Securities and Exchange Commission v. Pebblekick, Inc. et al, No. 2:2022cv06984 - Document 51 (C.D. Cal. 2023)
Court Description: FINAL JUDGMENT AS TO DEFENDANT NANCY WILLIAMS 49 by Judge R. Gary Klausner. IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant is permanently restrained and enjoined. Further Ordered, Adjudged, And Decreed that Defendant is liable f or disgorgement of $452,349.93, representing net profits gained as a result of the conduct alleged in the Complaint, together with prejudgment interest thereon in the amount of $51,431.99, and a civil penalty in the amount of $81,752 p ursuant to Section 20(d) of the Securities Act and Section 21(d)(3) of the Exchange Act.. Defendant shall satisfy this obligation by paying $585,533.92 to the Securities and Exchange Commission within 30 days after entry of this Final Judgment. (See document for further information). (jp) Modified on 8/31/2023 (jp).
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Securities and Exchange Commission v. Pebblekick, Inc. et al Doc. 51 NO JS6 1 2 3 4 5 6 7 8 9 UNITED STATES DISTRICT COURT 10 CENTRAL DISTRICT OF CALIFORNIA 11 12 13 SECURITIES AND EXCHANGE COMMISSION, 14 Plaintiff, 15 16 17 18 19 20 vs. Case No. 2:22-cv-06984-RGK-MAR [PROPOSED] FINAL JUDGMENT AS TO DEFENDANT NANCY WILLIAMS [49] PEBBLEKICK, INC., a California Corporation, PEBBLEKICK, INC., a Nevada Corporation, DONALD SHIROISHI, and NANCY WILLIAMS, Defendants. 21 22 23 24 25 26 27 28 Exhibit 4 Page 27 Dockets.Justia.com 1 The Securities and Exchange Commission having filed a Complaint and 2 Defendant Nancy Williams (“Defendant”) having entered a general appearance; 3 consented to the Court’s jurisdiction over Defendant and the subject matter of this 4 action; consented to entry of this Final Judgment without admitting or denying the 5 allegations of the Complaint (except as to jurisdiction and except as otherwise 6 provided herein in paragraph V); waived findings of fact and conclusions of law; and 7 waived any right to appeal from this Final Judgment: 8 9 I. IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that 10 Defendant is permanently restrained and enjoined from violating Sections 5(a) and 11 (c) of the Securities Act [15 U.S.C. § 77e] by, directly or indirectly, in the absence of 12 any applicable exemption: 13 (a) Unless a registration statement is in effect as to a security, making use of 14 any means or instruments of transportation or communication in 15 interstate commerce or of the mails to sell such security through the use 16 or medium of any prospectus or otherwise; 17 (b) Unless a registration statement is in effect as to a security, carrying or 18 causing to be carried through the mails or in interstate commerce, by any 19 means or instruments of transportation, any such security for the purpose 20 of sale or for delivery after sale; or 21 (c) Making use of any means or instruments of transportation or 22 communication in interstate commerce or of the mails to offer to sell or 23 offer to buy through the use or medium of any prospectus or otherwise 24 any security, unless a registration statement has been filed with the 25 Commission as to such security, or while the registration statement is the 26 subject of a refusal order or stop order or (prior to the effective date of 27 the registration statement) any public proceeding or examination under 28 Section 8 of the Securities Act [15 U.S.C. § 77h]. 1 Exhibit 4 Page 28 1 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as 2 provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also 3 binds the following who receive actual notice of this Final Judgment by personal 4 service or otherwise: (a) Defendant’s officers, agents, servants, employees, and 5 attorneys; and (b) other persons in active concert or participation with Defendant or 6 with anyone described in (a). 7 II. 8 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that 9 Defendant is permanently restrained and enjoined from violating Section 15(a) of the 10 Securities Exchange Act of 1934 [15 U.S.C. § 78o(a)] (“Exchange Act”), in 11 connection with the purchase or sale of a security, by the use of means or 12 instrumentalities or interstate commerce, of the mails, or of the facilities of a national 13 securities exchange, directly or indirectly effecting transactions in, or inducing or 14 attempting to induce the purchase or sale of, securities without being registered with 15 the SEC, or affiliated with a broker-dealer registered with the SEC. 16 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as 17 provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also 18 binds the following who receive actual notice of this Final Judgment by personal 19 service or otherwise: (a) Defendant’s officers, agents, servants, employees, and 20 attorneys; and (b) other persons in active concert or participation with Defendant or 21 with anyone described in (a). 22 III. 23 It Is HEREBY Further Ordered, Adjudged, And Decreed that Defendant is 24 liable for disgorgement of $452,349.93, representing net profits gained as a result of 25 the conduct alleged in the Complaint, together with prejudgment interest thereon in 26 the amount of $51,431.99, and a civil penalty in the amount of $81,752 pursuant to 27 Section 20(d) of the Securities Act and Section 21(d)(3) of the Exchange Act. 28 2 Exhibit 4 Page 29 1 Defendant shall satisfy this obligation by paying $585,533.92 to the Securities and 2 Exchange Commission within 30 days after entry of this Final Judgment. 3 Defendant may transmit payment electronically to the Commission, which will 4 provide detailed ACH transfer/Fedwire instructions upon request. Payment may also 5 be made directly from a bank account via Pay.gov through the SEC website at 6 http://www.sec.gov/about/offices/ofm.htm. Defendant may also pay by certified 7 check, bank cashier’s check, or United States postal money order payable to the 8 Securities and Exchange Commission, which shall be delivered or mailed to 9 Enterprise Services Center 10 Accounts Receivable Branch 11 6500 South MacArthur Boulevard 12 Oklahoma City, OK 73169 13 and shall be accompanied by a letter identifying the case title, civil action 14 number, and name of this Court; Nancy Williams as a defendant in this action; and 15 specifying that payment is made pursuant to this Final Judgment. 16 Defendant shall simultaneously transmit photocopies of evidence of payment 17 and case identifying information to the Commission’s counsel in this action. By 18 making this payment, Defendant relinquishes all legal and equitable right, title, and 19 interest in such funds and no part of the funds shall be returned to Defendant. 20 The Commission may enforce the Court’s judgment for disgorgement and 21 prejudgment interest by using all collection procedures authorized by law, including, 22 but not limited to, moving for civil contempt at any time after 30 days following entry 23 of this Final Judgment. 24 The Commission may enforce the Court’s judgment for penalties by the use of 25 all collection procedures authorized by law, including the Federal Debt Collection 26 Procedures Act, 28 U.S.C. § 3001 et seq., and moving for civil contempt for the 27 violation of any Court orders issued in this action. Defendant shall pay post 28 judgment interest on any amounts due after 30 days of the entry of this Final 3 Exhibit 4 Page 30 1 Judgment pursuant to 28 U.S.C. § 1961. The Commission shall hold the funds, 2 together with any interest and income earned thereon (collectively, the “Fund”), 3 pending further order of the Court. 4 The Commission may propose a plan to distribute the Fund subject to the 5 Court’s approval. Such a plan may provide that the Fund shall be distributed 6 pursuant to the Fair Fund provisions of Section 308(a) of the Sarbanes-Oxley Act of 7 2002. The Court shall retain jurisdiction over the administration of any distribution 8 of the Fund and the Fund may only be disbursed pursuant to an Order of the Court. 9 Regardless of whether any such Fair Fund distribution is made, amounts 10 ordered to be paid as civil penalties pursuant to this Judgment shall be treated as 11 penalties paid to the government for all purposes, including all tax purposes. To 12 preserve the deterrent effect of the civil penalty, Defendant shall not, after offset or 13 reduction of any award of compensatory damages in any Related Investor Action 14 based on Defendant’s payment of disgorgement in this action, argue that she is 15 entitled to, nor shall she further benefit by, offset or reduction of such compensatory 16 damages award by the amount of any part of Defendant’s payment of a civil penalty 17 in this action (“Penalty Offset”). If the court in any Related Investor Action grants 18 such a Penalty Offset, Defendant shall, within 30 days after entry of a final order 19 granting the Penalty Offset, notify the Commission’s counsel in this action and pay 20 the amount of the Penalty Offset to the United States Treasury or to a Fair Fund, as 21 the Commission directs. Such a payment shall not be deemed an additional civil 22 penalty and shall not be deemed to change the amount of the civil penalty imposed in 23 this Judgment. For purposes of this paragraph, a “Related Investor Action” means a 24 private damages action brought against Defendant by or on behalf of one or more 25 investors based on substantially the same facts as alleged in the Complaint in this 26 action. 27 IV. 28 4 Exhibit 4 Page 31
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