Carmel, Milazzo & DiChiara LLP (CMD) is investigating potential claims against Ridgeway & Conger, Inc., and securities brokers Kenley Brisard, Philip Brisard and Leigh McCobb Garber.
FINRA’s Department of Enforcement filed a complaint alleging that Ridgeway & Conger, Inc., Kenley Brisard and Philip Brisard sold an unregistered security that consisted of interest-only strips from loans issued by the United States Small Business Association (SBA) meant only for Qualified Institutional Buyers (QIBs) to individual retail investors at undisclosed markups using general solicitation emails that fraudulently misrepresented the product and their role in its development.
The complaint alleges that Kenley Brisard and Philip Brisard willfully violated Section 10(b) of the Securities Exchange Act of 1934 and Rule 10b-5 thereunder when they engaged in fraudulent misrepresentations and omissions of material fact in connection with customer purchases of securities with respect to the emails they sent to customers. The misrepresentations and omissions in Kenley Brisards’ statements to customers were material because a reasonable investor would consider them important in making investment decisions, because they significantly altered the total mix of information made available to the solicited customers, and because they denied the investors the opportunity to make an informed decision about whether to invest in the SBA interest-only security. The complaint also alleges that Kenley Brisard and Philip Brisard, in connection with offers of the SBA interest-only security, sent false and fraudulent emails containing similar misrepresentations and omissions to additional customers and prospects, and failed to comply with Section 17(a)(1) of the Securities Act of 1933. FINRA alleges that Kenley Brisard and Philip Brisard knowingly, willfully and/or recklessly ignored and/or contradicted the PPM for the SBA interest-only security to which they had ready access, and they made statements that had no underlying factual basis. Kenley Brisard and Philip Brisard failed to reasonably and/or independently investigate and understand the SBA interest-only security before they recommended the investment to customers and failed to reasonably consider the information contained in the PPM.
The complaint further alleges that Ridgeway & Conger, Inc. charged excessive markups on customers’ unregistered securities transactions. In each of the transactions, the firm purchased the SBA interest-only security for its own account from a placement agent, and shortly thereafter sold it to individual retail customers. In each of these transactions, the firm already had the order from the customer in hand before it purchased the security from the placement agent. In each instance Leigh McCobb Garber, on the firm’s behalf, signed the trade tickets approving the markup. In total, the firm charged approximately $112,408 in markups for a security which the firm purchased for a total of about $548,722 and sold to customers for a total of about $661,131. Nothing in the nature of the Ridgeway & Conger, Inc.’s or Kenly Brisard or Philip Brisard’s business or the identified purchases of the SBA interest-only security justified the size of the markups on the purchases by the firm’s customers. In addition, the complaint alleges that the firm fraudulently failed to disclose the excessive markups on trade confirmations or otherwise to purchasers of the SBA interest-only security, thereby willfully violated Section 10(b) of the Securities Exchange Act of 1934, Rule 10b-5 thereunder, and violated FINRA Rule 2020. Ridgeway & Conger, Inc.’s misrepresentations and omissions were material because a reasonable investor would consider them important in making investment decisions.
Furthermore, the complaint alleges that Ridgeway & Conger, Inc. and Leigh McCobb Garber failed to establish and maintain proper supervisory systems and procedures for the firm’s sales of Securities Act of 1933 Rule 144A securities, markup and Section 5 activities related to the sales of the interest-only unregistered security.
If you or someone you know has a complaint or lost money investing with Ridgeway & Conger, Inc., and/or securities brokers Kenley Brisard, Philip Brisard and Leigh McCobb Garber, you may be able to recover your losses through securities arbitration. The attorneys at CMD are experienced in representing investors in fraud, suitability, private placements, and failure to supervise actions against brokers and brokerage firms. CMD accepts cases on a contingency fee basis, which means we only get paid if you get paid. Your time to file a claim may be limited, so contact us today at (212) 658-0458 or email@example.com for a free and confidential case evaluation.