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`MONIQUE C. WINKLER (Cal. Bar No. 213031)
`MARC D. KATZ (Cal. Bar No. 189534)
` katzma@sec.gov
`DAVID ZHOU (NY Bar No. 4926523)
` zhoud@sec.gov
`ERIN E. WILK (Cal. Bar No. 310214)
` wilke@sec.gov
`
`Attorneys for Plaintiff
`SECURITIES AND EXCHANGE COMMISSION
`44 Montgomery Street, Suite 2800
`San Francisco, CA 94104
`Telephone: (415) 705-2500
`Facsimile: (415) 705-2501
`
`
`UNITED STATES DISTRICT COURT
`
`NORTHERN DISTRICT OF CALIFORNIA
`SAN JOSE DIVISION
`
`SECURITIES AND EXCHANGE COMMISSION,
`Plaintiff,
`
`Case No. ________
`COMPLAINT
`
`v.
`
`MANISH LACHWANI,
`Defendant.
`
`
`Plaintiff Securities and Exchange Commission (“the Commission” or “the SEC”) alleges:
`SUMMARY OF THE ACTION
`1.
`From at least 2018 through 2020, Manish Lachwani engaged in a fraudulent scheme to
`propel the valuation of his Silicon Valley technology start-up, HeadSpin, Inc., to over $1 billion by
`falsely inflating the company’s key financial metrics and doctoring its internal sales records.
`Lachwani then used HeadSpin’s inflated valuation and financial numbers to deceive investors into
`pouring approximately $80 million into the company between 2018 and 2020, and to enrich himself
`through the offer and sale of approximately $2.5 million of his personal HeadSpin stock.
`
`COMPLAINT
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`2.
`HeadSpin made virtually all of its revenue by charging customers fees to use its
`hardware and software products. To create the illusion of strong and consistent growth, Lachwani,
`who controlled all important aspects of HeadSpin’s financials and sales operations, falsely inflated
`the values of numerous customer deals that, in reality, were much smaller. He also fraudulently
`treated uncommitted deal amounts that he had discussed with customers as if they were guaranteed
`future payments. He concealed this inflation by creating fake invoices and altering real invoices to
`make it appear as though customers had been billed higher amounts.
`3.
`Lachwani’s fraudulent actions increased HeadSpin’s revenue-related financial
`measures, which, in turn, fueled the company’s valuation upward. In fall of 2018, ahead of its Series
`B fundraising round, HeadSpin was valued at approximately half a billion dollars. When Lachwani
`sold his personal stock in around May 2019, that valuation had climbed about 50 percent to
`approximately $750 million. Less than six months later, in fall of 2019, HeadSpin’s valuation for its
`Series C fund raise had jumped to approximately $1.1 billion and entered so-called “unicorn” status.
`4.
`Lachwani knowingly or recklessly provided these lies about HeadSpin’s valuation and
`its seeming financial success to prospective investors. He made numerous false statements that were
`designed to convince investors that HeadSpin had hundreds of customers, including many of Silicon
`Valley’s biggest and most high-profile companies, signed up to long-term contracts totaling tens of
`millions of dollars per year. Investors invested millions of dollars in HeadSpin based on Lachwani’s
`misrepresentations.
`5.
`Lachwani’s fraud unraveled in spring of 2020, following an internal investigation.
`Lachwani was forced to resign as CEO, and HeadSpin revised its valuation dramatically downward
`from the $1.1 billion claimed during the Series C round to approximately $300 million.
`6.
`By his actions, Lachwani violated the antifraud provisions of the federal securities
`laws. Specifically, Lachwani violated 17(a) of the Securities Act of 1933 (“Securities Act”) [15
`U.S.C. § 77q(a)] and Section 10(b) of the Securities Exchange Act of 1934 (“Exchange Act”) [15
`U.S.C. § 78j(b)] and Rule 10b-5 thereunder [17 C.F.R. § 240.10b-5].
`7.
`The SEC requests, among other things, that the Court: (i) permanently enjoin
`Lachwani from further violating the federal securities laws as alleged in this complaint; (ii)
`COMPLAINT
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`permanently enjoin Lachwani from participating in the issuance, purchase, offer, or sale of any
`security; (iii) prohibit Lachwani from acting as an officer or director of a publicly traded company;
`and (iv) order Lachwani to pay civil monetary penalties.
`JURISDICTION AND VENUE
`8.
`The Commission brings this action pursuant to Sections 20(b), 20(d), and 22(a) of the
`Securities Act [15 U.S.C. §§ 77t(b), 77t(d), and 77v(a)] and Sections 21(d), 21(e), and 27 of the
`Exchange Act [15 U.S.C. §§ 78u(d), 78u(e), and 78aa].
`9.
`This Court has jurisdiction over this action pursuant to Sections 20(b), 20(d)(1), and
`22(a) of the Securities Act [15 U.S.C. §§ 77t(b), 77t(d)(1), and 77v(a)] and Sections 21(d), 21(e), and
`27 of the Exchange Act [15 U.S.C. §§ 78u(d), 78u(e), and 78aa].
`10.
`Lachwani, directly or indirectly, made use of the means and instruments of interstate
`commerce or of the mails in connection with the acts, transactions, practices, and courses of business
`alleged in this complaint.
`11.
`Venue is proper in this District pursuant to Section 22(a) of the Securities Act [15
`U.S.C. § 77v(a)] and Section 27(a) of the Exchange Act [15 U.S.C. § 78aa(a)]. Acts, transactions,
`practices, and courses of business that form the basis for the violations alleged in this complaint
`occurred in this District. Lachwani met with and solicited prospective investors in this District, and
`offers and sales of securities took place in this District.
`Under Civil Local Rule 3-2(e), this civil action should be assigned to the San Jose
`12.
`Division because a substantial part of the events or omissions that give rise to the claims alleged
`herein occurred in Santa Clara County, where HeadSpin’s principal place of business is located.
`DEFENDANT
`13. Manish Lachwani, age 45, resides in Los Altos, California. He served as HeadSpin’s
`Chief Executive Officer until he stepped down in around May 2020. Lachwani controlled
`HeadSpin’s business functions and operations from its formation in about 2015 through his tenure as
`CEO. Lachwani sold a portion of his own HeadSpin stock during an offering in around May 2019.
`During the Commission’s investigation, Lachwani declined to produce any documents concerning the
`investigation on the basis of his Fifth Amendment privilege against self-incrimination.
`COMPLAINT
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`Case 5:21-cv-06554-NC Document 1 Filed 08/25/21 Page 4 of 13
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`I.
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`RELATED ENTITY
`14. HeadSpin, Inc. is a Delaware corporation with its principal place of business in Palo
`Alto, California. HeadSpin provides customers with hardware and software tools to test their mobile
`software applications across the world. In 2020, after Lachwani’s fraud was uncovered, HeadSpin
`reduced its valuation by more than $800 million and returned approximately 70% of principal to
`investors in the Series B and C funding rounds. However, some investors retained their shares in
`HeadSpin, and the company remains operational.
`FACTUAL ALLEGATIONS
`HeadSpin Sells Customers Tools for Testing Mobile Apps.
`15.
`Lachwani co-founded HeadSpin in 2015 to provide hardware and software tools that
`allow customers to test their mobile software applications, or “apps,” and ensure that their apps work
`on different operating systems as well as various internet and cellular data networks. Prior to
`HeadSpin, Lachwani co-founded another start-up technology company that was sold to a major
`Silicon Valley company in 2014, and he also served as Chief Technology Officer for a prominent
`public company in the mobile gaming industry, among other roles.
`16.
`HeadSpin provided its customers access to mobile devices located all over the world.
`Customers were then able to use HeadSpin’s proprietary software to test their apps on these devices
`across different networks. Typically, HeadSpin charged a one-time set-up fee as well as recurring
`fees for use of the devices and software.
`17.
`HeadSpin sold its products and services in two ways. First, HeadSpin entered into
`direct agreements with corporate customers. Second, HeadSpin worked with third-party resellers,
`who acted as middlemen to market and sell HeadSpin’s products and services to corporate customers.
`18.
`In some cases, customers, such as the third-party resellers, signed non-binding
`agreements with HeadSpin that set forth the products and services they planned to purchase and
`sometimes listed the maximum amount they would spend on those items. However, the customer did
`not incur a commitment to pay HeadSpin until it submitted an order and HeadSpin, in response,
`charged the customer by sending an invoice.
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`COMPLAINT
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`II.
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`Lachwani Engaged in a Fraudulent Scheme to Inflate HeadSpin’s Financials in Order to
`Drive Up Its Valuation.
`19.
`Beginning at least in about 2018, Lachwani engaged in a fraudulent scheme to inflate
`HeadSpin’s financial records in order to achieve high valuations of the company that would attract
`investors.
`20.
`Lachwani understood that the amount of the valuation depended, in large part, on a
`key financial metric called “annual recurring revenue,” or “ARR,” as well as ARR growth over time.
`ARR is a measure of the total revenue expected per year from committed customers with signed
`contracts. The metric is commonly used by software companies like HeadSpin that charge customers
`recurring fees to use their products. A growing ARR shows that a company is successfully signing
`up new customers and/or expanding the deals it already has with existing customers.
`21.
`Lachwani inflated HeadSpin’s ARR by falsely increasing the values of several
`existing customer deals of all sizes, ranging from big deals with Silicon Valley heavyweights to low
`dollar-value deals with smaller companies, and relying on uncommitted amounts from non-binding
`agreements with other customers. He entered the fabricated amounts into the company’s detailed
`ARR-tracking Spreadsheet that he alone controlled. For example, in about 2018, Lachwani sent an
`investor a version of the ARR Spreadsheet that claimed a reseller (“Customer 1”) was contributing
`approximately $1 million in ARR. In reality, Customer 1 and Lachwani had signed a non-binding
`agreement that, among other things, set a maximum cap of $1.215 million on its purchases over two
`years from HeadSpin. Importantly, Customer 1 was not obligated to pay anything until HeadSpin
`sent invoices at a later date. In the end, Customer 1 only paid HeadSpin approximately $500,000
`over two years—far less than the maximum cap.
`22.
`In other instances, Lachwani fabricated or altered invoices to provide post-hoc
`justifications to other HeadSpin employees for the inflated ARR amounts. For example, from 2018
`through 2020, Lachwani falsely claimed that a major San Francisco-based ride share company
`(“Customer 2”) had agreed to pay HeadSpin about $1.44 million per year. In truth, Customer 2 made
`a single purchase worth $720,000 in 2018, and did not make a long-term commitment. To bridge the
`gap between reality and his false claims, Lachwani concocted a fake invoice covering the remaining
`COMPLAINT
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`amount (i.e., $720,000) in 2018, and in 2019 he created two more fake invoices to represent a
`supposed renewal of the full $1.44 million.
`23.
`In addition, Lachwani falsely inflated HeadSpin’s actual revenue numbers, which
`were also shared with investors, using the same methods that he used to fabricate ARR. Lachwani
`dictated the inflated revenue numbers each quarter to HeadSpin’s bookkeeper, who recorded those
`numbers in the company’s financial statements. He frequently sent the numbers without supporting
`documentation (like contracts and invoices) notwithstanding the bookkeeper’s regular requests for
`such backup, and he sometimes sent her fake or altered invoices that he had created, including the
`three fictional invoices related to Customer 2 and a doctored invoice related to Customer 1.
`24.
`On the strength of its fraudulently inflated ARR and other financial numbers,
`HeadSpin achieved impressive valuations leading into its three fundraising rounds. In advance of the
`Series B round in fall of 2018, HeadSpin was valued at approximately $500 million. When Lachwani
`sold his personal HeadSpin stock in around May 2019, HeadSpin had increased its valuation to
`approximately $750 million. Just six months later, at the start of its Series C round, HeadSpin had
`again surged in valuation to approximately $1.1 billion. Lachwani falsely inflated the metrics,
`including ARR, in order to lure HeadSpin investors into paying increasingly higher prices for
`HeadSpin’s shares.
`25.
`Lachwani was able to carry out his fraudulent scheme for years because he controlled
`and managed all the key aspects of HeadSpin’s financials and sales operations, and he kept HeadSpin
`employees in those different departments isolated from each other. For instance, virtually all the
`information provided to HeadSpin’s bookkeeper, including the supporting documentation for claimed
`revenue amounts, flowed through Lachwani.
`26.
`By virtue of his control over the company, Lachwani knew, or was reckless in not
`knowing, that HeadSpin’s ARR and other financial numbers were false and inflated. He had sole
`ownership of the ARR Spreadsheet and used it to personally calculate the company’s quarterly and
`yearly ARR. As Lachwani admitted in a December 2017 email, he intended to “super micro
`manage[]” the company’s financials and finance function, and he rebuffed repeated requests from late
`2017 into 2020 from HeadSpin’s board to hire a CFO to manage HeadSpin’s day-to-day finances. At
`COMPLAINT
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`the same time, he knew, or was reckless in not knowing, about HeadSpin’s relationships with
`customers because he personally interacted and negotiated with many of them, and he directly
`supervised the small staff of sales people who managed customer deals.
`III.
`Lachwani Lied to Series B Investors About HeadSpin’s Financials and Customers.
`27.
`From August 2018 through October 2018, Lachwani made numerous false and
`misleading representations about HeadSpin’s ARR, financials, and customer growth in connection
`with the offer and sale of HeadSpin’s preferred stock in the Series B round. In promoting the Series
`B offering, Lachwani knowingly or recklessly provided investors with the false impression that
`HeadSpin was experiencing substantial growth in both its expected revenues and its number of
`customers. He personally met and communicated those misrepresentations to prospective investors
`through emails, telephone calls, and in-person due diligence meetings. Lachwani also directed his
`employees to include false information in written investor materials provided to investors, including
`pitch decks, financial spreadsheets, and other promotional materials. The Series B offering
`succeeded in raising approximately $20 million from about 26 investors.
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`Lachwani repeatedly knowingly or recklessly misrepresented HeadSpin’s ARR and
`ARR growth to Series B investors by sending them ARR numbers that he had falsely inflated. He
`sent emails to investors in which he touted the inflated overall ARR for the company as well as the
`grossly overstated ARRs for certain high-profile customers. Lachwani also provided a 2018 Pitch
`Deck to Series B investors that, among other things, listed falsely inflated “revenue commitment”
`amounts and growth percentages for specific big-name customers, including Customer 1 and
`Customer 2. In addition, Lachwani provided certain large investors with versions of the detailed
`ARR Spreadsheet, which also contained inflated ARR numbers for Customer 1, Customer 2, and
`others.
`29.
`Lachwani sent those false ARR numbers even though he knew, or was reckless in not
`knowing, that HeadSpin’s ARR would be a focus of prospective investors, who would use it to
`evaluate the extent to which the company’s products were gaining traction with customers. Lachwani
`also knew, or was reckless in not knowing, that ARR, which is a widely used metric in the software-
`subscription industry, was supposed to be calculated based on signed contracts with committed
`COMPLAINT
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`customers. In fact, he told investors that HeadSpin’s ARR reflected signed customer agreements
`with customers who had already been sent HeadSpin’s products and were able to use them. Those
`representations were false and misleading.
`30.
`Lachwani made additional misrepresentations to Series B investors beyond the ARR
`numbers. Lachwani knowingly or recklessly sent financial statements to investors that contained
`false and inflated revenues. He also promoted the inflated valuation. For instance, in an August
`2018 email to an investor, Lachwani touted that the company was “raising $10m @ $500m
`valuation.”
`31.
`Relatedly, Lachwani also knew, or was reckless in not knowing, that Series B
`investors would be impressed by HeadSpin’s purported roster of customers, which included some of
`the largest and most recognizable technology companies in the world. But Lachwani knowingly or
`recklessly included numerous companies on the list even though those companies had terminated
`their relationships with HeadSpin or had declined to make a purchase after trying HeadSpin’s
`products. For example, the 2018 Pitch Deck that Lachwani shared with Series B investors falsely
`asserted that HeadSpin had experienced “No Customer Loss and Triple Digit Growth.” In reality,
`HeadSpin had lost customers that decided to stop using HeadSpin’s services. The 2018 Pitch Deck
`also included logos for at least 50 major companies, a number of which were not active HeadSpin
`customers. For instance, the deck included the logo of a highly successful Silicon Valley-based
`computer and cellphone manufacturer (“Customer 3”) even though Customer 3’s sole purchase
`expired more than a year earlier and was not renewed.
`IV.
`Lachwani Made More False Statements When He Sold $2.5 Million of His Own Stock.
`32.
`A few months after the close of the Series B round, in around May 2019, Lachwani
`conducted a secondary offering in which he sold approximately $2.5 million of his personal
`HeadSpin stock to one of the company’s existing investors (“Investor 1”). Lachwani had already
`made numerous misrepresentations to Investor 1 in connection with the Series B funding round. He
`made additional false and misleading statements to Investor 1 before it purchased his stock.
`33.
`In particular, Investor 1 noticed in around May 2019 that HeadSpin’s financial
`statements included tens of millions of dollars of “unbilled revenue,” meaning that HeadSpin had not
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`yet sent its customers invoices to charge them. Investor 1 asked Lachwani to explain why HeadSpin
`was not billing its customers. In response, Lachwani told Investor 1 that HeadSpin often allowed
`customers to use the product several months before submitting a bill. But Lachwani knowingly or
`recklessly omitted that he had falsely inflated the revenue commitments of many HeadSpin customers
`and dumped the inflated revenue into the “unbilled revenue” category.
`34.
`In an effort to reduce the total “unbilled” amount and avoid additional questions from
`investors, Lachwani again doctored invoices. In around June 2019, Lachwani took several real
`invoices that had been sent to a reseller (“Customer 4”) and altered them to increase the billed
`amounts by hundreds of thousands of dollars. Then, Lachwani emailed these altered invoices to
`HeadSpin’s bookkeeper, who reduced the “unbilled” amount accordingly.
`V.
`Lachwani’s Misrepresentations Catapulted HeadSpin to a $1.1 Billion Valuation During
`the Series C Funding Round.
`35.
`Less than a year after its successful Series B fund raise, HeadSpin conducted a Series
`C fundraising round between August 2019 and February 2020 to offer and sell an additional $60
`million of its preferred stock. Lachwani’s scheme to fraudulently inflate HeadSpin’s ARR and other
`financials had continued throughout 2019, and by the start of the Series C round, Lachwani
`knowingly or recklessly told investors that HeadSpin would reach approximately $80 million of ARR
`by year end. The company’s impressive (but false) financials fueled a valuation of approximately
`$1.1 billion, a milestone that earned the startup “unicorn” status – a status touted by Lachwani and
`noticed by investors. Ultimately, 29 investors purchased HeadSpin stock at prices based on that
`inflated valuation.
`36.
`As with the Series B round, Lachwani knowingly or recklessly made numerous
`misrepresentations to Series C investors about ARR, revenue, and customer growth. He continued to
`knowingly or recklessly claim falsely inflated ARRs for many customers, including Customer 1 and
`Customer 2, in an updated version of the ARR Spreadsheet that he sent to Series C investors. In fact,
`he increased the claimed ARRs for certain existing customers. For example, according to the 2019
`ARR Spreadsheet, a reseller, Customer 4, had ARR of over $10 million. However, HeadSpin only
`received approximately $1.4 million total in payments from Customer 4 between 2018 and 2019. He
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`also added inflated ARRs for new customers, including, for instance, a major credit card company
`that signed a non-binding agreement with HeadSpin in 2019. Separately, the financial statements that
`Lachwani provided to Series C investors contained similarly inflated revenue numbers.
`37.
`Lachwani also continued to knowingly or recklessly make misrepresentations about
`HeadSpin’s retention of customers. In around September 2019, he sent a prospective investor a
`version of the 2019 ARR Spreadsheet and knowingly or recklessly misrepresented that HeadSpin had
`only lost two customers and that “[e]very other deal has expanded or stayed the same.” He made
`those claims even though he knew, or was reckless in not knowing, that many listed customers –
`including Customer 1, Customer 2, and Customer 4 – had paid HeadSpin far less than the amounts
`claimed in the ARR Spreadsheet. As another example, Lachwani reviewed a draft investment
`memorandum put together by Investor 1 in anticipation of the Series C round. He knowingly or
`recklessly confirmed the accuracy of the memorandum even though it incorrectly identified Customer
`3, which had ended its relationship with HeadSpin in 2017, as part of the company’s “impressive
`customer base.”
`38.
`The grossly overstated ARR, revenues, and customer lists were important to investors
`who participated in HeadSpin’s three offerings between 2018 and 2020 because those metrics were
`directly related to the future growth and success of HeadSpin’s business and, thus, the likelihood that
`investors would obtain a return on their investments in the company.
`VI.
`Lachwani’s Fraud Unraveled When His ARR Inflation Came to Light.
`39.
`In March 2020, the company’s Board of Directors was alerted to concerns about the
`accuracy of the financial and customer information provided to investors and discovered, through an
`investigation, significant issues with HeadSpin’s reporting of customer deals. HeadSpin then
`determined, based on a subsequent review of its financial information, that HeadSpin’s ARR at the
`end of 2019 was closer to $10 million, as opposed to the $80 million represented to investors.
`40.
`In May 2020, HeadSpin forced Lachwani to resign, and Lachwani also returned
`approximately $2 million to Investor 1, which had purchased some of his personal HeadSpin stock in
`May 2019.
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`COMPLAINT
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`41.
`HeadSpin revised its valuation from approximately $1.1 billion down to
`approximately $300 million. The company also returned approximately 70% of principal to investors
`in the Series B and C funding rounds. The company further offered to return the remaining funds in
`the form of promissory notes with one percent interest. Approximately 31 investors chose to retain
`their HeadSpin stock instead of exchanging for promissory notes.
`FIRST CLAIM FOR RELIEF
`(Violations of Section 10(b) of the Exchange Act and Rule 10b-5)
`42.
`The Commission re-alleges and incorporates by reference paragraphs 1 through 41.
`43.
`Defendant, by engaging in the conduct described above, directly or indirectly, in
`connection with the purchase or sale of securities, by use of means or instrumentalities of interstate
`commerce, or of the mails, with scienter:
`a. Employed devices, schemes, or artifices to defraud;
`b. Made untrue statements of material facts or omitted to state material facts
`necessary in order to make the statements made, in the light of the
`circumstances under which they were made, not misleading; and
`c. Engaged in acts, practices, or courses of business which operated or would
`operate as a fraud or deceit upon other persons, including purchasers of
`securities.
`44.
`By reason of the foregoing, Defendant violated, and unless restrained and enjoined
`will continue to violate, Section 10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5
`thereunder [17 C.F.R. § 240.10b-5].
`SECOND CLAIM FOR RELIEF
`(Violations of Section 17(a) of the Securities Act)
`45.
`The Commission re-alleges and incorporates by reference paragraphs 1 through 41.
`46.
`Defendant, by engaging in the conduct described above, directly or indirectly, in the
`offer or sale of securities, by use of the means of instruments of transportation or communication in
`interstate commerce or by use of the mails,
`a. with scienter, employed devices, schemes, or artifices to defraud;
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`Case 5:21-cv-06554-NC Document 1 Filed 08/25/21 Page 12 of 13
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`b. obtained money or property by means of untrue statements of material fact or
`by omitting to state a material fact necessary in order to make the statements
`made, in light of the circumstances under which they were made, not
`misleading; and
`c. engaged in transactions, practices, or courses of business which operated or
`would operate as a fraud or deceit upon purchasers.
`47.
`By reason of the foregoing, Defendant violated, and unless restrained and enjoined
`will continue to violate, Section 17(a) of the Securities Act [15 U.S.C. § 77q(a)].
`PRAYER FOR RELIEF
`WHEREFORE, the Commission respectfully requests that the Court:
`I.
`Enter an order permanently enjoining Defendant from directly or indirectly violating Section
`10(b) of the Exchange Act [15 U.S.C. § 78j(b)] and Rule 10b-5 [17 C.F.R. § 240.10b-5] thereunder,
`and Section 17(a) of the Securities Act [15 U.S.C. § 77q(a)].
`II.
`Enter an order permanently enjoining Defendant from directly or indirectly, including, but not
`limited to, through any entity owned or controlled by Defendant, participating in the issuance,
`purchase, offer, or sale of any security.
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`III.
`Enter an order requiring Defendant to pay civil penalties pursuant to Section 20(d) of the
`Securities Act [15 U.S.C. § 77t(d)] and Section 21(d) of the Exchange Act [15 U.S.C. § 78u(d)].
`IV.
`Enter an order prohibiting Defendant from serving as an officer or director of any issuer
`having a class of securities registered with the Commission pursuant to Section 12 of the Exchange
`Act [15 U.S.C. § 78l] or that is required to file reports pursuant to Section 15(d) of the Exchange Act
`[15 U.S.C. § 78o(d)], pursuant to Section 20(e) of the Securities Act [15 U.S.C. § 77t(e)] and Section
`21(d)(2) of the Exchange Act [15 U.S.C. § 78u(d)(2)].
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`COMPLAINT
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`V.
`Retain jurisdiction of this action in accordance with the principles of equity and the Federal
`Rules of Civil Procedure in order to implement and carry out the terms of all orders and decrees that
`may be entered, or to entertain any suitable application or motion for additional relief within the
`jurisdiction of this Court.
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`VI.
`Grant such other and further relief as this Court may determine to be just and necessary.
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`Dated: August 25, 2021
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`Respectfully submitted,
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`/s/ Erin E. Wilk
`Erin E. Wilk
`Marc D. Katz
`David Zhou
`Attorneys for Plaintiff
`SECURITIES AND EXCHANGE COMMISSION
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`COMPLAINT
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