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Our Affiliation with Israeli firm Doron, Tikotzky, Kantor, Gutman, Cederboum and Co.

In 2015 Sichenzia Ross Ference Kesner LLP entered into an joint-venture affiliation with Doron, Tikotzky, Kantor, Gutman, Cederboum and Co. (“DTKGC”), a full-service Israeli law firm. This collaboration is a major milestone in growing our international footprint and will provide the ability to seamlessly service corporate clients in Israel seeking access to major U.S. capital markets. Having trusted legal advisors on the ground will benefit Israeli clients who will no longer have to hire separate legal counsel when conducting business in the U.S.

This partnership is an expansion of our existing Israeli Practice Group which currently has a dedicated team of Hebrew-speaking attorneys. It is anticipated that members of the Israeli Practice Group will spend time locally in DTKGC’s Ramat Gan office to work with DTKGC’s attorneys in their corporate finance and securities practices.  With extensive experience and knowledge of two very different legal systems, we and the DTKGC attorneys are able to deliver customized, integrated and efficient solutions.

We have chosen to partner with DTKGC because of our long-standing relationship with DTKGC partner Adv. Ronen Kantor, an attorney who specializes in counseling publicly traded Israeli companies in the U.S. markets.

 

International Tax Planning II — Inbound

In our last blog post covering international tax planning, we focused on the unique tax traps related to international acquisitions. In our final installment, we discuss the tax considerations for foreign businesses looking to acquire companies in the U.S.


 

The U.S. is still the big apple for most foreign businesses, but deciding how to get a bite of it requires careful tax planning.

continue reading >>

Sichenzia Ross Friedman Ference LLP Advises Underwriter Aegis Capital on U.S. Initial Public Offering of Israeli Biopharmaceutical Company

Represents first Israeli-American collaborative transaction between affiliated law firms SRFF LLP and DTKGC & Co.

New York, NY – May 15, 2015 – New York based securities and corporate law firm Sichenzia Ross Friedman Ference LLP (“SRFF”) announced today that the Firm has represented the underwriter Aegis Capital Corp. on the U.S. initial public offering of BiondVax Pharmaceuticals Ltd (NASDAQ: BVXV), continue reading >>

Sichenzia Ross Friedman Ference LLP Advises Citius Pharmaceuticals, LLC on $270,000 PIPE Financing

citius pharma

New York, NY — March 26, 2015 — Global Newswire — New York based securities law firm Sichenzia Ross Friedman Ference LLP announced that the Firm represented Citius Pharmaceuticals, LLC (OTCQB: CTXR), a specialty pharmaceutical company dedicated to the development and commercialization of therapeutic products for large and growing markets, in connection with a $270,000 PIPE transaction. continue reading >>

IBI Times Covers Partner Marc J. Ross’ Marijuana Business Law Class

New York, NY, March 24, 2015 – The International Business Times recently published an article discussing the marijuana business law course currently taught by Marc R. Ross, Esq., founding partner of Sichenzia Ross Friedman Ference LLP, at Hofstra University School of Law. The article, titled Amid Marijuana Legalization Efforts, US Law Schools Offer Pot Courses,” discusses a recent class which “focused on dissecting the tricky legal and policy issues related to legalized cannabis,” continue reading >>

Partner Marc J. Ross Speaks at Another Accredited Marijuana Symposium on the Financial Implications to Marijuana-Related Businesses & NY’s Compassionate Care Act

Hempstead, New York – March 12, 2015 – Global Newswire – Marc J. Ross, founding partner of Sichenzia Ross Friedman Ference LLP, was a featured presenter at Hofstra University School of Law’s symposium: “Puff the Magic Medicine – The Medical Marijuana Movement. The forum, which was both CLE and CME accredited, was part of the ongoing Garfunkel Wild Thought Leadership in Action Speaker Series, and examined the existing conflict between state and federal marijuana laws, continue reading >>

Sichenzia Ross Friedman Ference LLP Advises Solar3D on $12.5M Public Offering of Units and Uplisting to the NASDAQ Capital Market

solar 3d

March 6, 2015 – New York, NY – (Global Newswire) – Sichenzia Ross Friedman Ference LLP announced today that the Firm has represented Solar3D, Inc. (NASDAQ: SLTD), a provider of solar power solutions and the developer of a proprietary high efficiency solar cell, on a public offering of 3,000,000 units. continue reading >>

Contravir Pharmaceuticals, Inc. Announces Uplisting to NASDAQ Capital Market

contravir

Sichenzia Ross Friedman Ference LLP Advises ContraVir Pharmaceuticals on NASDAQ Uplisting

New York, NY – February 27, 2015 – (Global Newswire) – Nationally recognized securities andContra Contra
corporate law firm Sichenzia Ross Friedman Ference LLP announced today that the Firm has represented ContraVir Pharmaceuticals, Inc. (NASDAQ: CTRV), a biopharmaceutical company focused on the discovery and development of antiviral therapies, in the Company’s uplisting to the NASDAQ Capital Market. continue reading >>

Sichenzia Ross Friedman Ference LLP Represents Sole-Book Running Manager in $3.0M Public Offering for CollabRX

collab rx

Sichenzia Ross Friedman Ference LLP Advises Aegis Capital Corp. on $3.0 Million Public Offering of CollabRX, Inc.

New York, NY – February 26, 2015 — (GLOBE NEWSWIRE) — New York- based securities law firm Sichenzia Ross Friedman Ference LLP announced that it has represented Aegis Capital Corp. as the sole book-running manager of a $3 million public offering for CollabRX, Inc. (NASDAQ: CLRX), a provider of cloud-based expert systems designed to inform healthcare decision-making. continue reading >>

Orbital Tracking Corp. Announces Share Exchange Agreement with Global Telesat & $1.1M PIPE

orbital tracking corp

Sichenzia Ross Friedman Ference LLP Advises Orbital Tracking Corp. in Share Exchange Agreement and $1.1 Million PIPE Financing

New York, NY – February 26, 2015 – (Global Newswire) – New York based securities and corporate law firm Sichenzia Ross Friedman Ference LLP announced today that the Firm has represented Orbital Tracking Corp. (OTCQB: TRKK), a global satellite services entity, in a share exchange agreement with Global Telesat Communications Limited, a privately held United Kingdom corporation (“GTCL”) and the shareholders of GTCL. continue reading >>

Sichenzia Ross Friedman Ference LLP Advises Aegis Capital Corp. as Sole Book-Running Manager on $5.52M Public Offering of CollabRX, Inc.

collab rx

NY, New York – February 25, 2015 – Global Newswire—Nationally recognized securities and corporate law firm Sichenzia Ross Friedman Ference LLP announced today that the Firm has represented Aegis Capital Corp. as the sole book-running manager in a $5,520,000 public offering for CollabRX, Inc. (NASDAQ: CLRX),  a provider of cloud-based expert systems for selecting clinical treatments. continue reading >>

Partner Gregory Sichenzia Interviewed by TheStreet.com on Baidu’s Stock Growth Potential

February 23, 2015 – Financial news and services website TheStreet.com recently interviewed Sichenzia Ross Friedman Ference LLP Gregory Sichenzia on the stock growth potential for investors of Baidu, China’s largest search engine provider.

Baidu has long been touted as the “Chinese Google” and when asked to compare the two major companies, Mr. Sichenzia said:

“You can still buy Baidu relatively cheaply at a $76 billion market capital and that it is projected to experience 41 percent growth in 2015 while Google is quite expensive at $360 billion market cap with smaller growth potential for 2015,” said Gregory Sichenzia, a founding member of Sichenzia Ross Friedman Ference. “For this reason, Baidu is the better buy for stock investors, as Google, being a more mature company, is limited in upside for investors.”

Read the rest of the article here

Gregory Sichenzia, Esq.

Gregory Sichenzia, Esq.

Gregory Sichenzia, a founding member, counsels public and private companies in all securities laws matters, from complex financing transactions and listings on various stock exchanges through everyday regulatory requirements. He has also been responsible for structuring innovative merger and acquisition transactions. Throughout his career he has represented many companies and investment banks in initial public offerings of securities, and has represented numerous public companies in private equity financing transactions (“PIPEs”) and the resulting resale regist
Gregory Sichenzia, Esq.

Latest posts by Gregory Sichenzia, Esq. (see all)

    23 States Legalized Marijuana – Bankruptcy Courts Remind Us That It’s Legal in None of Them

    “There was a time a few years ago when the United States was spoken of in the plural number.
    Men said ‘the United States are’ — ‘the United States have’ — ‘the United States were.’ But the war changed all that.”   The Washington Post, April 24, 1887.   The phrase “United States” became a singular noun after the Civil War. continue reading >>

    Sichenzia Ross Friedman Ference LLP Represents Laidlaw & Company (UK) Ltd. on a $20.0 Million Public Offering of Actinium Pharmaceuticals, Inc.

    actinium pharmaceuticals

    February 12, 2015 – New York, NY – (Global Newswire) – New York based securities and corporate law firm Sichenzia Ross Friedman Ference LLP announced today that it has represented Laidlaw & Company (UK) Ltd. as the sole book-running manager in an underwritten public offering for Actinium Pharmaceuticals, Inc. (NYSE MKT: ATNM), a biopharmaceutical company developing innovative targeted immunotheraputics for the treatment of advanced cancers. continue reading >>

    Sichenzia Ross Friedman Ference LLP Advises Trovagene Inc. on a $23.0M Public Offering

    trovagene

    New York, NY – February 11, 2015 – (Global Newswire) – New York based securities and corporate law firm Sichenzia Ross Friedman Ference LLP announced today that the Firm has represented Trovagene, Inc. (NASDAQ: TROV), a developer of cell-free molecular diagnostics, in an underwritten public offering of 5,111,110 shares of the company’s common stock. continue reading >>

    Sichenzia Ross Friedman Ference LLP Represents Tonix Pharmaceuticals in $28.7M Public Offering

    tonix pharmaceuticals

    New York, NY – February 10, 2015 – (Global Newswire) – New York-based securities and corporate law firm Sichenzia Ross Friedman Ference LLP announced today that the firm represented Tonix Pharmaceuticals Holding Corp., a clinical-stage pharmaceutical company, in an underwritten public offering of 4,900,000 shares of common stock at a price of $5.85 per share. continue reading >>

    Partner Marc J. Ross Interviewed by International Business Times on Colorado’s Unique Marijuana Tax Problem

    February 10, 2015 – The International Business Times recently interviewed Marc J. Ross, founding partner of Sichenzia Ross Friedman Ference LLP, on the unique tax situation that Colorado now faces after earning more than $50 million in revenue from marijuana sales last year. Due to a 1992 constitutional amendment, the state has a limit on how much tax money the state can take in. continue reading >>

    Full Swing Golf Announces Endorsement Deal with Tiger Woods

    full swing golf

    Sichenzia Ross Friedman Ference LLP Represents Full Swing Golf, Inc. in an Endorsement Deal with Tiger Woods

    New York, NY – January 23, 2015 – New York based securities and corporate law firm Sichenzia Ross Friedman Ference LLP (“SRFF”) is pleased to announce that the Firm has represented San Diego-based golf simulator producer Full Swing Golf, Inc., a privately held company, in an endorsement agreement with golf icon Tiger Woods. continue reading >>

    Sichenzia Ross Friedman Ference LLP Recognized As Number One PIPE Issuer Law Firm for 2014

    Ranked Nation’s Leader in PIPEs Transactions Since 2004 – Also Recognized as Leading Investor and Placement Agent Counsel

    New York, NY – January 15, 2015 – Sichenzia Ross Friedman Ference LLP (“SRFF”) has again earned the title of the number one PIPE issuer law firm in the nation, as ranked by industry league tables: Sagient Research’s PlacementTracker and The Deal’s PrivateRaise. 2014 marked the 10th consecutive year that the firm has ranked #1 in both league tables. SRFF was also ranked a national leader in representing investors and placement agents, by volume of deals advised.

    According to PrivateRaise, SRFF represented issuers in 39 PIPE transactions totaling $253.15 million for an average of $6.49 million per transaction in 2014. Since 2004, when the firm was initially ranked as the #1 PIPE law firm in the country, SRFF has completed approximately 550 such transactions valued at more than $4.0 billion.

    Additionally, Placement Tracker recorded that SRFF advised issuers on 25 PIPE transactions amounting to $149.7 million in 2014.

    Media Contact:
    pr@srfkllp.com
    (212)-930-9700

    Sichenzia Ross Ference Kesner LLP

    Sichenzia Ross Ference Kesner LLP

    Sichenzia Ross Ference Kesner LLP is a nationally recognized securities and corporate law firm that provides experienced representation in all matters involving the securities industry. Super Lawyers consistently recognizes our attorneys as among the highest rated securities lawyers in the nation. Our attorneys specialize in advising clients on private placements, initial (IPOs) and secondary public offerings, alternative public offerings, preparation of SEC filings and listings on major capital stock exchanges such as the NYSE (New York Stock Exchange), NASDAQ and OTC markets. In addition, our litigation and arbitration attorneys are highly skilled in representing clients from routine lawsuits to complex cases before the SEC, FINRA and other tribunals.

    Visit SRFK's LinkedIn page
    Sichenzia Ross Ference Kesner LLP

    Marc J. Ross Teaches First Law School Course on the Business and Legal Issues Related to Marijuana

    NEW YORK, New York — January 8 — Sichenzia Ross Friedman Ference LLP is pleased to announce that founding partner Marc J. Ross will be teaching the first-ever marijuana business and law course at Hofstra University’s School of Law starting in January 2015.  Mr. Ross is a leading authority involving the issues surrounding the marijuana legalization debate and the continue reading >>

    Vuzix Corp. Announces $24.8M Investment from Intel

    vuzix

    Sichenzia Ross Friedman Ference LLP Represents Vuzix Corp. in $24.8M Investment From Intel

    NEW YORK, NY –( January 5, 2015) –New York based securities and corporate law firm Sichenzia Ross Friedman Ference LLP announced today that the Firm represented Vuzix® Corporation (OTCQB: VUZI) (“Vuzix” or the “Company”), a leading supplier of video eyewear and smart glasses products, in an investment transaction whereby Intel Corporation made a $24.8 million investment in Vuzix. Intel’s investment will be used for general working capital and will contribute to the acceleration of the introduction of Vuzix’s next generation wearable display products into the consumer market.

    Intel purchased 49,626 shares of Vuzix’s Series A Preferred Stock, convertible into 4,962,600 shares of the Company’s common stock at an initial conversion price of $5.00 per share. The shares issuable on conversion of the Series A Preferred Stock represent approximately 30% of Vuzix’s outstanding stock.

    The Sichenzia Ross Friedman Ference LLP team was led by Partners Gregory Sichenzia, Thomas A. Rose, Tara Guarneri Ferrara and Associate Jeffrey Cahlon.

    About Sichenzia Ross Friedman Ference LLP
    Sichenzia Ross Friedman Ference LLP is a securities and corporate law firm that provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. The firm’s clients range from start-ups to established, listed companies; they include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. The firm also advises institutional investors on transactions involving complex securities law considerations and its practice includes the representation of clients located in the United States and throughout the world. To learn more about Sichenzia Ross Friedman Ference LLP, visit www.srff.com, SRFF’s LinkedIn and SRFF’s Twitter: @SRFFLLP.

     

    PlasmaTech Announces $14.0 M Public Offering and NASDAQ Listing

    plasmatech biopharmaceuticals

    New York, NY – December 24, 2014 – Press Release: New York based securities and corporate law firm Sichenzia Ross Friedman Ference LLP announced today that the Firm  represented H.C. Wainwright & Co. and Aegis Capital Corp. as underwriters in PlasmaTech Biopharmaceuticals, Inc.’s public offering of 3,500,000 shares of common stock and 3,500,000 warrants. The gross proceeds from the offering were $14,035,000 and the offering price was $4.00 per share and $.01 per warrant. The warrants have a per share exercise price of $5.00 and are exercisable immediately.  PlasmaTech common stock and warrants began trading on the NASDAQ Capital Market (effective December 19, 2014) under the symbols “PTBI” and “PTBIW” respectively.

    PlasmaTech Biopharmaceuticals, Inc. is a biopharmaceutical company focused on advanced targeted treatments for critical patient care. The Sichenzia Ross Friedman Ference LLP team was led by Partners Jeffrey J. Fessler and Marcelle Balcombe.

    About Sichenzia Ross Friedman Ference LLP
    Sichenzia Ross Friedman Ference LLP is a corporate and securities law firm that provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations. SRFF’s practice includes the representation of clients located in the United States and throughout the world. To learn more about SRFF, visit www.srff.com, SRFF’s LinkedIn, Twitter: @SRFFLLP and Facebook pages.

     

    Partner Ben Tan Recognized as Finance Monthly’s 2014 Deal Maker of the Year

    Ben TanSichenzia Ross Friedman Ference LLP is pleased to announce that Partner Ben Tan has been selected as the 2014 Deal Maker of the Year for his representation of Hong Kong Takung Assets and Equity of Artworks Exchange in their  reverse merger with Cardigant Medical Inc.

    Now in its fourth year, the Finance Monthly Deal Maker Awards have quickly gained a reputation as an industry standard for recognising excellence in corporate finance transactions and acknowledge and reward the individuals and firms involved – the bankers, venture capitalists, lawyers, accountants and professional advisors who initiate, structure and negotiate deals for growing organisations.

    Visit here to learn more about the Hong Kong Takung reverse merger and to read about Mr. Tan’s award.

    Great West Resources Inc. Announces Purchase of Globalstar Contracts

    great west resources

    Sichenzia Ross Friedman Ference LLP Advises Great West Resources, Inc. on Purchase of Globalstar Contracts from Global Telesat Corp. and Related License Agreement

    New York, NY – December 29, 2014 – (Global Newswire): New York based securities law firm Sichenzia Ross Friedman Ference LLP announced that it has advised Great West Resources, Inc. (OTCQB: GWST) on the purchase of mobile, satellite and data network contracts from Global Telesat Corp. (“GTC”), a subsidiary of World Surveillance Group, Inc. The contracts permit Great West to utilize the Globalstar Inc. and Globalstar LLC mobile, satellite, voice and data network. GTC also granted to Great West a fully-paid and irrevocable non-exclusive license to use certain equipment owned by GTC or its affiliates consisting of “appliques” in connection with the Globalstar Contracts.  The purchased contracts and license agreement will allow Great West entry into the satellite voice and data sales and services industry.

    The Sichenzia Ross Friedman Ference LLP team was led by Partner Harvey Kesner and Associate Avital Even-Shoshan.

    About Sichenzia Ross Friedman Ference LLP
    Sichenzia Ross Friedman Ference LLP is a corporate and securities law firm that provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations. SRFF’s practice includes the representation of clients located in the United States and throughout the world. To learn more about SRFF, visit www.srff.com, SRFF’s LinkedIn, Twitter: @SRFFLLP and Facebook pages.

     

    Medovex Corp. Announces $8.0 M IPO

    medovex corp

    Sichenzia Ross Friedman Ference LLP Represents Medovex Corp. in $ 8.0M Initial Public Offering

    New York, NY – December 29, 2014 – Global Medovex NasdaqNewswire – New York based securities law firm Sichenzia Ross Friedman Ference LLP announced that the Firm has represented Medovex Corporation (NASDAQ: MDVXU), a producer of medical device products, in an initial public offering of 1,391,305 units. Each unit consisted of one share of common stock and one Series A Warrant at a price of $5.75 per unit. The IPO resulted in gross proceeds of $8,000,003 to the Company. The IPO was underwritten by Laidlaw & Company (UK) LTD.

    The units trade on the NASDAQ Capital Markets under the symbol “MDVXU” and the common stock and warrants will trade under the symbols “MDVX” and “MDVXW”, respectively on separation.

    Medovex is developing and commercializing the DenerVex® device, which is used in the treatment of conditions resulting from the degeneration of joints in the spine that cause back pain. In 2013, Medovex entered into a Co-Development Agreement with Dr. James Andrews, a renowned orthopedic surgeon who also is a director of the Company. Additionally Medovex intends to seek out acquisition opportunities through its world class Board of Directors which also includes Steve Gorlin, Major General C.A. “Lou” Hennies and Dr. Scott M. W. Haufe.

    The Sichenzia Ross Friedman Ference LLP team was led by Partners Harvey Kesner, Arthur S. Marcus and Associate Marc J. Adesso.

    About Sichenzia Ross Friedman Ference LLP
    Sichenzia Ross Friedman Ference LLP is a corporate and securities law firm that provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations. SRFF’s practice includes the representation of clients located in the United States and throughout the world. To learn more about SRFF, visit www.srff.com, SRFF’s LinkedIn, Twitter: @SRFFLLP and Facebook pages.

    SBI Investments Announces $6.5 Million Private Placement

    sbi investments

    Sichenzia Ross Friedman Ference LLP Represents SBI Investments in $6.5M Private Placement

    New York, NY (Global Newswire – Dec. 23, 2014) New York-based securities law firm Sichenzia Ross Friedman Ference LLP announced today that it has represented SBI Investments LLC, a private investment firm whose primary focus is to provide creative and alternative funding solutions to global micro-, small- and mid-cap publicly-traded companies, in a private placement of LLC membership interests valued at $6,525,000.

    The Sichenzia Ross Friedman Ference LLP team was led by Partner Darrin Ocasio and Associate Marc Adesso.

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP is a corporate and securities law firm that provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations. SRFF’s practice includes the representation of clients located in the United States and throughout the world. To learn more about SRFF, visit www.srff.com, SRFF’s LinkedIn, Twitter: @SRFFLLP and Facebook pages

     

    Sichenzia Ross Friedman Ference LLP Announces Three New Partners for 2015

    New York, NY – (December 23, 2014) – Sichenzia Ross Friedman Ference LLP (“SRFF”), the nationally ranked leading securities and corporate law firm, is pleased to announce today that it has elected three new partners from its attorney ranks. The partnership promotions will be effective starting January 1, 2015.

    We are pleased to welcome three outstanding partner additions for the upcoming new year.” said senior partner Gregory Sichenzia, “These attorneys represent some of the best legal talent in the field of securities and corporate law. Over the years, they have consistently demonstrated legal excellence and shown themselves as experts in a specialized and complex space. We are proud to call them our partners.”

    Sichenzia Ross Friedman Ference LLP’s new partners will include:

    Daniel Scott Furst: Mr. Furst joined the Firm in March 2010. His practice Scott Furstconcentrates on generalcommercial and securities litigation; including arbitration in state and federal courts before regulatory agencies and arbitration tribunals including the Securities and Exchange Commission, Financial Regulatory Authority, and the American Arbitration Association. Mr. Furst specializes in representing public and private companies, broker-dealers, registered representatives and investors.

    Tara Guarneri-Ferrara: Ms. Guarneri-Ferrara focuses her practice in the areas of Tara Guarneri Ferrarasecurities, corporate finance law and mergers and acquisitions. Since her start at SRFF in February 2008, Ms. Guarneri-Ferrara has advised clients in connection with private placements, PIPE transactions, corporate documents and filings and M&A transactions. Ms. Ferrara was also recognized as a 2014 New York Metro Super Lawyers Rising Star.

    Stephen A. Cohen: Mr. Cohen joined SRFF in April 2006. He specializes in representing Steve Cohen issuers and underwriters in corporate finance transactions, mergers and acquisitions and securities law matters. He advises clients on public and private offerings, direct transactions as well as on the formation of private equity hedge funds. Mr. Cohen additionally advises corporations and their boards on securities law compliance, corporate governance and assists them in their periodic reporting requirements. Mr. Cohen was also named by New York Metro Super Lawyers as a 2014 Rising Star.

    About Sichenzia Ross Friedman Ference LLP
    Sichenzia Ross Friedman Ference LLP is a corporate and securities law firm that provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations. SRFF’s practice includes the representation of clients located in the United States and throughout the world. To learn more about SRFF, visit www.srff.com, SRFF’s LinkedIn, Twitter: @SRFFLLP and Facebook pages.

     

    Can-Fite Biopharma Ltd. Announces $8.0 M At-The-Market Registered Direct Offering

    can-fite biopharma

    Sichenzia Ross Friedman Ference LLP Advises Can-Fite Biopharma Ltd. On A $8.0 M At-The-Market Registered Direct Offering

    New York, NY – (Global Newswire) – 12/20/2014 – New York based securities and corporate law firm Sichenzia Ross Friedman Ference LLP announced today that it has represented Israeli biopharmaceutical company, Can-Fite Biopharma Ltd. (TASE: CFBI; NYSE MKT: CANF) on an at-the-market registered direct offering of for gross proceeds of $8,000,000. The Sichenzia Ross Friedman Ference LLP team was led by Partner Gregory Sichenzia, Associates Gary Emmanuel and Avital Even-Shoshan. H.C. Wainwright & Co., LLC acted as the Placement Agent in the offering.
    About Sichenzia Ross Friedman Ference LLP
    Sichenzia Ross Friedman Ference LLP is a corporate and securities law firm that provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations. SRFF’s practice includes the representation of clients located in the United States and throughout the world. To learn more about SRFF, visit www.srff.com, SRFF’s LinkedIn, Twitter: @SRFFLLP and Facebook pages.

    Partners Gregory Sichenzia and Thomas A. Rose Admitted to Supreme Court Bar

    With Dean Supreme CourtSichenzia Ross Friedman Ference LLP Partners Gregory Sichenzia and Thomas A. Rose was admitted to the Supreme Court Bar on Tuesday, December 9, along with several other notable Benjamin N. Cardoza alumni. Admission to the United States Supreme Court is an honorable distinction for attorneys of good standing and who have been practicing for more than three years. Upon admission, Mr. Sichenzia and Mr. Rose are granted the exclusive ability to argue before the justices of the Supreme Court. Every attorney admitted to the Supreme Court must be sponsored by two attorneys who have been admitted to the Supreme Court Bar. Mr. Sichenzia and Mr. Ross are sponsored by Matthew Diller, the dean of the Benjamin N. Cardoza Law School and Michael Ference, a partner at Sichenzia Ross Friedman Ference LLP.

     

    Gallery:

    With Justice Scalia
    Partners with Justice Scalia

     

    Supreme Court

     

    Solar3D Retains Sichenzia Ross Friedman Ference As SEC Counsel

    Sichenzia Ross Friedman Ference LLP to Advise the Company on Securities Related Matters and for Potential Uplisting to a Senior Exchange

    SANTA BARBARA, CA — (Marketwired) — 12/04/14 — Solar3D, Inc.(OTCQB: SLTD), a leading solar power company and the developer of a proprietary high efficiency solar cell, today announced that it has retained Sichenzia Ross Friedman Ference LLP (www.srff.com) to represent SLTD on general securities matters and a potential uplisting to a senior exchange.

    Sichenzia Ross Friedman Ference LLP is the top ranked securities law firm as recognized by industry league tables. The firm’s services include but are not limited to providing oversight for stock exchange listing matters, initial and secondary public offerings, alternative public offerings, private investment  in public equity (PIPE) transactions, as well as mergers and acquisitions.

    In early 2014, the company acquired SUNworks, a Sacramento-area solar design and installation firm. Last month, Solar3D agreed to acquire MD Energy, a California-based solar construction firm.

    “We are thrilled to be working with Sichenzia Ross Friedman Ference,” said Jim Nelson, CEO of Solar3D. “Led by Gregory Sichenzia, this firm will act as our securities law partner and will play an important role as we continue to experience substantial growth and pursue new opportunities in the public equity space. The firm’s experience and track record as a strategic partner for growth companies seeking to achieve the next level of development will be very helpful, as Solar3D continues to pursue its aggressive plan for growth in 2015.”

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters.

    The firm’s clients range from start-ups to established, listed companies. They include private and public corporations,
    partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. Sichenzia Ross also advises institutional investors on transactions involving complex securities law considerations.

    To learn more, visit http://srfkllp.com.

    About Solar3D, Inc.
    Solar3D is a leading provider of solar power solutions and the developer of a proprietary high efficiency solar cell. The company’s
    SUNworks division focuses on the design, installation and management of solar power systems for commercial, agricultural and residential customers. SUNworks is one of the fastest growing solar systems providers in California and has delivered hundreds of 2.5 kilowatt to 1-megawatt commercial systems and has the capability of providing systems as large as 25 megawatts. Solar3D’s technology division is developing a patent-pending 3-dimensional solar cell technology to maximize the conversion of sunlight into electricity. The Solar3D Cell collects sunlight from a wide angle and lets light bounce around in 3-dimensional microstructures on the solar cell surface. The Company’s mission is to further the widespread adoption of solar power by deploying affordable, state-of-the-art systems and developing breakthrough new solar technologies.

    To learn more about Solar3D, visit our website at
    http://www.Solar3D.com.

    SRFF represents MusclePharm Corporation in an Endorsement deal with former Governor Arnold Schwarzenegger.

    On September 21, 2013, SRFF’s client, MusclePharm Corporation (OTCBB: MSLP), launched the “Arnold Series” at an event in Venice Beach, California that was attended by former Governor Arnold Schwarzenegger. The “Arnold Series” is an exclusive line of new nutritional supplements developed by MusclePharm and former Governor Schwarzenegger.

    SRFF’s Sports and Entertainment and Intellectual Property Groups represented MusclePharm in connection with the preparation and negotiation of an Endorsement Licensing and Co-Branding Agreement. The transaction was led by SRFF attorneys Ed Schauder, Harvey Kesner and Franciscus Diaba.

    The “Arnold Series” is featured in the October 2013 issue of “Muscle & Fitness Magazine.”

    For more information on MusclePharm or the “Arnold Series”, visit their website at www.musclepharm.com or go to the following link: http://npcnewsonline.com/musclepharm-launch-at-muscle-beach-arnold-series/86065/.

    For more information about SRFF’s Sports & Entertainment Law Practice Group contact Ed Schauder at (212) 930-9700 or visit the Firm’s website at www.SRFF.com.

    3 SRFF Attorneys Recognized by Super Lawyers 2013

    Super Lawyers 2013 has recognized 3 of the Firm’s attorneys as leaders in their respective practices.
    The annual rankings identify the top 5 percent of attorneys in each state as chosen by their peers
    and through an independent evaluation.

    SRFF attorneys honored in the 2013 edition include:

    * Michael Ference – Securities Litigation, Securities & Corporate Finance

    * Harvey Kesner – Securities & Corporate Finance, Intellectual Property, Business Litigation

    * Sameer Rastogi – Securities Litigation, Securities & Corporate Finance

    SICHENZIA ROSS FRIEDMAN FERENCE LLP Welcomes Bankruptcy Partner Ralph E. Preite

    Sichenzia Ross Friedman Ference LLP is pleased to announce that Ralph E. Preite, formerly a partner with Davidoff Hutcher & Citron LLP since 2006, has joined SRFF to form and grow a bankruptcy and debtors’/creditors’ rights group within the firm.

    Mr. Preite has practiced in the bankruptcy, work-out, corporate reorganization, foreclosure and commercial law and litigation fields for over 23 years. He has been involved in national and local cases representing institutional, corporate, and individual clients involving a variety of industries including the financial services, non-profit, real estate, retailing, recycling, food service, healthcare, automotive, education, and sports & entertainment industries. Mr. Preite has represented lenders in chapter 11 cases, commercial litigation and out-of-court restructurings. He has defended and asserted preference and fraudulent conveyance suits on behalf of debtors, creditors and Trustees appointed by the US Trustees Office, a division of the Department of Justice.

    Included in Mr. Preite’s victories is a decision upheld on appeal from the US Bankruptcy Court in New York which was reported as a “Decision of Interest” in the New York Law Journal. Mr. Preite has appeared on television as a legal analyst on bankruptcy matters, including on the Law Line television show with the late Honorable Dennis Milton, US Bankruptcy Judge, and on the NBC television show Extra to comment on celebrity bankruptcy issues.

    From 1992 to 1995, Mr. Preite served as a law clerk to the Honorable Jerome Feller, US Bankruptcy Judge for the Eastern District of New York. Mr. Preite holds a BA degree from New York University and a Juris Doctor degree from New York Law School, where he was an editor of the International Law Journal.

    Mr. Preite is admitted to practice in New York and the US District Courts for the Eastern and Southern Districts of New York, and the District of New Jersey.

    Hurricane Sandy Update

    To all our clients and friends,

    As of this morning, November 5, 2012, many of us at Sichenzia Ross Friedman Ference LLP (“SRFF”) are returning to the office and available to resume assisting with your legal and business needs. We apologize for any inconvenience or delay in services that you may have experienced. Power was out at both our offices and our remote disaster recovery backup location. Fortunately, our systems all worked the way they were supposed to, and some of us were able to provide services throughout last week while working remotely.

    We now have our phone and backup internet access restored, but our primary internet access is still out due to a Verizon substation being out of commission. Again, we apologize if this causes any delays in communications or services to you, and assure each of you that we are working tirelessly to restore full and uninterrupted services.

    In addition, we all experienced varying degrees of outages and/or losses of property at our homes. In some cases, our homes still do not have power or heat, and our children still do not have school. Fortunately, however, all of us at SRFF are safe and sound. Of course, we are the lucky ones. We are working on a plan to assist those in the tri-state area that are far less fortunate than us, many of whom have lost their homes and are still without power, heat or water. We sincerely hope that each of you, including your families and friends, who were affected by Hurricane Sandy, are safe, sound and have sustained minimal damages.

    We wish to thank all of you who have reached out to us over the last few days to offer your support. We are deeply appreciative.

    We also look forward to speaking with each of you shortly and getting back to what we know and do best – providing our clients with a personalized focus and helping them to reach their goals in an expeditious, cost-effective and informed manner.

    Sincerely,

    Sichenzia Ross Friedman Ference LLP

    The Times They Are A-Changin’: What does the JOBS Act mean for theater and film producers?

    by Gary Emmanuel of Sichenzia Ross Friedman Ference LLP and Daniel M. Wasser of Franklin, Weinrib, Rudell & Vassallo, P.C.

    For years, theater and film producers who lack a network of wealthy backers and need to rely on friends and family have despaired of finding a cost-effective way to raise funds from investors without violating securities laws. Similarly, experienced producers seeking to democratize fundraising and reach beyond a small circle of wealthy backers have faced a daunting regulatory process. With the passing into law of the JOBS Act in April 2012, all that may be changing.

    The JOBS Act, also known as the Jumpstart Our Business Startups Act, is designed to make it easier for business startups to raise funds, and theater and film producers will be particularly interested in three innovations. First, the JOBS Act eliminates the prohibition on general solicitation and advertising in connection with “Rule 506 offerings” if all purchasers are “accredited investors.” Second, the JOBS Act establishes a framework in which financing can be raised privately through crowdfunding. Third, the JOBS Act authorizes a type of simplified public offering by which producers can raise up to $50 million.

    Email Blast: “Do You Want to Invest in my Movie or Show?”

    Under existing rules, an email blast of this sort to a blind list of recipients would likely be regarded as general solicitation and, therefore, would deprive the producer of the so-called Rule 506 exemption. However, under new rules being developed as a result of the JOBS Act, such an email blast is expected to leave the Rule 506 exemption intact. To appreciate the significance of this, some explanation of Rule 506 is required.

    When raising money from investors in the United States, a company must either register its offering with the Securities and Exchange Commission (SEC) and make a public offering, or it must rely upon an exemption from registration and make a private offering. Due to the time and costs involved in registering securities, most offerings are conducted in reliance upon Rule 506, an exemption from registration under Regulation D of the Securities Act of 1933. To put this in perspective, the SEC estimated that in 2010 alone, approximately $820 billion was raised in private Rule 506 offerings compared to approximately $200 billion raised in public equity offerings.

    To qualify for the Rule 506 exemption certain conditions must be met. For example, the securities sold must be purchased for investment purposes, sales must be limited to certain high net worth investors known as “accredited investors” in order to avoid more burdensome information disclosure requirements, and no general solicitation or general advertising is allowed. Rule 506 is attractive because there is no dollar limit on the amount that can be raised, there is no limit on the number of accredited investors who can invest, disclosure requirements are streamlined, there is no review process by the federal regulators, and compliance with state securities laws is limited to simple notice filings.

    Despite its advantages, the limiting factor in conducting Rule 506 offerings has always been the prohibition on general advertising and solicitation. Not only is advertising of an offering prohibited in public forums such as newspapers, radio and the internet, but the SEC has traditionally construed the restriction on general solicitation broadly, taking the position that solicitation should be limited to persons with whom the company raising money has a pre-existing, substantive relationship. Consequently, many producers have found it difficult to expand their pool of potential investors, and they have often sought the assistance of “finders” who have relationships with accredited investors, a practice that is fraught with risk.

    Congress recognized that the existing prohibitions on general advertising and solicitation were making it harder for entrepreneurs to raise capital. Lifting these prohibitions in connection with Rule 506 offerings now means that general advertising and solicitation for investors can take place through traditional media such as newspapers, through the internet and via social media networks such as Facebook, LinkedIn and Twitter. The rules to implement this change are supposed to go into effect in July, and the implications are staggering.

    Consider the possibilities: When the new rules go into effect, it is expected that an offering can be advertised on the producer’s website or the Facebook page promoting the producer’s new film or theater project. Officers of the production company may be permitted to promote the offering to their friends on Facebook or to their Twitter followers. A theater producer could put an advertisement in Playbill soliciting potential investors for a new production. A film producer could combine a trailer with an appeal for investors and run that on YouTube. But keep in mind that in a Rule 506 offering that takes advantage of the new rules permitting general solicitation and advertising, only accredited investors will be allowed to invest. The SEC’s rules are expected to spell out the steps the producer must take to insure that all investors are accredited.

    Crowdfunding and the Expanded Reg. A-Type Offering: New Solutions or More Trouble Than They’re Worth?

    If a producer raises money through a Rule 506 offering and engages in general solicitation and advertising, then the JOBS Act requires that all investors must be accredited investors. Since accredited investors are estimated to make up just 8% of the US population, how does a producer reach the remaining 92%? The JOBS Act creates two possibilities. The first is the much heralded crowdfunding approach, and the second is a form of simplified public offering that will enable a producer to raise up to $50 million without being subject to all of the reporting and other requirements to which large public companies are subject.

    The concept of crowdfunding is the pooling of micro amounts of money from large numbers of people for a particular project. Originally used to raise money for charities, crowdfunding has been used to fund music, film and other types of projects through the solicitation of donations over the internet. However, the ability to crowdfund for investment purposes has been limited due to regulatory hurdles.

    Upon the adoption of rules by the SEC, the crowdfunding portion of the JOBS Act will allow a company to raise up to $1 million per year through crowdfunding. Part of the rationale for crowdfunding is that if no one risks too much money (commensurate with their income), the risk of loss is reduced if the investment does poorly, so there are limits on how much any one investor can invest. Disclosure documents including financial information must be filed with the SEC and made available to investors, and compliance with state securities laws is limited. Perhaps most significantly, crowdfunding sales must be made only through intermediaries – namely, registered broker dealers or funding portals that register with the SEC. It will be up to the SEC to specify requirements for registering funding portals, and the best guess is that a funding portal will operate in a manner similar to Kickstarter, but for investment funds rather than donations. Those regulations, along with regulations regarding the crowdfunding filing and disclosure requirements, are expected to be issued by the SEC by the end of 2012.

    The expense of complying with the SEC’s regulations will determine whether funding portals develop and companies take advantage of the JOBS Act’s crowdfunding provision. If the regulations make crowdfunding economically viable, the JOBS Act crowdfunding provision could be of great interest to independent filmmakers who can finance a production for less than $1 million. Producers of more expensive films might also find crowdfunding useful to finance prints and advertising (so-called P&A offerings). Most Off-Broadway dramatic plays are financed for less than $1 million, so the potential interest in crowdfunding is obvious. It’s also possible that crowdfunding could be used to fund established producers’ development activities, including the enhancement of regional theater productions. Of course, given the success many arts projects are finding in securing funding through Kickstarter, Indiegogo and other, similar platforms, film and stage producers seeking limited amounts of capital will no doubt also consider the crowdfunding donation model rather than the investment model.

    The current Broadway revival of Godspell attracted many small investments from unaccredited investors – dubbed the “People of Godspell” by producer Ken Davenport. Godspell received lots of press coverage for its innovative use of a crowdfunding model but, in fact, the offering was an audacious return to the past. Godspell relied on the SEC’s Regulation A, a form of simplified public offering that limits investments to $5 million. Because Regulation A offerings undergo SEC review and also are regulated by the states, few companies have been willing to invest the time, effort and money necessary to clear a Regulation A offering, particularly given the availability of Rule 506. With the passage of the JOBS Act, this may change.

    The JOBS Act includes provisions that create a new form of offering exemption, modeled on Regulation A, that will allow a company to raise up to $50 million from the public. However the utility of this new exemption will depend almost entirely on the approach the SEC takes in implementing the rules it is required to adopt.

    What’s Next?

    In July 2012, the SEC is required to issue rules regarding general solicitation and advertising in connection with Rule 506 offerings – although delays are expected. Once issued, this should open the floodgates, particularly for media savvy producers with a well-developed internet strategy for reaching potential accredited investors. For producers, the time to start working on that strategy is now. By the end of December, 2012, the SEC’s rules regarding crowdfunding are expected to be published. There is no deadline for the SEC to adopt rules for the new $50 million simplified public offering.

    In each case, the rules adopted by the SEC could consign these provisions of the JOBS Act to the back shelf. Alternatively, they could free up untapped capital and help transform how film and theater producers finance their productions. The times, they are a-changin’.

    This article was written by lawyers to update selected key legislative and regulatory developments affecting the film and theatrical industry. Because of the generality of this article, the information provided herein may not be applicable in all situations and should not be acted upon without specific legal advice based on particular situations.

    DEPOSITORY TRUST COMPANY (DTC) RESTORES ELECTRONIC CLEARANCE AND SETTLEMENT SERVICES FOR NATIVE AMERICAN ENERGY GROUP (SYMBOL: NAGP)

    VALIDATING COMPANY’S FOUR-YEAR EFFORT TO PROVIDE A TRADING MARKET FOR ITS SHAREHOLDERS

    FOREST HILLS, NY – (MARKETWIRE) – June 25, 2012 – Native American Energy Group, Inc. (OTCQB: NAGP) today announced that on June 21, 2012, the Depository Trust Company (DTC) restored full electronic clearance and settlement services for the Company’s “NAGP” security. The Company’s common shares were previously not electronically tradable due to a Global Lock, also known as a “Chill,” imposed by DTC in March 2008.

    Notice to All DTC Participants, Depository Facilities and Pledgee Banks:

    http://www.dtcc.com/downloads/legal/imp_notices/2012/dtc/ope/0983-12.pdf

    As a result of these DTC privileges having been restored, shareholders and investors can now buy and sell shares freely in the open market with increased efficiency and lower costs through DTC Participants which include U.S. and non-U.S. securities brokers and dealers, banks, trust companies, clearing corporations and certain other organizations. A list of all DTC Participants can be accessed at the following link: http://www.dtcc.com/downloads/membership/directories/dtc/alpha.pdf

    Joseph D’Arrigo, President and Chief Executive Officer, stated, “The importance of having DTC’s electronic clearing and settlement services, wasn’t evident until it wasn’t in place. Over the past couple of years, we have taken many steps to advance this Company to where it is today, which included becoming a reporting company with the Securities & Exchange Commission (SEC) as well as maintaining a current reporting status, despite not having one of the basic benefits sought in being a public company, that of ready transfers of shares purchased or sold in open market transactions. After several unsuccessful attempts by other law firms, the Global Lock was finally removed after our cause was taken up by attorneys Harvey Kesner and Gary Emmanuel of the New York law firm of Sichenzia Ross Friedman Ference LLP who were able to successfully address DTC’s concerns. As a result, we now hope to expand our shareholder base with greater liquidity to current and future investors. The ‘end’ of this relentless four-year ordeal simply means that the end is only the beginning for us and our shareholders,” said D’Arrigo.

    Raj Nanvaan, Chief Financial & Operations Officer, added, “The Global Lock impeded our ability to finalize funding on favorable terms for the Company due to the lack of a trading market for any shares issued as part of any financing transaction. Over the years, we have met with numerous financial institutions and investment firms that expressed a sincere interest in consummating a financial relationship with our Company but were deterred due to this Global Lock. Many thought we would never overcome this obstacle, since most companies rarely have in the past, but they underestimated our determination and conviction. Now that we’re passed this milestone, our management’s main focus will be to re-ignite selected relationships, procure the financing to complete our 5-Well Program in Montana and begin generating revenue,” said Nanvaan.

    About Native American Energy Group, Inc.

    Native American Energy Group, Inc. is a New York-based, energy resource development and management company. For more information, please visit www.nativeamericanenergy.comor email NAGP@efcg.net.

    Forward-Looking Statements

    This release (as well as media publications and videos accessible on our website and YouTube page: http://www.youtube.com/nativeamericanenergy) includes “forward-looking statements” as defined by the SEC. Such forward-looking statements may pertain to, or describe, the future business activities of the Company and “actual” results may be materially different from those projected. Further information on our business are discussed in the Company’s filings with the SEC, including its Annual Report on Form 10-K under the headings “Business” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

    FOR ADDITIONAL INFORMATION, PLEASE CONTACT:

    ELITE FINANCIAL COMMUNICATIONS GROUP

    Dodi Handy, President & CEO (Twitter: dodihandy)

    Or Kathy Addison, COO (Twitter: kathyaddison)

    407-585-1080 or via email at NAGP@efcg.net

    Native American Energy Granted Full Eligibility for DTC Services After Four-Year Appeal

    By Dan Lonkevich
    June 21, 2012 9:01 PM ET

    Native American Energy Group (NAGP), an oil and gas exploration company with assets in Alaska and Montana, has been granted full eligibility for clearing and settlement services through the Depository Trust Co., in the latest in a series of victories by microcap companies against the DTC.

    The effort took a four-year battle for Native American Energy that cost the company $175,000 in legal fees, left it $2 million in debt and caused it to lose more than 30 funding opportunities, chief financial and operations officer Raj Nanvaan said.

    “It’s an extremely big win for us,” he said in a phone interview from the company’s New York headquarters. “It feels good. It’s been a long road. We’ve gone through hell and back. This was undeserved and we suffered.”

    The DTC’s refusal to provide clearing services for many penny stocks has emerged as one of the biggest obstacles to capital raising by microcap and small cap companies. Small companies find it difficult if not impossible to raise money when prospective investors are worried that they won’t be able to get their unregistered shares cleared for trading.

    The DTC stopped providing clearing services for many stocks in apparent reaction to a 2009 notice from the Financial Industry Regulatory Authority that reminded broker-dealers of their obligations to conduct due diligence to trace the origin of physical stock certificates back to their original issuers. FINRA issued the notice after conducting an investigation that found that broker-dealers were missing red flags that should have alerted them to possible fraud.

    “We filed a request for a fairness hearing and were told if you address certain issues the block would be lifted,” said Gary Emmanuel, a senior associate with the law firm Sichenzia Ross Friedman Ference, which represented Native American Energy.

    The DTC has been required to hold fairness hearings since March when the Securities and Exchange Commission interceded on behalf of International Power Group (IPWG), a Celebration, Fla.-based company that said it planned to offer technology for recycling solid and hazardous waste. International Power had appealed to the SEC after fighting its own battle with the DTC. In March, the SEC ruled that the DTC owed International Power a fairness hearing on the DTC’s suspension of book-entry clearing and settlement services.

    “There’s an acknowledgement that they have to address these issues,” Emmanuel said. “The whole process is encouraging. The DTC is finally getting it.”

    Susan Desantis, a DTC official declined to comment.

    An email Desantis sent to Nanvaan said, “Raj- Operations confirmed the chill is lifted. I believe a letter is also going to your attorney. Take Care, Susan.”

    Native American’s dispute with the DTC comes after a complicated corporate history that started with the formation of Halstead Energy Corp. on Jan. 18, 2005. Seven days later, Halstead changed its name to Native American Energy and received the ticker symbol NVMG. At the same time, however, another company also named Halstead Energy Corp., which had declared bankruptcy in 1999 and is now defunct, created a problem for Native American.

    The CUSIP number and ticker symbol of the defunct Halstead were usurped using a tactic that has become known as “corporate hijacking,” according to a letter that Sichenzia Ross partner Harvey Kesner sent to the DTC last month on behalf of Native American,

    In February 2005, when Native American undertook a 1-for-200 reverse stock split, the DTC held 1,037,714 shares of the defunct Halstead and inadvertently submitted them to Native American’s transfer agent for 5,195 shares of stock as part of the reverse split.

    As a result, these “hijacked shares” were commingled with Native American’s public float. Through various additional splits designed to remove the taint of the highjacking, Native American reduced the number of highjacked shares to just 10, or 0.00003% of the company’s 36 million shares outstanding.

    Meanwhile, the SEC suspended trading in Native American for 10 days in 2008, along with 25 other companies.

    Last year, the SEC confirmed to Native American that no enforcement action would be taken.

    Nevertheless, the SEC’s action caused the DTC to block the company’s shares for clearing.

    In 2009, Native American merged with Flight Management International and received a new ticker symbol NAGP and CUSIP number in an attempt to resolve the taint of the hijacked shares.

    In March 2011, Native American’s board adopted a resolution acknowledging that the company’s capital stock included the hijacked shares and that they should be treated as freely transferrable.

    Since the global lock, Native American has pursued the reinstatement of full clearance and settlement privileges for the stock. Until now, the DTC has refused.

    “The lock came at the cusp of the downturn in the economy in 2008 and caused Native American Energy to lose a very large financing that had been in the works,” Nanvaan said.

    Things got so bad for the company that executives were receiving death threats from a few “psychotic” shareholders, Nanvaan said. “They threatened our families.”

    Nanvaan said Native American Energy tried to do everything it could to resolve the matter with both the SEC and the DTC. They couldn’t get anyone at the DTC to even answer their calls or return their letters or emails, he said.

    “We’ve been through 10 law firms,” Nanvaan said. “We tried females, we tried males, anything that might work.”

    Native American even went so far as to hire people to track down DTC officials at local bars, all to no avail, Nanvaan said.

    In the course of the battle, Nanvaan and other Native American Energy executives sold personal belongings to fund the company’s operations and “keep the lights on,” he said.

    The company’s long effort took a turn in March after the SEC intervened in the International Power case.

    Soon afterward, Bullfrog Gold Corp. (BFGC) hired Sichenzia Ross’s Kesner to handle its own appeal of the DTC’s decision to not provide electronic clearing and settlement services for Bullfrog stock.

    On May 3, a day after Nanvaan saw Bullfrog Gold’s press release about hiring Kesner to handle its appeal, Native American Energy also hired him.

    “We’re finally here,” Nanvaan said. “We need to make an announcement and tell our shareholders about it. It’s a new day for Native American Energy.”

    Article Tag(s): Penny Stock Clearing, Regulatory News

    8 Practical Considerations in Organizing Nostalgic Athletes into Revenue Generating Enterprises

    By: Edward H. Schauder

    Miracle on Ice! The 1980 Olympic Hockey Team. Where were you on February 22, 1980? Most hockey fans remember the answer to that question. Do you believe in Miracles? For the players and coaches that comprised the 1980 Olympic Hockey Team, the answer will always be a resounding YES! One morning they were 20 college kids coached by one of the greatest motivators of all-time, and the next…they beat the Russians! For the players and their fans, it was, and will remain, the most memorable sporting event of their lifetime. continue reading >>

    Richard Friedman Attends the NYSE Opening Bell Ringing with eMagin Corporation (EMAN)

    eMagin Corporation (NYSE Amex-Listed EMAN) visits the NYSE to celebrate eMagin Corporation’s recent listing on NYSE Amex. In honor of the occasion, CEO Andrew Sculley rings The Opening BellSM, joined by Chief Financial Officer Paul Campbell, other company executives and board members.

    For more details please go to:

    http://www.nyse.com/events/1294660821894.html

    SRFF Ranked as the Number One Most Active Law Firm for Issuers in the U.S. PIPE Market for Q1 and Q2 2010

    Transactions Monitored and Measured by Industry Leading Transaction Analysts Sagient Research Systems and DealFlow Media

    New York, New York—July 14, 2010—Sichenzia Ross Friedman Ference LLP (SRFF), a leading law firm headquartered in New York that specializes in corporate securities law and corporate finance, announced today that they ranked as the number one most active issuer counsel in the U.S. PIPE (private investments in public equity) market for the first two quarters of 2010 by both Sagient Research Systems and DealFlow Media, Inc.

    In 2009, among legal counsel to PIPE issuers, SRFF was the top firm advising on 43 transactions equaling $209.9 million. 2009 also marked the sixth consecutive year that the firm has been recognized by leading industry data publications issued by Sagient Research and DealFlow Media, as the leading law firm for representing issuers in PIPE transactions in the U.S.

    “The PIPEs market continues to build momentum as we see signs of life in the U.S. economy and our seasoned legal team remains committed to serving the unique needs of small and mid cap issuers,” said Gregory Sichenzia, founding partner of SRFF. “It’s an honor for us to have been recognized over the last six years for our expertise and achievements in the PIPEs marketplace.”

    Sagient Research Systems’ PlacementTracker, which publishes PIPE Market League Tables, is recognized as the leading provider of research, data, and analytics for the PIPE market. DealFlow Media’s PrivateRaise is the leading source for comprehensive analysis of PIPEs, reverse mergers, shelf registrations, and special purpose acquisition companies (SPACs). Both publications are leading industry resources for tracking the business of private investments in public equity.

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP (SRFF) is headquartered in New York and offers a full range of financial and business legal services. SRFF specializes in advising corporations on all securities matters including public offerings, private investment in public entities (PIPEs) deals and international reverse merger transactions. The Firm is a recognized leader in PIPEs transactions for publicly traded companies and has completed over 300 deals to date, totaling approximately $1.5 billion since 2001. SRFF maintains dedicated Asian and Israeli corporate practice groups and is acknowledged for legal excellence, sectoral expertise and a strong commitment to innovation and client service. For more information, visit www.srff.com.

    For media inquiries, please contact:

    Bari Trontz
    Trontz Public Relations
    212-293-9051
    bari@trontzpr.com

    2010 Global Hunter Securities China Conference

    SRFF SPONSORS 2010 GLOBAL HUNTER SECURITIES CHINA CONFERENCE
    Conference to Primarily Feature China-Based Companies Trading on U.S. Exchanges

    New York, New York—July 12, 2010—Sichenzia Ross Friedman Ference LLP (SRFF), a leading law firm headquartered in New York that specializes in alternative securities transactions, announced today that they are a sponsor at the 2010 Global Hunter Securities China Conference currently being held July 11 through July 13, 2010 at the St. Regis Hotel in San Francisco, California.

    The Global Hunter Securities China Conference features approximately 100 China-based companies, most of which trade on U.S. exchanges. Companies from various sectors are presenting to institutional investors during the conference, which serves as a platform to educate participants about their value proposition, growth strategy and positioning in China’s burgeoning marketplace.

    SRFF’s dedicated Asia Practice Group is renowned for its comprehensive practice that serves the needs of Asian companies seeking access to the U.S. capital markets. One of the most respected and experienced international legal practices in this space, SRFF provides expert counsel through a full staff of attorneys who are bilingual in both Chinese (Mandarin) and English.

    With a specialized focus on the Asia-Pacific region, SRFF has facilitated the seamless process of Asia-based companies becoming exchange listed in the U.S. In 2009, the firm was responsible for assisting the largest number of China-based companies graduate from trading on the U.S. Over-the-Counter securities market to a listing on NYSE Amex.

    SRFF is hosting an exhibit booth at the 2010 Global Hunter Securities China Conference. For more information on the conference, please visit www.ghsecurities.com.

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP (SRFF) is headquartered in New York and offers a full range of financial and business legal services. SRFF specializes in advising corporations on all securities matters including public offerings, Private Investment in Public Entities (PIPES) deals and international reverse merger transactions. The Firm is a recognized leader in PIPEs transactions for publicly traded companies and has completed over 300 deals to date, totaling approximately $1.5 billion since 2001. SRFF maintains dedicated Asian and Israeli corporate practice group and is acknowledged for legal excellence, sectoral expertise and a strong commitment to innovation and client service. For more information, visit www.srff.com.

    For media inquiries, please contact:

    Bari Trontz
    Trontz Public Relations
    212-293-9051
    bari@trontzpr.com

    Sichenzia Ross Friedman Ference LLP Recognized as America’s Number One PIPE Issuer Law Firm for 2009

    Sichenzia Ross Friedman Ference LLP (SRFF) has again earned the title of the Nation’s leading PIPE issuer law firm, as ranked by the industry-standard PrivateRaise, published by DealFlow Media, Inc. This milestone marks the 6th consecutive year since 2004 that the Firm has been recognized as the Nation’s leading law firm for representing issuers in PIPEs transactions.

    PrivateRaise’s 2009 PIPES League Tables reflect the Firm’s dominance in this area since 2004 through both bull and bear markets. In 2009, according to the PrivateRaise, the Firm represented 43 issuers in transactions totaling $206 million for an average of $5 million. This is a substantial increase over 2008 when the Firm represented issuers in 30 transactions totaling $152 million. Since the Firm was initially ranked #1 in 2004, the firm has completed over 300 PIPEs transactions totaling over $1.5 billion.

    The increase over the 2008 totals is representative of the economic recovery the industry experienced in the second half of 2009. While the 2009 totals are still considerably less than the 62 PIPEs transactions the Firm completed in 2007 or the 70 transactions recorded in 2006, it is an impressive accomplishment and marks a definite rebound from the lows of 2008. “Over the past six years our Firm has become a barometer of the health of the PIPEs market especially as it relates to small and mid cap issuers. We are particularly proud of our status and accomplishments as a Firm and as a leading member of the PIPEs community since 2004,” said Gregory Sichenzia, founding partner of SRFF. “Given the success we had in the second half of 2009 we are confident that that PIPEs market will remain strong in 2010 and hopefully for many years to come. Our ability to complete 43 issuer transactions in 2009 and 5 transactions in which we acted as counsel to investors or Placement Agents reflects the exceptional legal team that we have built at SRFF.”

    “We view this recognition both as a symbol of our firm’s achievement and as evidence of the trust our clients have placed in us to help them meet their funding needs,” Sichenzia concluded. “As the PIPEs industry continues to improve we hope to maintain our position as the top rated issuer counsel in the country by advancing innovative solutions to the problems at hand and to provide further opportunities to help businesses in their capital-raising activities.”

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP (SRFF) provides experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations. Visit us at www.srff.com.

    Sichenzia Ross Friedman Ference LLP Congratulates its Client, Orient Paper Inc., on its Listing on the NYSE Amex

    New York- based securities law firm, Sichenzia Ross Friedman Ference LLP (www.srff.com) congratulates its client, Orient Paper, Inc. on its listing on the NYSE Amex. China-based Orient Paper, Inc. opened for trading on NYSE Amex under the ticker symbol “ONP” on December 17, 2009.

    “We are pleased and honored to represent Orient Paper, Inc. in its listing on the NYSE Amex. With Orient Paper, Inc., we have successfully listed our fourth Chinese-based company, which had previously traded on the Bulletin Board to the NYSE Amex, this year. We believe that this successful migration augments the trend of mature, successful but undervalued Chinese Bulletin Board companies migrating to a senior exchange to bring about more visibility and recognition as well as liquidity to their stock”, said Mr. Benjamin Tan, partner and head of the firm’s Asian Practice Group.

    “We offer our congratulations to Orient Paper, Inc. on their listing on the NYSE Amex and their various accomplishments this year which include a successful reverse split of its shares and the closing of a $5 million financing transaction”, commented Mr. Gregory Sichenzia, founding partner of the firm. “Orient Paper is representative of the success we have achieved with many China-based companies this year. It is this type of achievement and the dedication of Benjamin Tan and his team that have made us one of the premier Asian Practice Groups in the country.”

    About Orient Paper, Inc.

    Orient Paper, Inc., through its wholly owned subsidiaries, Shengde Holdings, Inc. and Baoding Shengde Paper Co., Ltd., controls and operates Hebei Baoding Orient Paper Milling Co., Ltd. (“HBOP”). Founded in 1996, HBOP is engaged in the production and distribution of products such as corrugating medium paper, offset printing paper, writing paper, and other paper and packaging-related products in China. The Company uses recycled paper as its primary raw material. As one of the largest paper producers in Hebei Province, China, the Company is strategically located in Baoding, a city in close proximity to Beijing where the majority of publishing houses are based. Orient Paper is led by an experienced management team committed to diversifying the Company’s product offering and delivering tailored services to its customers. For more information, please visit http://www.orientalpapercorporation.com.

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP was established in 1999 to provide experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. The Asian Practice Group was formalized in 2008 and currently has two lawyers fluent in both Mandarin and English. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations.

    Sichenzia Ross Friedman Ference LLP Congratulates Its Client, Shengkai Innovations, Inc., on its First Day of Trading on the NYSE Amex

    New York- based securities law firm, Sichenzia Ross Friedman Ference LLP (www.srff.com) congratulates its client, Shengkai Innovations, Inc. on its first day of trading on the NYSE Amex. China-based Shengkai Innovations, Inc. opened for trading on NYSE Amex under the ticker symbol “SHE” on December 23, 2009.
    “We are pleased and honored to represent Shengkai Innovations, Inc. in its listing on the NYSE Amex. With Shengkai Innovations, Inc., we now have successfully listed our fifth Chinese-based company, which had previously traded on the Bulletin Board to the NYSE Amex this year”, said Benjamin Tan, partner and head of the firm’s Asian Practice Group.

    “Our recent back-to-back success in transitioning our Bulletin Board China-based clients to the NYSE Amex, first with Orient Paper, Inc. and now with Shengkai Innovations, Inc., over the past two weeks, is a testament to our ability and commitment to our clients to help them realize their full potential. We are extremely proud of our achievements but more so for our clients, whose goal is to receive the respect and recognition of the investment community and to list on a senior stock exchange like the NYSE Amex,” enthused Marc Ross, founding member of the firm.

    About Shengkai Innovations, Inc.
    Shengkai Innovations is engaged in the design, manufacture and sale of ceramic valves, high-tech ceramic materials and the provision of technical consultation and related services. The Company’s industrial valve products are used by companies in the electric power, petrochemical, metallurgy, and environmental protection industries as high-performance, more durable alternatives to traditional metal valves. The Company was founded in 1994 and is headquartered in Tianjin, the PRC.
    The Company is one of the few ceramic valve manufacturers in the world with research and development, engineering, and production capacity for structural ceramics and is the only valve manufacturer that is able to produce large-sized ceramic valves with calibers of 6″ or more. The Company’s product portfolio includes a broad range of valves that are sold throughout the PRC, to North America, United Arab Emirates, and other countries in the Asia- Pacific region. The Company has over 300 customers, and is the only ceramic valve supplier qualified to supply Sinopec. The Company also became a member of the PetroChina supply network in 2006.

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP was established in 1998 to provide experienced, professional representation in all matters involving the securities industry, as well as in all general corporate and litigation matters. The Asian Practice Group was formalized in 2008 and currently has two lawyers fluent in both Mandarin and English. SRFF’s clients range from start-ups to established, listed companies. They include private and public corporations, partnerships, broker-dealers, bank-affiliated broker-dealers, investment advisors, registered personnel, public and corporate customers and investors, partnerships and other entities. SRFF also advises institutional investors on transactions involving complex securities law considerations. For more information, visit www.srff.com.

    Marc J. Ross Is Selected One of the Top Ten Lawyers by Chartis Insurance

    New York, NY (October 6, 2009) – Marc J. Ross, a founding member of Sichenzia Ross Friedman Ference LLP, was named one of the Top Ten Lawyers by Chartis Insurances (Chartis). Chartis is a global insurance leader, with a 90-year history, which serves more than 40 million clients in over 160 countries and jurisdictions.

    Through its Errors and Omissions policies, Chartis insures many of America’s brokerage firms as well as persons associated with those firms. Each year, Chartis honors ten lawyers who, in the view of its claims organizations, provide excellent legal service to the Chartis member companies and its insureds. This year it selected Marc J. Ross as one of those ten top lawyers.

    Marc Ross, along with the other nine recipients of this distinguished award, will be honored in conjunction with the Annual Meeting of the Defense Research Institute (DRI) to be held on October 7, 2009 in Chicago, IL. DRI is the international organization of attorneys defending the interests of business and individuals in civil litigation.

    About Marc J. Ross

    Marc Ross regularly represents clients across the country appearing in both federal and state courts from routine lawsuits to highly complex federal securities cases, including high-profile multi-district class actions. Marc Ross also regularly represents clients in arbitration proceedings before the Financial Industry Regulatory Authority (FINRA) and other agencies, like the American Arbitration Association (AAA), and guides clients through the arduous process of civil regulatory and possibly criminal investigations, whether the client is the subject of an investigation by a self-regulatory organization (e.g., FINRA), a state agency (e.g., the NY Attorney General’s Office), or a federal agency (e.g., the SEC or the US Attorneys’ Office).

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP provides experienced professional representation in all matters involving the securities industry as well as general corporate and litigation matters. The Firm’s areas of expertise include corporate and commercial transactions, securities litigation, arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. The Firm also has a nationally ranked PIPEs practice, which has been ranked number 1 as the most active PIPE issuer law firm from 2004 through the present, and also has specialized Asian and Israeli practice groups. For more information about the firm, visit www.srff.com.

    Marc J. Ross Selected Top Ten Lawyer by Chartis Insurance

    Sichenzia Ross Friedman Ference LLP (SRFF) announced today that one of the firm’s founding members, Marc J. Ross, has been named a Top Ten Lawyer by Chartis Insurance (Chartis). Chartis, a global insurance leader, with a 90-year history, serving more than 40 million clients in over 160 countries and jurisdictions, insures many of America’s brokerage firms and registered persons associated with those firms.

    Annually, Chartis honors ten lawyers who have provided outstanding legal service to the Chartis member companies and its insureds. Mr. Ross will be honored at the Annual Meeting of the Defense Research Institute (“DRI”) to be held on October 7, 2009, in Chicago, Illinois. DRI is the international organization of attorneys defending the interests of business and individuals in civil litigation.

    Marc Ross advises public and private companies, investors, high net-worth individuals, brokerage firms and registered persons throughout the United States and internationally. Mr. Ross also represents clients across the U.S. in both Federal and State courts. His expertise is in highly complex federal securities cases, including high-profile, multi-district class actions. Additionally, Mr. Ross advises clients in arbitration proceedings before the Financial Industry Regulatory Authority (FINRA) and other agencies, including the American Arbitration Association (AAA), and he counsels clients subject to civil regulatory and possibly criminal investigations, including investigations by FINRA, SEC, State Attorneys’ Offices, and U.S. Attorneys’ Offices.

    About Sichenzia Ross Friedman Ference LLP

    Sichenzia Ross Friedman Ference LLP provides experienced professional representation in all matters involving the securities industry as well as general corporate and litigation matters. The Firm’s areas of expertise include corporate and commercial transactions, securities litigation, arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. The Firm also has a nationally ranked PIPEs practice, which has been ranked number #1 as the most active PIPE issuer law firm from 2004 through the present, and also has a specialized Asian and Israeli practice groups. For more information about the firm, visit www.srff.com.