capital expenditures. Echo Therapeutics is up 25% YTD and up 100% from its 52 week low. This was not the case initially. The software had value. The company was a Platinum target from start to finish.

To make it an even more attractive short candidate, consider that its largest shareholder is Platinum Partners, the fund that one of its executives has been accused of paying bribes to a union boss in exchange for an investment and the same fund that yesterday the FBI raided on reportedly as part of an investigation into Platinum’s valuation of its hard to value illiquid assets. It has also been reported that Platinum will be liquidating some or all of its funds (which makes the short even more interesting). Finally, it has been reported that Platinum failed to honor redemption requests from investors and that Platinum has defaulted on a $30 million loan from New Mountain Capital…in other words, Platinum appears to have some very serious problems and their future is uncertain. Platinum Partners gets involved to give the company seeming legitimacy, name recognition, institutional investor interest thereby enticing other investors.

Furthermore, Platinum’s investment (and ECTE’s market cap) are larger than it might initially appear as most of Platinum’s investment is in the form of convertible Preferred stock, so the number of shares outstanding is, theoretically larger than it appears on the cover of the 10q. In addition there are Blockers limiting the number of shares that the preferred can be converted into, so the ownership table in the proxy table understates Platinum’s true ownership, although the footnotes give more accurate information. Precisely why their pattern of corporate savagery works.

Echo Therapeutics is trying to develop a non-invasive (aka no needles), wireless, continuous glucose monitoring system. You can see the latest presentation at http://echotx.com/investors/investor-relations/ . The company has been developing its products for several years now but still has no commercially viable product. It probably doesn’t help that they spend more on SG&A than they do on R&D and that they compete with companies with significantly greater resources. ECTE does talk about getting approval from the Chinese FDA (we have our doubts) and the company does put out press releases on things that we believe are of limited real value. Promises of Chinese FDA approval was a ruse to add seeming legitimacy to its choice of strategic partner, also a Platinum related entity, in China. Meetings were held in China, thereby removing the US entrepreneurs and board members from earshot. To reiterate, the supposed FDA Approval in China was a ruse intended to make the entire scheme appear legitimate, reasonable and even value enhancing.

To avoid delisting from the Nasdaq, by the July 5, 2016 ECTE will need stockholders’ equity above $2.5 million (last quarter it was negative $4.7 million) and to provide projections that it can maintain that amount through June 30, 2017 (remember the company loses money and lost $2.6 million last quarter). ECTE could, theoretically meet the Nasdaq requirements by doing one of 2 things, neither of which would be good for current shareholders: 1) Raise equity through a recently filed (but not yet effective) $25 million shelf, although it is unclear if ECTE has enough time to pursue this option and who would buy the stock or 2) Have Platinum convert some/all of its preferred stock into common stock, although given Platinum’s other problems I’m not sure how focused they are on ECTE at the moment.

In addition to being ECTE’s largest shareholder, Platinum has the right to nominate one director to ECTE’s Board. Platinum’s designee is ECTE’s Chairman, Michael M. Goldberg. Goldberg’s previous biographies indicate he used to work for Platinum. However his employment by Platinum is not mentioned in the bio listed in ECTE’s SEC filings and we wonder why. (Note: Mr. Goldberg is also Board Director for ticker NAVB, another Platinum related company whose stock has cratered recently.) Each and every member of the Platinum team from start to finish is a Platinum person, friend, family member, financial colleague and co-conspirator. This is part of the same Platinum pattern. Platinum Controls all aspects of the entity it takes over. It is carefully planned, reflecting savvy, a clear understanding both of the markets and of investor behavior and a willingness to destroy the most vulnerable, those who began the venture and did not know enough to prevent Platinum from stepping in.

Besides Michael Goldberg, Echo Therapeutics has 2 other non-employee directors, one of whom is Mr. Goldberg’s first cousin. Couldn’t ECTE find a qualified director who was not related to an existing Board member? To be clear, we don’t know either of the Goldbergs nor are we suggesting they have done anything wrong. However, their ties to Platinum (and each other) are red flags for us. They should be huge red flags, warning signs a cause for running in the opposite direction.

Not surprisingly, ECTE has failed to attract much interest from institutional investors. If ECTE is such an interesting investment, why have so many sophisticated investors avoided it? Our opinion is that Platinum owns shares when the company is functioning with moderate returns, dumps those shares into the market, tanking the stock, which serves to make a company appear less financially viable. They then enter as the “legitimate institutional investor” at a lower market price, take over a majority of shares and proceed to acquire control in seemingly legal contracts and transactions then divest the company of its most valuable assets under the guise of  trying to rebuild a company. In reality the entire path from start to finish is a well orchestrated ballet, with a chorus of additional dancers waiting at the sideline to step in and steal the show.

Based on the latest proxy as of April 2016 we estimate Platinum’s investment to consist of 783k common shares, 5.6 mm shares (theorectically convertible from preferred stock) and 2.8 million warrants. Clearly exiting its position will be challenging considering the company needs to sell shares too to raise cash and the trading volume is limited. No surprises. It was orchestrated in similar fashion in EVERY other deal that Platinum has entered (see Objectionable, Black Elk and others).

Echo Therapeutics is an overvalued stock where we believe both insiders and the company will need to sell large numbers of shares and we don’t see how either can occur at these prices. Echo Therapeutics can be saved if the Receiver in Bankruptcy sees the company through the looking glass of Platinum’s involvement and facilitates its recovery by denying Platinum and its partners any involvement.

A Platinum/Uber Collaboration and $8M In Losses to Investors

Dr.-Amarpreet-Singh-&imageversion=widescreen&maxw=770

How several small-time investors got hosed when Uber crashed the taxi market

Unhappy about their losses the green cab owners have sued their broker and his partners for allegedly cheating them out of $8 million

When Dr. Amarpreet Singh received a tip from a patient back in 2013, he was all ears. The city was expanding its taxi fleet, the patient explained. Would he be interested in investing in cabs? “I said I’d certainly like to talk to someone about that,” recalled Singh, chief of oculo-facial plastic surgery at Harlem Hospital Center.

Singh’s patient introduced him to a taxi broker, who said the city was issuing thousands of permits for a new line of cabs, called green taxis, that would pick up passengers in the outer boroughs and upper Manhattan. Some green-taxi owners were already reaping profits of as much as $550 every week, the broker said, and it wasn’t expensive to get in on the action, because the city was offering incentives for cabs retrofitted to accommodate passengers in wheelchairs.

Singh liked the idea of helping disabled New Yorkers get around town, so he paid the broker $75,000 for five green-cab permits, plus another $325,000 for vehicles. Then he waited for drivers to rent his taxis. And waited some more. After nearly two years he got in touch with his patient to see what was up with the investment. Singh learned his cabs were lying fallow in Mill Basin, Brooklyn. He dashed over and found a parking lot filled with 600 cars, none with license plates and some not even outfitted as taxis.

“It was just a sea of green,” said Singh. “I walked out telling myself, Oh my God, what have I done?”

The collapse of the taxi business has dramatically altered New York’s streetscape. Spurred by the advent of Uber and other apps, the number of drivers looking for passengers has grown by 40%, but the surge has meant less business for cabbies, who are making 30% fewer trips than only three years ago. Those who invested in yellow or green cabs are seeing their investments wiped out as drivers flock to rivals or pursue other work and cars sit idle. Since 2013 5,000 taxi drivers have thrown in the towel, and last month Queens-based Melrose Credit Union was seized by state regulators after delinquent cab loans soared tenfold in just 18 months. The stock price of the city’s preeminent taxi lender, Medallion Financial Corp., has fallen so far that one share now costs less than a subway ride.

Among those sucked into the vortex are scores of novice investors who saw the same potential in green cabs as what yellow-taxi medallions offered decades ago: cheap investments (the first medallions sold for $10 in 1937 before peaking at more than $1 million) with yearly returns that far outpaced the stock market. But these small-time players bought green cabs just before the taxi business began its free fall. Singh is in this group along with a dozen other investors, including a home health care company president, a purchasing manager at a software firm, a vice president of sales at a printing company and a commercial real estate broker in Baltimore.

Jake Zamansky, a prominent plaintiff lawyer on Wall Street, said people need to be wary about buying into taxis and other investments that don’t have the same disclosure requirements as publicly traded stocks and bonds. “It’s imperative investors do their own due diligence or stay away,” he said.

The taxi investors are not happy about their losses and have sued in Brooklyn state court, alleging their green-cab broker and his partners cheated them out of $8 million by selling taxi permits “in the manner of a Ponzi scheme.” They also allege the defendants funneled millions of dollars’ worth of taxi money into Platinum Partners, a large hedge fund that federal prosecutors likened to a Ponzi scheme after it collapsed last year.

Billed as a slam dunk

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Platinum Partners – Where is this Going?

Det. Whitney Tilson Would’ve Caught These Platinum Scammers Years Ago

http://dealbreaker.com/2017/02/whitney-tilson-platinum-partners/