The Securities and Exchange Commission on Friday announced it has won a court-ordered asset freeze to halt an ongoing fraud by two former Chattanooga brokers with disciplinary histories who allegedly raised more than $5 million from investors without using the money as promised.
In an emergency action filed in Federal Court in Chattanooga, the SEC alleges that James Hugh Brennan III, 67, and Douglas Albert Dyer, 56, sold purported shares in eight similarly named companies to more than 240 investors nationwide since 2008 without ever registering the stock as they promised. Instead, according to the SEC’s complaint, Brennan and Dyer transferred investor funds into their personal accounts or those belonging to their wives. The SEC further alleges that Brennan and Dyer continue to solicit investors while touting their securities industry experience and failing to disclose that Brennan was banned from the brokerage industry and Dyer suspended and fined for executing unauthorized transactions in customers’ accounts.
“We allege that Brennan and Dyer have been telling investors the same lies for several years without fulfilling any of the promises they’ve made, and the court’s temporary restraining order stops them from soliciting any more investors and freezes their assets as we pursue litigation,” said Walter Jospin, director of the SEC’s Atlanta Regional Office.
He added, "The SEC encourages investors to check the backgrounds of investment professionals before investing their money. A quick search on the SEC’s investor.gov website would have shown that neither Brennan nor Dyer has been registered to sell investments as a broker since the late 1990s as well as their disciplinary problems with the Financial Industry Regulatory Authority and state regulators."
The SEC’s complaint alleges that Brennan, Dyer, and their company Broad Street Ventures have violated Section 17(a) of the Securities Act of 1933 as well as Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5. The SEC seeks disgorgement of ill-gotten gains plus interest and penalties as well as permanent injunctions. The SEC also seeks penny stock and officer-and-director bars against Brennan and Dyer. The court’s order issued Friday morning freezes the assets of Broad Street, Brennan, and Dyer. Their spouses are named as relief defendants in the SEC’s complaint for the purposes of recovering ill-gotten gains deposited in their accounts.
The SEC’s investigation has been conducted by Michael Mashburn and Peter Diskin under the supervision of William Hicks, and the litigation is being led by Robert Schroeder, Pat Huddleston, and Graham Loomis in the Atlanta Regional Office.
The complaint also names Carole Johnston Brennan and Alison F. Dyer.
The action says over a five-year period that Ms. Brennan received $30,000 of the funds and Ms. Dyer received $286,000.
It says that, though the offering says only $800,000 would be raised by the Scenic Cities Company, that over 45 million shares were sold in eight related companies.
It says, "From January 2010 through February 2016, more than 92 percent of the money coming into Broad Street’s bank account came from Scenic City investors ($3.98 million vs. $4.32 million total). Approximately $2.1 million was withdrawn from Broad Street’s bank account. Of this amount, $940,000, or 44 percent, went to Dyer’s bank accounts, $348,000, or 16 percent, was transferred to a bank account in the name of Ridgecrest Capital Corporation and then used by Brennan for personal expenses, and $455,000, or 21 percent, was withdrawn by wire transfers."