GPL Ventures LLC, GPL Management LLC, Alexander J. Dillon, and Cosmin I. Panait

U.S. SECURITIES AND EXCHANGE COMMISSION

Litigation Release No. 25706 / May 3, 2023

Securities and Exchange Commission v. GPL Ventures LLC, GPL Management LLC, Alexander J. Dillon, and Cosmin I. Panait, No. 1:21-cv-06814 (S.D.N.Y. filed Aug. 13, 2021)

SEC Obtains Final Judgments Against Firm and Its Principals for Acting as Unregistered Dealers and Engaging in a Penny Stock Fraud Scheme

On May 2, 2023, the U.S. District Court for the Southern District of New York entered final judgments against Alexander J. Dillon, Cosmin I. Panait, and their corporate entities GPL Ventures LLC and GPL Management LLC, whom the SEC charged with acting as unregistered dealers and engaging in a penny stock fraud scheme. To settle the case, the defendants consented to pay more than $39 million in civil penalties and disgorgement.

The SEC's complaint, filed on August 13, 2021, alleged that between July 2017 and August 2021, the defendants acted as unregistered securities dealers by privately acquiring numerous microcap stocks at a discount and subsequently publicly selling the securities to the investing public. In addition, the complaint charged the defendants with orchestrating a fraudulent scheme in which they acquired shares in microcap issuer HempAmericana, Inc. and secretly arranged for HempAmericana to use a percentage of the stock proceeds to fund stock promotions while the defendants sold their shares into the market.

Without admitting or denying the allegations in the SEC's complaint, the defendants consented to the entry of final judgments permanently enjoining them from violating Section 17(a) of the Securities Act of 1933 and Sections 10(b) and 15(a)(1) of the Securities Exchange Act of 1934, and Rule 10b-5 thereunder. The final judgments also order the defendants to pay $29,681,569 in disgorgement and $2,489,799 in prejudgment interest, orders Dillon and Panait to pay civil money penalties of $3,500,000 each, directs the defendants to surrender for cancelation all remaining unconverted convertible notes still held, with a face value of approximately $11 million, and imposes five-year penny stock bars against defendants.

The SEC's investigation was conducted by Brenda Chang, John C. Lehmann, Peter A. Lamore, and Adam S. Grace, and the litigation, which remains ongoing against other defendants, is being handled by Paul Gizzi, Ms. Chang, and Mr. Lehmann. The case is being supervised by Thomas P. Smith, Jr.