The Securities and Exchange Commission has charged two managers of private investment funds established solely to acquire the shares of Facebook and other Silicon Valley firms with misleading investors and pocketing undisclosed fee and commissions.
The managers, acting separately, raised more than $70 million from investors.
In a lawsuit filed in a federal court in San Francisco, the SEC alleges that Frank Mazzola, 44, of Saddle River, N.J., and his firms, Felix Investments and Facie Libre Management Associates, engaged in improper self-dealing and earned secret commissions.
The SEC alleges that Mazzola and his firms made numerous false statements to investors about offerings in Facebook as well as Zynga and Twitter. The offering documents to investors, for instance, failed to disclose certain commissions that essentially raised prices for investors, the SEC says.
The SEC charges that Facie Libre sold interests in Facebook even though it lacked ownership of certain Facebook shares. Mazzola and his firms also made misrepresentations about Twitter's revenue and led one investor to falsely believe they had acquired Zynga stock, the SEC said.
Mazzola and Felix Investments, the brokerage arm of his business, separately settled a related action on Wednesday with the Financial Industry Regulatory Authority (Finra) without admitting or denying the allegations. Under that settlement, Felix will pay a fine of $250,000 and hire an independent consultant to review the firm's policies.
Mazzola also agreed to a $30,000 fine and he will be suspended from associating with any member firm for 15 days. Two other employees of the firm were also fined under the terms of the Finra settlement. SEC officials said the case against Mazzola is still ongoing.
The SEC separately filed similar administrative charges against Laurence Albukerk and his firm EB Financial Group. The SEC alleges that Albukerk's offering materials failed to inform investors that he was collecting additional fees by using an entity controlled by his wife to purchase Facebook shares.
Albukerk and his company also settled without admitting or denying the charges, agreeing to pay a $100,000 fine and return another $210,499 in allegedly illegal profits.
EB Financial Group officials said a settlement with the SEC was in the firm's best interests. "The agreement with the SEC settles the SEC's claims that EB Financial Group should have disclosed legally earned compensation in our offering materials, not just in response to investor inquiries and in post-closing disclosures," EB Financial officials said in a statement.