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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.

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.

 

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.

Sichenzia Ross Friedman Ference LLP Congratulates its Client, American Lorain Corporation, on its Listing on the NYSE Amex

NEW YORK, September 8, 2009 (GLOBE NEWSWIRE) — New York- based securities law firm, Sichenzia Ross Friedman Ference LLP congratulates its client, American Lorain Corporation on its first day of trading on the NYSE Amex. China-based American Lorain Corporation opened for trading on NYSE Amex under the ticker symbol “ALN” on September 8, 2009. continue reading >>

Changda International Holdings, Inc. (Symbol: OTC BB:CIHI) Announces That It Has Engaged the New York Law Firm of Sichenzia Ross Friedman Ference LLP

The Board of Changda International Holdings, Inc, the Chinese based fertilizers company quoted on the OTC-BB in the United States is pleased to announce the nomination as Counsels of Sichenzia Ross Friedman Ference LLP, the New York based securities law firm with an extensive Asian practice.

New York, NY, March 25, 2009 –(PR.com)– The Board of Changda International Holdings, Inc. (“CIHI”), the Chinese based fertilizers company quoted on the OTC-BB in the United States under the symbol CIHI-OB is pleased to announce the nomination as Counsels of Sichenzia Ross Friedman Ference LLP ( “SRFF”), the New York based securities law firm with an extensive Asian practice.

SRFF will represent and advise the company on all its required public reporting as a newly public company in the United States.

The Sichenzia Ross Friedman Ference LLP (www.srff.com) Asian Practice Group was established in 2007 and has been among the leading law firms in the United States representing Chinese companies in reverse mergers with U.S. Public Companies and in PIPE financing transactions. The SRFF Asian Practice Group is comprised of partners of the firm as well as attorneys who are fluent in both Mandarin and English.

The shares of CIHI are expected to commence active trading as soon as the shares are DTC approved. The DTC application is in process and the Company expect that its shares will be DTC approved shortly.

Nationally Ranked Securities Practice Joins Sichenzia Ross Friedman Ference LLP

Harvey J. Kesner, previously head of the New York Business and Securities Regulation Group at Haynes and Boone, LLP, and Ben Reichel, a partner, have joined the corporate and securities practice of Sichenzia Ross Friedman Ference LLP (“SRFF”) as partners. The new additions couple two of the most active and dynamic securities practices in New York and result in one of the most experienced and productive corporate finance groups in the United States, representing well over 100 publicly traded companies.

Both the SRFF practice and Mr. Kesner’s group have long focused on the needs of public companies, hedge funds, institutional investors, money managers, high net worth individuals, underwriters, placement agents and broker-dealers. Both practices have a well-established prominence in PIPES, venture capital, reverse mergers, public offerings and general corporate and securities law compliance. Since 2007, the combined practices have represented over 87 PIPE transactions totaling $900 million in value. The addition of Harvey and Ben brings the total number of attorneys in the SRFF corporate finance group to 21 lawyers and the total number of lawyers firm wide to 30. SRFF’s practice groups include business and securities litigation, securities enforcement and broker dealer regulation.

“We are very fortunate to have Harvey and Ben join forces with us. The combination of their practice with ours continues our leading position in business counseling and securities transactions and has further expanded our market share,” said Richard Friedman, managing partner of the firm. “Their addition solidifies SRFF’s position as an industry leader and demonstrates our tradition of growth by careful additions of individual practitioners and cohesive practice groups that share our collegial and entrepreneurial spirit, and a dedication to quality of service.”

Mr. Kesner stated, “uniting both of these nationally recognized practices makes perfect sense. We are joining SRFF to consolidate our two similar and competitive practices under a single roof. We have always respected SRFF’s professionals including their success in establishing a strong presence in China. Many of our friends and clients view SRFF as the international leader in small and mid-cap public company representation and we look forward to continuing to expand both domestically and abroad.”

Mr. Kesner focuses his practice on complex domestic and international transactions. He represents issuers, underwriters, agents and other financial intermediaries in public and private offerings, as well as in equity, debt, and derivative securities transactions. Mr. Kesner has an extensive background in representing issuers and other parties in mergers and acquisitions, private equity and venture capital transactions.

Mr. Kesner spent several years in Washington, D.C., where he was a senior attorney in the Division of Corporation Finance of the SEC. He holds an M.B.A. in finance from American University in Washington, D.C., where he also earned his J.D. Mr. Kesner received his B.S. from the State University of New York at Binghamton. Mr. Kesner served as General Counsel of a NYSE listed company and had previously been associated with several large New York law firms.

Mr. Reichel’s practice focuses on corporate securities, venture capital, mergers and acquisitions, and general company representation. He has represented issuers in private and public offerings of debt and equity securities, including IPOs, secondary, PIPE and registered rights offerings. He has also represented investment firms and private companies in venture capital transactions, as well as hedge fund formation. In addition, Mr. Reichel has represented public and private companies, both as buyers and sellers, in various M&A deals, including statutory mergers, stock purchase transactions and asset sales and acquisitions. His practice also includes assisting public companies with their SEC filings, and advising them on securities law and daily corporate matters. Mr. Reichel received his J.D. from New York University School of Law and completed his B.A. at Yeshiva University.

Richard Friedman speaking at The International PIPEs Conference 2009

The International PIPEs Conference 2009 taking place March 23 – 25 in Shanghai is the most influential event covering cross-border investment in small-cap Chinese companies. This is your chance to experience China and join the largest gathering of company management teams in Shanghai. This event will offer technical education on laws and deal structures, company presentations, networking, and opportunities to network with Chinese-based companies seeking financing. Visit www.dealflowmedia.com/shanghai or call (516) 876-8006 for details.

Other Regional Investment Opportunities: Innovative Ideas in Asia

Panelists discuss opportunities in frontier markets in Asia including Japan, Hong Kong, Singapore, Cambodia, Vietnam, Laos, and Mongolia. Panelists discuss some of the similarities and differences between these markets and China.

MODERATOR: RICHARD FRIEDMAN, Sichenzia Ross Friedman Ference.

PANELISTS: HENRY FAHMAN, Providential Capital; MANDAR JAYAWANT, Frontier Investment & Development Partners; RAYMOND OH, Morrison & Foerster; KIM SONG TAN, Cambodia Laos Investment and Development Fund; Additional Panelists TBA.

SRFF Ranked # 1 for 2008 – For 5 Consecutive Years

PlacementTracker Publishes 2008 U.S. PIPE

Market League Tables

San Diego – January 7, 2009 – Sagient Research Systems, a leading publisher of independent research for the financial services and institutional investment communities, today announced that Rodman & Renshaw, LLC ranked as the number one most active investment bank and Downsview Capital, Inc., ranked as the number one most active institutional investor in the U.S. PIPE market during 2008.

Sagient Research also announced that Sichenzia Ross Friedman Ference, LLP ranked as the number one most active issuer counsel, Schulte Roth & Zabel, LLP ranked as the number one most active investor counsel, and Feldman Weinstein, LLP ranked as the number one most active placement agent counsel in the U.S. PIPE market during the 2008.

PlacementTracker, a flagship product of Sagient Research Systems, is well recognized as the leading provider of research, data, and analytics covering the PIPE market.

Commenting on the League Tables, Robert F. Kyle, executive vice president of Sagient Research said, “This has unquestionably been the most challenging year we have ever seen in the market. The dramatic increase in volatility and decline in market valuations certainly affected PIPE issuances in 2008. The U.S. PIPE market totaled $177.26 billion raised through 1,283 transactions in 2008 (of this amount $45.43 billion has been announced but not yet closed as of 1/6/09). This compared to $83.96 billion raised through 1,416 transactions in 2007. While 2008 was a record year for total dollars raised in the PIPE market, and represented a 111% increase over 2007, the market remained dominated by a handful of large transactions. In total, 87 mega-PIPE transactions made up $165.12 billion of the amount raised in 2008. Meanwhile, the core PIPE transactions, which we define as placements of under $100 million in gross proceeds, fell 21% from $15.34 billion in 2007 to $12.71 billion in 2008. Still, it is important to note that despite the market instability and the resulting issuance decreases, the PIPE market remained one of the only new issue markets open for business in 2008. As always, we congratulate all of the active agents, investors, and legal counsel in the PIPE market for a tremendous quarter, especially those leaders who topped the League Tables. Many of these firms are long-time clients of PlacementTracker, and we look forward to continuing to provide them with industry leading data, research, and analytics to help keep them on top of this market.”

The 2008 U.S. PIPE Market Issuer Counsel League Table

By Number of Transactions:

Legal Counsel Transaction Count Total Amount Advised
Sichenzia Ross Friedman Ference, LLP 28 $ 146,682,801
Richardson & Patel, LLP 16 $ 108,582,766
Cooley Godward Kronish, LLP 14 $ 275,824,395
Greenberg Traurig, LLP 13 $ 103,989,994
Latham & Watkins, LLP 11 $ 239,297,878
Morgan, Lewis & Bockius, LLP 11 $ 75,235,000
Weil, Gotshal & Manges, LLP 10 $ 3,225,466,782
Wilmer Cutler Pickering Hale & Dorr, LLP 10 $ 440,527,629
Heller Ehrman, LLP 9 $ 1,531,696,221
Lowenstein Sandler, PC 9 $ 191,815,001
Haynes and Boone, LLP 9 $ 148,079,501
DLA Piper 9 $ 116,619,503
Morrison & Foerster, LLP 9 $ 98,209,959
Hodgson Russ, LLP 9 $ 90,238,000
Loeb & Loeb, LLP 8 $ 175,205,656
Paul, Hastings, Janofsky & Walker, LLP 8 $ 163,984,549
Kirkpatrick & Lockhart Preston Gates Ellis, LLP 8 $ 54,691,017
Bryan Cave, LLP 8 $ 42,129,627
Jones Day 7 $ 8,337,360,000
Shearman & Sterling, LLP 7 $ 5,746,340,005
Skadden, Arps, Slate, Meagher & Flom, LLP 7 $ 619,126,750
Goodwin Procter, LLP 7 $ 235,090,659
Thelen Reid Brown Raysman & Steiner, LLC 7 $ 93,653,596
Dorsey & Whitney, LLP 7 $ 72,193,483
Clark Wilson, LLP 7 $ 25,358,000

PlacementTracker Publishes 2008 U.S. PIPE Market League Tables

San Diego – January 7, 2009 – Sagient Research Systems, a leading publisher of independent research for the financial services and institutional investment communities, today announced that Rodman & Renshaw, LLC ranked as the number one most active investment bank and Downsview Capital, Inc., ranked as the number one most active institutional investor in the U.S. PIPE market during 2008.

Sagient Research also announced that Sichenzia Ross Friedman Ference, LLP ranked as the number one most active issuer counsel, Schulte Roth & Zabel, LLP ranked as the number one most active investor counsel, and Feldman Weinstein, LLP ranked as the number one most active placement agent counsel in the U.S. PIPE market during the 2008.

PlacementTracker, a flagship product of Sagient Research Systems, is well recognized as the leading provider of research, data, and analytics covering the PIPE market.

Commenting on the League Tables, Robert F. Kyle, executive vice president of Sagient Research said, “This has unquestionably been the most challenging year we have ever seen in the market. The dramatic increase in volatility and decline in market valuations certainly affected PIPE issuances in 2008. The U.S. PIPE market totaled $177.26 billion raised through 1,283 transactions in 2008 (of this amount $45.43 billion has been announced but not yet closed as of 1/6/09). This compared to $83.96 billion raised through 1,416 transactions in 2007. While 2008 was a record year for total dollars raised in the PIPE market, and represented a 111% increase over 2007, the market remained dominated by a handful of large transactions. In total, 87 mega-PIPE transactions made up $165.12 billion of the amount raised in 2008. Meanwhile, the core PIPE transactions, which we define as placements of under $100 million in gross proceeds, fell 21% from $15.34 billion in 2007 to $12.71 billion in 2008. Still, it is important to note that despite the market instability and the resulting issuance decreases, the PIPE market remained one of the only new issue markets open for business in 2008. As always, we congratulate all of the active agents, investors, and legal counsel in the PIPE market for a tremendous quarter, especially those leaders who topped the League Tables. Many of these firms are long-time clients of PlacementTracker, and we look forward to continuing to provide them with industry leading data, research, and analytics to help keep them on top of this market.”

The 2008 U.S. PIPE Market Issuer Counsel League Table

By Number of Transactions:

Legal Counsel Transaction Count Total Amount Advised
Sichenzia Ross Friedman Ference, LLP 28 $ 146,682,801
Richardson & Patel, LLP 16 $ 108,582,766
Cooley Godward Kronish, LLP 14 $ 275,824,395
Greenberg Traurig, LLP 13 $ 103,989,994
Latham & Watkins, LLP 11 $ 239,297,878
Morgan, Lewis & Bockius, LLP 11 $ 75,235,000
Weil, Gotshal & Manges, LLP 10 $ 3,225,466,782
Wilmer Cutler Pickering Hale & Dorr, LLP 10 $ 440,527,629
Heller Ehrman, LLP 9 $ 1,531,696,221
Lowenstein Sandler, PC 9 $ 191,815,001
Haynes and Boone, LLP 9 $ 148,079,501
DLA Piper 9 $ 116,619,503
Morrison & Foerster, LLP 9 $ 98,209,959
Hodgson Russ, LLP 9 $ 90,238,000
Loeb & Loeb, LLP 8 $ 175,205,656
Paul, Hastings, Janofsky & Walker, LLP 8 $ 163,984,549
Kirkpatrick & Lockhart Preston Gates Ellis, LLP 8 $ 54,691,017
Bryan Cave, LLP 8 $ 42,129,627
Jones Day 7 $ 8,337,360,000
Shearman & Sterling, LLP 7 $ 5,746,340,005
Skadden, Arps, Slate, Meagher & Flom, LLP 7 $ 619,126,750
Goodwin Procter, LLP 7 $ 235,090,659
Thelen Reid Brown Raysman & Steiner, LLC 7 $ 93,653,596
Dorsey & Whitney, LLP 7 $ 72,193,483
Clark Wilson, LLP 7 $ 25,358,000

Gregory Sichenzia quoted in Financial Week on Rodman & Renshaw and Cowen & Co. merger

Big battle shaping up for smaller i-banks

Boutique and the beast: Smaller firms go after asset-rich rivals

December 15, 2008 7:20 AM ET

By Tim Catts

Boutique investment bank Rodman & Renshaw’s $100 million hostile bid to take over rival Cowen & Co. shows that Wall Street’s big boys aren’t the only ones trying to take advantage of the financial industry’s woes. Like its larger counterparts, Rodman & Renshaw is trying grow by buying a weakened competitor.

“The disappearance and distraction of competitors, especially bulge-bracket firms, has created enormous opportunity,” said Rodman CEO Michael Lacovara in an interview. “We’re prepared to pursue that opportunity on our own, but the prospect of our joining forces with Cowen offers tremendous potential pursuing it on a joint basis.”

The deal would help Rodman & Renshaw bolster its already formidable business advising small and mid-size healthcare companies, where Cowen is also strong, Mr. Lacovara said. And Rodman & Renshaw regularly leads league tables as the most prolific advisor on private investment in public equity, or PIPE, transactions. A merger would help the combined company sell such deals to Cowen clients, who have had to look elsewhere since Cowen, once a PIPE powerhouse as well, largely exited the market in recent years.

But there is another reason Cowen makes an attractive target: Its balance sheet. The company had $111.9 million in cash and equivalents as of Sept. 30, according to its financial statements. In other words, assuming all of Cowen’s other assets are worthless, it still has $7.85 in cash for every share of stock outstanding. The stock traded at $5.60 on Dec. 1, the day before Mr. Lacovara said “informal discussions” between the companies’ executives about a deal took place. The deal may spark interest in other middle-market firms with lots of cash relative to their market value.

Rodman & Renshaw may be able to make a case for its offer—which works out to $7 a share—because 90-year-old Cowen has had just one profitable quarter since it was spun off from Societe Generale in a July 2006 initial public offering. The value of its investment banking franchise has suffered, said Sterne Agee & Leach analyst Ada Lee, who covers both companies.

“There doesn’t seem to be much of a future for them from an operational standpoint,” Ms. Lee said of Cowen. “They lack a real franchise and seem perfectly content to burn through their cash until the [business] cycle is over.”

Cowen rejected the overture, citing “significant risk that a transaction with Rodman & Renshaw would result in the destruction of shareholder value,” according to a press release. A spokesman did not return calls seeking comment.

Mr. Lacovara said Rodman & Renshaw would now take its offer directly to Cowen’s shareholders, a third of which are institutional investors, Ms. Lee wrote to her clients. The largest, Bank of America, held 17.3% of Cowen’s stock at the end of the third quarter. A spokesman for B of A declined to comment on the situation.

If the deal’s successful, it may give other struggling boutique investment banks something to worry about. After all, Cowen isn’t the only such company that has seen investors punish its shares despite having relatively healthy cash stockpiles on the balance sheet.

There’s Thomas Weisel Partners, for example, which had $110 million in cash at the end of the third quarter and a market capitalization of $125 million as of Dec. 11. The firm isn’t bringing in enough M&A advisory or underwriting deals to sustain its current size, Ms. Lee wrote in a note to clients. Like Cowen, the company is “a walking balance sheet without a franchise,” Ms. Lee said.

A Thomas Weisel spokeswoman declined to comment.

Rodman & Renshaw’s Mr. Lacovara is clearly aware of Cowen’s balance sheet. “We’re mindful that one of the benefits and the assets of Cowen is its cash position,” he said on a conference call with investors after the proposed deal became public. Because Rodman, with some $87 million in assets, is a much smaller company than Cowen, which boasts assets of $228 million, some analysts believe Mr. Lacovara may finance the deal with a bridge loan that could be paid back with Cowen’s cash. But he downplayed that idea. “We’re not going to do a transaction that would beggar the resulting franchise,” he said on the call.

Gregory Sichenzia, a partner with SRFF, a law firm that specializes in PIPE transactions, who has worked with both Rodman and Cowen, said the deal would bolster Rodman & Renshaw at a time when the credit crisis is clouding the outlook for big and small investment firms alike.

“There will be a culling of the herd,” said Mr. Sichenzia. “And that’s one of the reasons this makes a lot of sense for Rodman. It’s a great time to get stronger, if you can afford to.”

Sichenzia Ross Friedman Ference LLP Attracts Visiting Attorney from Prominent Chinese Law Firm to Join its Asian Practice Group

New York, NY (October 20, 2008) – Sichenzia Ross Friedman Ference LLP (SRFF) is pleased to announce that James Li has joined our Asian Practice Group as a visiting attorney from the Grandall Legal Group (Shanghai) in the People’s Republic of China. With over 400 attorneys, Grandall (www.grandall.com.cn) is one of the largest law firms in China with offices in Beijing, Hong Kong as well as seven other prominent cities in China. Mr. Li has working in the Shanghai office of Grandall for the past 4 years and will be working at SRFF for the next several months. Mr. Li will focus his practice to reverse mergers of Chinese companies into publicly traded shell companies and PIPE transactions relating to Chinese companies.

“We are very excited to welcome James to our team,” said Gregory Sichenzia, founding partner of SRFF. “His presence and expertise solidify our position as one of the leading firms in the United States representing Chinese public companies and we hope to develop further business relationships with Grandall Legal Group (Shanghai) in the future.”

“I am extremely excited to join this firm as a visiting attorney,” said Li. “SRFF is one of the best recognized firms in China for representing Chinese Companies who wish to become public in the United States and access capital in the United States. SRFF has a well established staff of lawyers who speak both English and Mandarin which made the transition to a U.S. law firm very comfortable. ”

Mr. Li, 33, received his Bachelor of Law (Honors) and Master of Law (Honors) from Shanghai Institute of Foreign Trade and is admitted to practice in the People’s Republic of China. Mr. Li has also studied in the United States at Chicago-Kent College of Law and is proficient in English as well as his native Mandarin.

About the SRFF Asian Practice Group

The Sichenzia Ross Friedman Ference LLP (www.srff.com) Asian Practice Group was established in 2007 and has been among the leading law firms in the United States representing Chinese companies in reverse mergers with U.S. Public Companies and in PIPE financing transactions. The SRFF Asian Practice Group is comprised of partners of the firm as well as attorneys who are fluent in both Mandarin and English. The firm also represents public companies in South Korea and Vietnam. SRFF has been the leading firm in the United States for the past five years representing issuers in PIPE transactions as ranked both by Private Raise and Saigent Research publishers of Placement Tracker.

SRFF acts for Shengkai Industrial Technology Development Co., Ltd in $15 million financing

TO BUSINESS AND RETAILING EDITORS:

Southern Sauce Company, Inc. Acquires Tianjin Shengkai Industrial Technology Development Co., Ltd. and Completes $15 Million Financing

TIANJIN, China, June 12 /PRNewswire-FirstCall/ — Southern Sauce Company, Inc. (the “Company”)(OTC Bulletin Board: SOSA.OB) today announced the acquisition on June 9, 2008 of Shen Kun International Limited, a British Virgin Islands corporation which, through Shengkai (Tianjin) Ceramic Valves Co., Ltd., a Chinese company, has a series of contracts with Tianjin Shengkai Industrial Technology Development Co., Ltd., a Chinese company (“Shengkai”), which gives it control over Shengkai’s business, personnel and finances as if it were a wholly-owned subsidiary. Shengkai is engaged in the design, manufacturing and sales of ceramic valves, the manufacturing and sales of high-tech ceramic materials, technical consultation and services, and the import and export of ceramic valves and related technologies. Shengkai sells its products in China, North America and the Asia-Pacific region.

On June 11, 2008, the Company also closed a private placement through the sale of Units, consisting of shares of its Series A Convertible Preferred Stock and attached five-year warrants, at a purchase price of $2.5357 per Unit for aggregate gross proceeds of $15 million. The Series A Convertible Preferred Stock is convertible into an aggregate of up to 5,915,526 shares of the Company’s common stock at the option of the holders of such Series A Convertible Preferred Stock. The five-year warrants are exercisable at an exercise price of $3.52 per share for a number of shares of common stock equal to 120% of the number of shares of common stock issuable upon conversion of the Series A Convertible Preferred Stock (an aggregate of up to 7,098,632 shares of common stock).

Over the past two years, Shengkai’s business has shown significant growth with net revenues increasing to $23,124,748 for the fiscal year ended June 30, 2007 from $13,677,946 for the fiscal year ended June 30, 2006. Net income was $6,571,802 for the fiscal year ended June 30, 2007, an increase from $4,173,926 for the fiscal year ended June 30, 2006.

Mr. Wang Chen, Chief Executive Officer of the Company stated, “The closing of our merger transaction and financing provide us with the capital investment we need to accelerate the growth of Shengkai’s business. We plan to use the proceeds from the financing towards the expansion of our existing production capacity as we work to meet the growing demand for our products. We also plan to use the funds towards the research and development of new ceramic products.”

About Tianjin Shengkai Industrial Technology Development Co., Ltd.

Shengkai is engaged in the design, manufacturing and sales of ceramic valves, the manufacturing and sales of high-tech ceramic materials, technical consultation and services, and the import and export of ceramic valves and related technologies. These 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.

Shengkai develops ceramic products with more than 700 types and specifications in 32 series, under nine categories. Of these, Chinese patents have been obtained for 12 products, and applications for nine more are pending. Shengkai’s products have won the title of “National Key New Product” in China four times from 1999-2003 and won a silver medal in the Shanghai International Industry Fair in 2002.

Shengkai’s products are sold across China and are exported to North America, and other countries in the Asia-Pacific region, totaling over 300 customers. After a six-year application process, Shengkai became a supplier of China Petroleum & Chemical Corporation in 2005 and a Class A member of the PetroChina Co. Ltd. supply network in 2006.

Safe Harbor Statement

The statements contained herein that are not historical facts are considered “forward-looking statements.” Such forward-looking statements may be identified by, among other things, the use of forward-looking terminology such as “believes,” “expects,” “may,” “will,” “should,” or “anticipates” or the negative thereof or other variations thereon or comparable terminology, or by discussions of strategy that involve risks and uncertainties. In particular, statements regarding the potential growth of the markets are examples of such forward-looking statements. The forward-looking statements include risks and uncertainties, including, but not limited to, the effect of political, economic, and market conditions and geopolitical events; legislative and regulatory changes that affect our business; the availability of funds and working capital; the actions and initiatives of current and potential competitors; investor sentiment; and our reputation. We do not undertake any responsibility to publicly release any revisions to these forward-looking statements to take into account events or circumstances that occur after the date of this report. Additionally, we do not undertake any responsibility to update you on the occurrence of any unanticipated events, which may cause actual results to differ from those expressed or implied by any forward-looking statements. The factors discussed herein are expressed from time to time in our filings with the Securities and Exchange Commission available at http://www.sec.gov .

Sichenzia Ross Friedman Ference Announces Hire of Former President and General Counsel of NYSE Listed Company

Sichenzia Ross Friedman Ference Announces Hire of Former President and General Counsel of NYSE Listed Company

New York, NY (March 3, 2008) – Sichenzia Ross Friedman Ference LLP (SRFF) is pleased to announce that Andrew Smith has joined the firm as Counsel. Mr. Smith was President and General Counsel of Getty Realty Corp. (NYSE: “GTY”) and for nine years a Partner with Weil, Gotshal and Manges LLP in New York. Mr. Smith’s practice areas will include Securities Law, Corporate Finance, Mergers and Acquisitions and General Corporate Law and complex real estate transactions, which are ancillary to his core practice area.

“We are thrilled to welcome Andrew to our team,” said Richard A. Friedman, managing partner of SRFF. “His extensive expertise in advising public and private companies, investment banks, institutional lenders, as well as Fortune 500 companies in matters of corporate finance, commercial real estate transactions and leveraged buyouts will further solidify SRFF as the nation’s foremost securities law firm.”

“I am extremely excited to join this dynamic firm,” said Smith. “SRFF has established a highly-regarded corporate and securities practice, and I look forward to contributing to the firm’s continued growth and success and adding the ability to service complex commercial real estate matters, which are often part of M & A and corporate finance transactions that SRFF specializes in.”

In addition to his five years at Getty Realty Corp. and nine years as a partner with Weil Gotshal, Mr. Smith served as Vice President and General Counsel of Discovery Zone, Inc., a national retail and entertainment company, and as Vice President of Operations and General Counsel of Influence, Inc., a medical device start-up with research & development activities in Israel.

Mr. Smith, 55, is a graduate of the University of Miami School of Law and is admitted to practice before the Courts of the State of New York and the Federal Court in the Eastern District of New York.

# # #

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. The firm’s practice includes the representation of clients located in the United States and throughout the world, including Argentina, Austria, Australia, Canada, China, Germany, Hungary, Israel, Korea, Malaysia, Mexico, Switzerland and the United Kingdom. For more information, visit www.srff.com For interview and media requests, contact Avalanche Strategic Communications at 201-488-0049.

Sichenzia Ross Friedman Ference LLP Announces The Addition Of Three Partners

New York, April 17, 2008 – Sichenzia Ross Friedman Ference LLP (SRFF) is pleased to announce that as of April 1, 2008, Andrea Cataneo, Marcelle Balcombe-Francis and David B. Manno have become members of the Firm. Ms. Cataneo, Ms. Balcombe-Francis and Mr. Manno each concentrate in the areas of corporate and securities law, advising public companies on issues including debt and equity financing, registration statements, Securities and Exchange reporting, stock exchange compliance and listing and general corporate matters. They have represented companies in many industries, including biotechnology, telecommunications, healthcare, and entertainment.

Founding partner Gregory Sichenzia said “Andrea, Marcelle and David are very talented attorneys who have helped make SRFF one of the premier corporate and securities firms in the country and we are delighted that they are joining us as partners and look forward to their continued contributions to SRFF.”

Andrea Cataneo, who joined SRFF in 2004 and had been serving as counsel, said “SRFF has become an industry leader, distinguishing itself in the securities and corporate practice areas— and I am truly proud to be on the team as a contributing member of the firm.”

Marcelle Balcombe-Francis, who joined the firm as an as associate in 2005, added that “the firm has established a dynamic securities and corporate practice. I look forward to contributing to the continued growth of our core practice areas in my new capacity as a member of the firm.”

David B. Manno, who joined the firm as an associate in 2006, commented “I am delighted to join the partnership. SRFF has grown a lot in the last few years and I’m excited about being able to contribute to the firm in my new capacity. I enjoy advising clients on securities and corporate matters and I look forward to further developing our securities and corporate practice.”

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. SRFF’s clients range from start-ups to established, listed companies.

PlacementTracker Publishes 2007 PIPE Market League Tables and Announces Another Record Year in the PIPE Market

San Diego – January 25, 2008 – Sagient Research Systems, a leading publisher of independent research for the financial services and institutional investment communities, today announced that Rodman & Renshaw, LLC ranked as the number one most active investment bank and Enable Capital Management ranked as the number one most active institutional investor in the PIPE market in 2007.

Sagient Research further announced that Sichenzia Ross Friedman Ference, LLP ranked as the number one most active issuer counsel and Schulte Roth & Zabel, LLP ranked as the number one most active investor counsel in the PIPE market in 2007.

Sagient Research also announced a record year for financing in the PIPE market with a total of $83.59 Billion raised in 1,434 transactions. 2007 is the fourth consecutive record-setting year in the PIPE market.

PlacementTracker, a flagship product of Sagient Research Systems, is well recognized as the leading provider of research, data, and analytics covering the PIPE market.

Commenting on the League Tables, Robert F. Kyle, executive vice president of Sagient Research said, “The PIPE market hit historic levels in 2007. With over $45 Billion raised in the fourth quarter alone, the 2007 full year total exceeded the previous record level of $29.35 Billion set in 2006 by 185%. Contributing significantly to this year’s activity was the series of mega-PIPE transaction undertaken in the second half of the year by financial services firms seeking to bolster their balance sheets in response to subprime debt related write-downs. Excluding these approximately $40 Billion in transactions, 2007 was still a record year for conventional PIPE issuances, exceeding the 2006 total by 50%. Based on the activity this year, this is no longer a question that the PIPE market is a critical component of the corporate financing landscape and we fully expect growth in the market to continue at all levels in 2008. As always, we congratulate all of the active agents, investors, and legal counsel in the PIPE market for a tremendous first quarter, especially those leaders who topped the League Tables. Many of these firms are long-time clients of PlacementTracker, and we look forward to continuing to provide them with industry leading data, research, and analytics to help keep them on top of this market.”

The 2007 PIPE Market Issuer Counsel League Table

By Number of Transactions:

Legal Counsel Transaction Count Total Amount Advised
Sichenzia Ross Friedman Ference, LLP 60 $366,594,355
Cooley Godward Kronish, LLP 22 $621,830,129
Greenberg Traurig, LLP 22 $236,648,936
Haynes and Boone, LLP 20 $437,863,690
Morgan, Lewis & Bockius, LLP 19 $504,885,447
Vinson & Elkins, LLP 17 $5,674,582,637
Thelen Reid Brown Raysman & Steiner, LLC 16 $303,601,245
Kirkpatrick & Lockhart Preston Gates Ellis, LLP 16 $129,778,983
DLA Piper Rudnick Gray Cary US, LLP 13 $248,532,660
Richardson & Patel, LLP 13 $130,747,432
Gersten Savage, LLP 12 $65,163,548
Skadden, Arps, Slate, Meagher & Flom, LLP 11 $2,155,333,944
Loeb & Loeb, LLP 10 $131,653,747
Wilmer Cutler Pickering Hale & Dorr, LLP 9 $219,626,377
Morrison & Foerster, LLP 9 $86,871,987
Guzof Ofsink, LLC 8 $116,446,295
Lowenstein Sandler, PC 8 $102,451,005
Duane Morris, LLP 8 $87,275,878
Troy & Gould, PC 8 $72,953,015
Clark Wilson, LLP 8 $30,048,383
Latham & Watkins, LLP 7 $1,343,211,587
Wilson Sonsini Goodrich & Rosati 7 $1,135,000,009
Andrews & Kurth, LLP 7 $393,012,437
Maslon Edelman Borman & Brand, LLP 7 $184,589,161
Hogan & Hartson, LLP 7 $109,956,132

Sichenzia Ross Friedman Ference LLP Recognized as America’s Number One PIPE Issuer Law Firm for 2007

New York, NY (January 17, 2008) – Sichenzia Ross Friedman Ference LLP (SRFF) has again earned the title of leading PIPE issuer law firm in the nation, as ranked by the industry-standard PIPEs Report and Placement Tracker. This top position is not new to SRFF, as the close of 2007 marked the 43rd consecutive month the firm has ranked #1.

The PIPES Report ranking reflects the strong growth SRFF has continued to demonstrate over the past year. In 2007, the firm represented 62 issuers in transactions totaling $346 million for an average of $6.2 million per transaction. When initially ranked #1 in 2004, the firm represented 39 issuers in $155 million of PIPEs transactions averaging $4 million each. Numbers the following year rose to 60 deals totaling $234 million and averaging $4 million, and in 2006, the firm represented 70 issuers in transactions valued at $276 million and averaging $4 million.
This latest year’s growth constitutes a $70 million total increase over 2006 and more than a 50% growth in average deal size from 2006 numbers, exemplifying both the exponential growth of the PIPE industry itself and the firm’s ongoing focus on larger transactions.
“This time last year we were recognizing what at that point was a significant increase in our PIPEs activities,” said Gregory Sichenzia, founding partner of SRFF. “That increase has now been far eclipsed by 2007’s numbers. We are proud of the growth we’ve seen this year in the size and total value of our deals, and we believe it reflects the exceptional legal team that we have built at SRFF.”

In addition to the PIPEs Report’s top standing, SRFF was also ranked 1st out of 882 law firms in 2007 for issuer counsel transactions by PlacementTracker, a project of Sagient Research. Sagient’s rankings also indicate that SRFF has now completed over $1 billion on PIPEs transactions for its clients.
According to Sagient, PIPE transactions overall reached a historic high in 2007, with nearly $40 billion raised in the first three quarters alone, well over 2006’s total numbers. Once the purview primarily of small and mid-cap companies, as the industry has exploded, PIPEs have begun to draw larger companies that are attracted by the cost- and time-effective alternative mechanism for raising capital.
“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 expand, we anticipate that 2008 will provide us with further opportunities to help businesses in their capital-raising activities.”

# # #

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. The firm’s practice includes the representation of clients located in the United States and throughout the world, including Argentina, Austria, Australia, Canada, China, Germany, Hungary, Israel, Korea, Malaysia, Mexico, Switzerland and the United Kingdom. For more information, visit . For interview and media requests, contact Avalanche Strategic Communications at 201-488-0049.

Gregory Sichenzia invited to speak at PIPEs Conference Europe May 18. London U.K

Structuring PIPEs: How to do a Private Placement in a Public Company in Europe

This panel discusses PIPE transactions in Europe including general customs, processes, and regulatory constraints. Panelists cover the advantages that a European deal offers to issuers, and how PIPEs can be structured to best capitalize on European markets. The panel also focuses on how to tailor a placement to a particular exchange or nation’s requirements, along with the costs to the issuers and what kind of discounts are likely to apply in pricing.

MODERATOR: TROY RILLO, Cornell Capital Partners
PANELISTS: PIERS LINNEY, Tower Gate Capital ; JAMES MILLICHAP-MERRICK, Cornell Capital Partners; GREG SICHENZIA, Sichenzia Ross Friedman Ference

Gregory Sichenzia invited to speak at PIPEs Conference Europe Jun 9. London U.K.

PIPEs & “Private Placings” — Understanding Privately Negotiated Deals for Public Companies
8:20 – 9:10

These bankers and institutional investors compare and contrast US-style PIPE investing with European private placements. This segment includes detailed discussion of deal mechanics and the various laws and customs which impact direct investments in publicly-held companies. Panelists will address the ways in which UK-listed issuers can tap US hedge fund capital, the use of warrants and equity-linked securities in PIPEs, and the parameters investment bankers use to create deal terms.

MODERATOR: TROY RILLO, Cornell Capital
PANELISTS: PIERS LINNEY, Tower Gate Capital, BOB PRESS, Montgomery Equity Partners; DOUGLAS ROFE, Reed Smith; GREG SICHENZIA, Sichenzia Ross Friedman Ference

Bloomberg Radio News With Marc Ross Regarding the Enron Verdict

BROADCAST MONITORS
TRANSCRIPT

CLIENT: AVALANCHE STRATEGIC COMMUNICATIONS
PROGRAM: BLOOMBERG RADIO NEWS
STATION: BLOOMBERG-AM
DATE/TIME: 5/25/06 12:00 PM
SUBJECT: MARC ROSS: ENRON VERDICT
LENGTH: 19:00

CHARLIE PELLETT, ANCHOR: All right, I have another guest I want to
bring in on the conversation right now. We’ve got Marc Ross with
us, a partner at the law firm Sichenzia, Ross, Friedman and Ference.
Marc, good afternoon, thank you very much for joining us.

MARC ROSS, ATTORNEY: Good afternoon.

ANCHOR: You are learning of these verdicts as we are announcing
them here on Bloomberg Radio. And again, a conviction for Jeff
Skilling, and your reaction to what you’re hearing so far from
Houston?

ROSS: Well, what I’m hearing so far I think is encouraging,
because I think it shows that the laws can be enforced. Hopefully
it will bring about investor confidence in the marketplace, and we
can put all this chapter behind us and move forward and let the
markets prosper. I think the jury did do what they were asked to
do. They looked at it carefully. The government was successful in
prosecution. But, as I’m saying, hopefully, this can be put to…a
sad chapter in American corporate culture behind us, and we can
move forward.

PHIL GREGORY, ANCHOR: Marc, when you look at the outcome of this
case, there have been all these other cases that people were
looking at. We had the Martha Stewart case, you had the case at
Tyco. How significant a case was this? I mean, after all, a lot
of people lost a lot of money.

ROSS: I mean, I think it was a significant case. I mean, I think
there were a lot of individual investors who really did lose a lot.
It goes right to the core of American values, where, you know, the
small investors lost money. I think it goes to the corporate greed
factor, where the small investors lost a lot of money while the
large, wealthy corporate leaders did very well for themselves.

PELLETT: All right, Marc and David, just one more headline to pass
along to you right now. We’ve got Enron’s Ken Lay guilty on all
bank fraud counts, and again as we reported earlier, Jeffrey
Skilling convicted of conspiracy. The Enron jury still reading the
verdicts. We’re getting the information and passing it along to
you right now. And also one additional headline for you, Jeff
Skilling found not guilty on insider trading. David George, what
is happening right now in terms of the process itself. What do you
think is going through the minds of Jeff Skilling and Ken Lay, and
what happens to them in terms of the criminal process here?

DAVID GEORGE, ATTORNEY: Well, this is obviously their worst
nightmare. And my understanding is these guys really, they chose
to fight. A lot of people plead guilty and these guys believed
that they were innocent. From everything I’ve seen, they really
seemed to believe that this was unjust. So, this is a big wake-up
call. The next step obviously, there’s going to be an appeal. And
they’ll be filing that in the next few weeks, and that will work
its way through the system and take a year or more to get through
the system. The question is, well, actually, the next step will be
the sentencing. Sometime in the next few months, they’ll be
sentenced. And that will, some reports will have to be done, and
that will be a long sentence, probably. But that’s going to have
to be determined. Then the question is going to be, do they get to
stay out of jail while they’re on appeal? Or do they have to go
into jail while waiting? That’s going to have to be determined.
So very likely could be not too long actually going into prison.

GREGORY: Mark Powers, there’s always a danger in these kind of
cases for the defense presentation of putting the defendants on the
stand. There’s always some question of whether or not they should
indeed testify. Did Lay and Skilling really have to testify in
this case or was that a mistake?

ROSS: Did you mean Marc Ross?

GREGORY: Yes, I’m sorry, Marc Ross. Go ahead.

ROSS: I think, you know, again, it really comes down to an issue
of strategy. But I think, as my colleague just said, these people
really believed in their own innocence, and I think they believed
that they could tell the story and they could convince the jury.
I think the approach always was for them to look at the jury, try
to present themselves as an ordinary person and not a person of
high stature, and really just tell the story, and say, ‘Look, I
didn’t really know any better than anybody else out there.’ So I
think, yes, it’s always a risk. A lot of times traditional ideas
are not to put a defendant on the stand, and here the decision was
made, and I think it was made early on, because I think it was
something that everybody was expecting that they would testify.
And they wanted to see if they could relate to the jury, have the
jury like them, because, remember, our system really comes down to
while the jurors has to decide the law, there’s a lot that comes
into it as how they perceive the defendants themselves.

PELLETT: David George, you are talking to us from Houston. You
are a civil attorney in Houston. Talk to us about the home team
advantage and how that may or may not have worked for Ken Lay and
Jeff Skilling.

GEORGE: Well, obviously, Enron was a big story. You didn’t get
any jurors who had not heard about this. Enron was the seventh
largest company in America. One of the largest, most prominent
companies of Houston. The baseball field where the Astros play was
named Enron Field, had to be renamed after all this. I think a lot
of people, everyone knows someone who got laid off at Enron. And
everyone knows someone who lost savings there. So, I think it was
a certain disadvantage. Everyone came in pretty upset that this
company went under. But I don’t think that the jurors, or really
anyone saw this as some outsiders from Washington or somewhere
coming in to prosecute local people. I think the biggest concern
was that local people had been so affected by what happened with
Enron.

GREGORY: Yeah. David, what about efforts to portray Ken Lay and
Jeff Skilling as leaders in the local business community, and
really trying to emphasize their links to the City of Houston. Why
didn’t that pay off?

GEORGE: You know, they were very big leaders, and I think everyone
knew that. Some of the choice of having a very prominent pastor
here at one of the largest Baptist churches come and testify in his
favor. I think sometimes jurors don’t care for that. I think they
want to just stick to the facts and are not really interested that
someone’s preacher likes them. The other things were the owner of
the Houston Astros came and testified and those were pretty far
afield from what happened at Enron. So I think in the end, we
won’t know. Maybe the jurors put a lot into that, but I have a
feeling they cared more about what happened in those board rooms
and what the facts were, as opposed to these people’s local
celebrity.

GREGORY: Okay, let’s recap what the verdict is in this case. The
jury convicting Kenneth Lay and Jeffrey Skilling of orchestrating
the fraud that destroyed Enron. The jurors, after deliberating six
days, found Lay, Enron’s former Chairman, and Skilling, its former
Chief Executive Officer, guilty of fraud, conspiracy and other
charges. Marc Ross, we’ve been talking here about some of the
implications of this case. What does it really mean for the
investors in this company, the people who lost all this money?

ROSS: I think it means a lot to them. And I’m hoping it means a
lot to them, where I think they determined, they being the jury,
determined that there was malfeasance, there was bad conduct.
These people misrepresented that and conducted themselves
improperly and illegally. And they’re being held accountable for
that. Of course, that doesn’t help the jurors, the investors in
terms of recovering their money. We’ll see what happens in the
civil action. But, you know, I think the investors can feel
validated in terms that the legal system worked here. And
hopefully, in a bigger picture, it will instill a confidence back
into the capital markets in America and it will be received that
way. There have been a lot of changes in the capital markets and
stock exchanges because of Enron and the other cases, and
hopefully, that will put the confidence back in the system.

PELLETT: Marc Ross, what’s your sense about what happens to Ken
Lay and Jeff Skilling tonight? Do these guys walk or will they be
back behind bars this evening?

ROSS: That’s kind of hard to say. I think there’s going to be a
lot of pressure if they’re just able to walk out. I think you’re
going to have a public uproar. If I had to wager for a nickel, I’d
say they’re probably going to be kept in, but you know, it’s really
hard to say at this time. It really comes down to discretion of
the court.

GREGORY: David George, what’s your view here on the widespread
implications of the decision in this case? What does it mean in
the overall?

GEORGE: Well, this is pretty much bringing an end to the chapter,
the criminal chapter, in a lot of Enron. There’s still another
trial, that’s actually the jury is deliberating, relating to a lot
lower level people with some Enron fraud. But most of the people
now have been tried have plead guilty. And this was the big one.
This was the capstone. And so I think it’s going to bring some
conclusion, and I think people are probably going to start moving
on. There’s still the civil matters and those kinds of things, but
this was the big one. The two CEOs of the seventh largest company,
one of the largest companies here in Houston, have now been
convicted. And big, big doings.

GREGORY: David, every time we hear one of these verdicts, we
think, okay, this is going to send a message, going to be a signal
for others to avoid this. Will this kind of thing ever happen
again?

GEORGE: I think people are people, and we’ve been trying for
thousands of years to have people behave better, but greed does
funny things to people. I think obviously it’s probably going to
have some deterrents, but, yeah, we’re going to see this. I will
go ahead and say we will keep seeing people in high levels of
position doing things they shouldn’t be doing, and you know, I
don’t know when they’re confronted with that how much they’re going
to think, Ken Lay, look what happened to him.

ROSS: Well, you gotta hope they’re going to look at that, and
really, it will have a deterrent factor. And I think that’s the
pressure that the judge is going to feel right now when he gets to
the sentencing stage where he needs to send a message saying that
this is really not okay. This is something that society will not
tolerate. I think one important thing to emphasize is that the
government won this case, and that’s a really important thing,
where, from the investor confidence. If they did not win this
case, as my colleague just said, one of the highest profile cases
we’ve seen tried in a while, if they didn’t win this case, it
certainly would be a very awkward, embarrassing situation for the
government. But they don’t have that problem now.

PELLETT: All right, so this case considered to be a must win for
the government and indeed convictions today. In terms of
sentencing here, Lay and Skilling facing at least twenty-five years
each in prison. David George, what factors might the judge
consider here when they decide how much time these two former
executives should spend behind bars?

GEORGE: Well, he is going to follow the federal sentencing
guidelines, which is a very set formula. It looks at what the
crimes are and how much money was lost, whether these people had
any trouble with the law before. There’s a whole bunch of factors.
It’s very complicated. And that gives him a range of a certain
number of months. Until last year, that was mandatory. The judges
had to follow it in federal courts. Then the US Supreme Court said
no, they can use their discretion but generally should look to it.
So that’s what’s going to happen. The government, the courts are
going to get a report together and see what this book tells the
judge to sentence them to. And then he’s going to use some
discretion to maybe go up or go down a little bit. But the main
factors are going to be how big the fraud was, how bad the acts
were, how much money was lost, those kinds of things.

GREGORY: Marc Ross, we’re waiting to hear the penalty here that
the judge may impose in terms of sentencing. What goes through the
defendants’ minds? What goes through the attorneys’ minds? What
do you say and do while awaiting that sentencing?

ROSS: You know, what’s going through the defendants’ minds is, I
believe these gentlemen thought they were innocent. Whether they
convinced themselves of it or otherwise, and I think they’re just
sitting there in shock. And I doubt that there’s a heck of a lot
of conversation going on right now. There’s not anything that the
lawyers can really say to console the clients, to make them feel
better. They’re really just waiting for the sentencing, and it’s
exactly what you think it would be. You’re just sitting there with
a glum feeling and knowing that it’s going to be a heavy sentence.
As David George just said, there’s not a lot of discretion in the
federal sentencing guidelines. They’re not bound by it, as a
mathematical formula like they used to be, but there’s still not as
much discretion in there. So they have a sense it’s going to be a
long time behind bars.

PELLETT: All right, gentlemen, stay with us. We want to continue
the conversation. And again, just recapping, the federal jury in
Houston has convicted Ken Lay and Jeff Skilling of orchestrating
the fraud that destroyed Enron, giving prosecutors a victory in a
case that came to symbolize corporate crimes sparked by the stock
market bust in 2000.

********

PELLETT: With us discussing today’s verdict also David George, a
Houston civil attorney who has been following the case closely.
David, a couple of minutes ago, we heard Marc talking about the
silence. You’re sitting there with your client really just waiting
to hear from the judge. How much second guessing do you think is
going on, on the part of the defense team? Do you look back and
say we should have done this, this is a strategy we should have
implemented, this is where we made the mistake? Or is it too
premature to have those kinds of thoughts?

GEORGE: Well, I imagine that people are going to internally do
some of that second guessing. I think that’s just what people do.
But I think these strategies were well thought out. This defense
cost tens of millions of dollars, and numerous lawyers, some of the
biggest lawyers in Texas and in the country were involved. And
they made, I think they made, the best decisions they could. I
would hate to see commentators saying they should have done this or
that. I think they made the best…the best lawyers were making
the best decisions, and it turned out like it turned out.

GREGORY: Marc Ross, I’ve been looking at this case just about
every day, reading some of the commentary about it, and following
the developments in it. How difficult was it for a panel of twelve
jurors to go in there and hear the complicated processes of all the
testimony that was determined here and actually follow what
happened?

ROSS: I think it’s incredibly difficult. And I think that’s
something that the defense lawyers usually thrive on and look
forward to, because the extent that the juror can’t understand or
the jury cannot understand it, then they should come back and not
find him guilty. But I think this clearly, the one thing that came
across in all this, is these jurors really paid attention, and
really followed it, and really came up with what seems to be a very
well thought out verdict.

PELLETT: David, what then might be the basis for an appeal?

GEORGE: Well, one of the basis is going to be an instruction the
judge gave about what they sometimes call the ostrich instruction,
which is the idea that the defense put their head in the sand.
That the jury can say that, the judge will tell the jury that they
can find these people guilty if they knew of the wrongdoing or if
they were willfully blind. They took steps to not know. And the
defense lawyer said, ‘No judge, that should not be given because
these people did not claim to be hands off. They never claimed
that.’ So if that’s wrong, that could lead to a reversal. But, I
mean, most criminal defendants are convicted. About ninety-five,
or more, percent of criminal trials in federal system results in
conviction. Fewer than ten or fifteen percent of those are
reversed on appeal. It just doesn’t happen that often. So they’re
going in with incredibly bad odds against them. You can’t predict
what will happen in this case, but the odds are not good.

PELLETT: All right, gentlemen, I want to thank you both very much
for joining us this noon time. We appreciate your time, appreciate
your insights discussing today’s convictions of Ken Lay and Jeffrey
Skilling, convicted of conspiracy and fraud charges in US District
Court in Houston. And throughout the hour we will have more on the
trial, more on the outcome, more on the verdict, and indeed the
sentencing as we get it coming up here on Bloomberg Markets in
Midday. Our guests David George, a Houston civil attorney who has
been following the case closely. Also, Marc Ross our guest, a
partner at the law firm of Sichenzia, Ross, Friedman and Ference.

Gregory SIchenzia invited to speak at PIPEs Summit in NYC July 19

Key Business & Legal Issues For Private Investment in Public Equity
July 18 – 20, 2006 · The Princeton Club of New York, New York, NY

Doing Deals In The Microcap Market: Current Trends And Regulatory Issues

In this discussion, the audience will learn how to negotiate the unpredictable PIPEs market of companies that trade in the sub $100 million range. Find out about current trends in the Micro-Cap market and what these new developments mean for the future of this young market sector. Highlights include:

Moderator:

Greg Sichenzia
Founding Partner
SICHENZIA ROSS FRIEDMAN FERENCE LLP

Mark C. Jensen
Junior Portfolio Manager
BARRON PARTNERS LP

Julie Levenson
Managing Director
HOULIHAN LOKEY HOWARD AND ZUKIN

Eric Singer
Managing Director
PALI CAPITAL, INC

Gregory Sichenzia Joins Thomas Equipment In Ringing the Opening Bell at the American Stock Exchange

New York, NY (March 13, 2006) — Gregory Sichenzia, founding member of Sichenzia Ross Friedman Ference LLP (SRFF) and Thomas Rose, partner at SRFF joined executives from Thomas Equipment in ringing the bell to open the start of trading at the American Stock Exchange on Monday, March 13, 2006. The bell ringing ceremony celebrated Thomas Equipment’s listing on AMEX under the stock symbol “THM.” (Photos of the bell ringing ceremony will be available on the AMEX website on Monday, March 13)

Sichenzia, who counsels public and private companies in all securities laws matters, from complex financing transactions and listings on various stock exchanges to everyday regulatory requirements, served as legal counsel for Thomas Equipment during the process of listing the company on the American Stock Exchange.

Thomas Equipment’s listing on the American Stock Exchange is a symbol of the growing trend of companies who join the public arena through the process of reverse mergers that Sichenzia’s firm has pioneered.

Sichenzia is a recognized expert in reverse mergers and PIPEs and has structured innovative merger and acquisition transactions, and has represented companies and investment banks in initial public offerings of securities, private equity financing transactions (PIPEs), and the resulting resale registration statements associated with these financings. In fact, under Sichenzia’s stewardship, SRFF has risen to become the number one PIPE law firm in the United States.

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. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srff.com.

Urigen N.A., Inc. Engages Sichenzia Ross Friedman Ference LLP

BURLINGAME, Calif., Dec 21, 2006 (BUSINESS WIRE) —
Urigen N.A., Inc. has engaged the law firm, Sichenzia Ross Friedman Ference LLP, to represent the Company in connection with its merger transaction with Valentis Inc. (NASDAQ: VLTS).

“We are pleased to be working with a law firm with the breadth of experience and demonstrated historical success of SRFF,” said William J. Garner, President and Chief Executive Officer of Urigen. “Sichenzia Ross Friedman Ference will primarily focus on completion of the merger including future reporting and NASDAQ listing requirements.”

Sichenzia Ross Friedman Ference LLP represents companies in all matters involving the securities industry, as well as in all general corporate and litigation matters. The firm is headquartered in New York.

About Urigen N.A., Inc.

Urigen N.A., Inc. is a specialty pharmaceutical company dedicated to the development and commercialization of therapeutic products for urological disorders. Urigen has five programs in development that are either in or positioned to enter Phase 2 clinical trials. The pipeline includes U101, for the treatment of Chronic Pelvic Pain (CPP); U102, targeting symptoms of CPP secondary to pelvic irradiation; U103, targeting dyspareunia; U301, targeting acute urethral discomfort; and U302, targeting urethritis. For further information, please visit the Company’s website at www.urigen.com.

Sichenzia Ross Friedman Ference Represents Drugmax, Inc. in $51 Million PIPE Transaction; Year to Date PIPEs Representation Exceeds $175 Million

New York, NY – October 5, 2005 – Sichenzia Ross Friedman Ference LLP (“SRFF”) announced today that it represented DrugMax, Inc, (Nasdaq: DMAX) in connection with a $51.1 million placement of its common stock and warrants. This representation included compliance with all Nasdaq stock market rules for issuance of equity securities. From January 1 through October 1, 2005, SRFF has represented public companies in at least 42 PIPE transactions with an aggregate dollar amount of $175 million. The firm has been ranked first in the nation since June 2004 for the number of public issuers they have represented in such transactions.

Led by partner Thomas A. Rose, SRFF consummated this transaction in an expeditious and efficient manner, allowing DMAX to execute its business plan to regain compliance with all Nasdaq listing requirements.

According to Ed Mercadante, CEO of DMAX, closing this deal “significantly improve[d] DrugMax’s financial strength” and gave them “the flexibility to take advantage of opportunities to expand its specialty pharmacy and worksite pharmacy business for the benefit of all [their] shareholders.”

The magnitude of this deal illustrates SRFF’s continued dominance of the PIPEs market. The DMAX closing marks SRFF’s 42nd significant placement advised for issuers this year, doubling the number of transactions for the same time period in 2004. In addition, the aggregate dollar amount the firm has advised has tripled, increasing from $57 million to $175 million, while average transaction size has grown from $2.7 million to $4.2 million in the same period. As the leading PIPEs transaction placement firm in the nation, SRFF continues to distinguish itself by actively pursuing and executing deals for DMAX and other forward-thinking clients through its dynamic corporate practice.

For more information about PIPEs rankings, go to www.pipesreport or www.privateraise.com.

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. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srff.com.

Sichenzia Ross Friedman Ference LLP Ranked First in the Nation in PIPEs Transactions for 12 Consecutive Months

New York, New York – July 15, 2005 – Sichenzia Ross Friedman Ference LLP has been ranked first in the nation for representing public companies in PIPES transactions for the last 12 consecutive months. Year to date, the law firm has been credited with representing 26 issuers in over $90 million of PIPEs transactions, averaging $3.47 million per transaction. For the same period last year, when the firm first achieved its #1 ranking, the firm had been credited with representing 14 issuers in $40 million of transaction, an increase of 85% and 125%respectively. These rankings are measured by the number of placements advised according to The PIPEs Report and Privateraise.com The rankings include only PIPE transactions that have a value of at least $1.0 million.

Gregory Sichenzia, a member of the firm stated, “Our growth has been remarkable. We have doubled the dollar amount and number of transactions we have advised issuers on in the last 12 months and continue to provide our clients with the high level of service they have come to expect of us”.

To keep pace with its growth the firm now employs 22 attorneys and has taken additional office space at its New York City location.

For more information about PIPE rankings, go to www.privateraise.com.

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. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srff.com. Or reach us at www.pipeslawyer.com www.pipestransactions.com which all link directly to the firms primary website.

Sichenzia Ross Friedman Ference LLP Tops the 75.2 Million mark and Continues to be Ranked First in the Nation in PIPEs Transaction

New York, New York – May 1, 2005 – Sichenzia Ross Friedman Ference LLP has been credited with representing issuers in over $75 million of PIPEs transactions, with an average of 4.18 million, year to date and has been ranked first in the nation. The Firm has continuously been ranked first in representing issuers in PIPEs transactions during 2004 and 2005. The ranking was measured by the number of placements advised according to The PIPEs Report and Privateraise.com, Sichenzia Ross Friedman Ference LLP has advised its publicly traded clients on 18 placements with a total of $75.2 million having been raised in these transactions. The rankings include only PIPE transactions that have a value of at least $1.0 million.

The Firm, has also acquired the domain name www.pipeslawyer.com www.pipestransactions.com and www.pipesfinancings.com which all link directly to the firms website. The Firm is also changing its primary domain name to www.srff.com.

For more information about PIPE rankings, go to www.privateraise.com.

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. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srff.com

Sichenzia Ross Friedman Ference LLP Announces The Addition Of Three Partners

New York, New York – May 1, 2005 – New York, New York. Sichenzia Ross Friedman Ference LLP today announced the addition of three partners, Richard Babnick, Jr., Darrin M. Ocasio, and Sameer Rastogi..

Mr. Babnick , who joined Sichenzia Ross Friedman and Ference LLP in 1999 represents business entities, officers and directors, shareholders and individuals in state and federal court proceedings, as well as broker-dealers and registered persons in investigations and administrative proceedings before the U. S. Securities and Exchange Commissions, self-regulatory organizations and state securities regulators.

Mr. Ocasio is a Corporate and Securities Attorney working on behalf of public and private companies across a diverse array of maters including more than 100 private investments in public equity financing transactions (including filing with the Securities and Exchange Commission of the resale registration statements required in such PIPEs transactions), numerous public offerings and various compliance issues with they Securities Act of 1933 and the Securities Exchange Act of 1934.

Mr. Rastogi, specializes in Securities, Business and General Commercial Litigation. His practice involves representing broker-dealers, associated persons, customers, corporations, individuals and shareholders in a wide array of matters including securities transactions, business contracts and arbitrations. He practices in the firms Broker-Dealer Regulation department.

Sichenzia Ross Friedman Ference LLP has been ranked first in the nation in representing issuers in PIPEs transactions, by the number of placements advised, for the calendar year 2004 and through year to date in 2005. As well as eleventh in total dollars raised though May 1, 2005. According to The PIPEs Report and Privateraise.com, Sichenzia Ross Friedman Ference LLP has advised its publicly traded clients on 18 placements for this calendar with a total of $75,200 million having been raised in these transactions.

Sichenzia Ross Friedman Ference LLP Announces The Addition Of Three Partners

New York, New York – February 1, 2005 – New York, New York. Sichenzia Ross Friedman Ference LLP today announced the addition of three partners, Andrea Cataneo, Jeffery J. Fessler, and Jay R. McDaniel.

Ms. Cataneo, who represents private and public companies with an emphasis in structuring business combinations and assists growing companies in capital raising efforts through private and public offerings and secured and unsecured private equity financing transactions (PIPEs), joined the firm after maintaining her own practice for 5 years.

Mr. Fessler, who focuses on the representation of public and private companies, principally in the biotechnology industry, joined the Firm from Sills Cummus Epstein & Gross PC,

Mr. McDaniel, who counsels privately and publicly held clients on a variety of business issues, including state and federal securities law, corporate governance and general business law, joined the Firm from Porzio Bromberg & Newman, PC.

Sichenzia Ross Friedman Ference LLP has been ranked first in the nation in representing issuers in PIPEs transactions, by the number of placements advised, for the calendar year 2004. According to The PIPEs Report and Privateraise.com, Sichenzia Ross Friedman Ference LLP has advised its publicly traded clients on 39 placements for the calendar year ended December 31, 2004 with a total of $154.95 million having been raised in these transactions.

About Sichenzia Ross Friedman Ference LLP

Sichenzia Ross Friedman Ference LLP, which maintains its offices in New York City and is comprised of 20 attorneys, provides experienced professional representation in all matters involving the securities industry as well as general corporate and litigation matters. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srff.com. The Firm also maintains the domain names www.pipeslawyer.com, www.pipestransactions.com, www.pipesfinancing.com and www.wallstreetlawyers.com, which all link directly to the firms website.

Sichenzia Ross Friedman Ference LLP First in the Nation in PIPEs Transactions For The Year End 2004

New York, NY- February 3, 2005- Sichenzia Ross Friedman Ference LLP advised more issuers on private investment in public equity (PIPE) placements in 2004 than any other law firm nationwide, according to The PIPEs Report 2004 Year in Review (01/15/2005). In 2004, Sichenzia Ross Friedman Ference advised 39 issuers on PIPE placements- nearly double any other law firm, with a total value of more than $154.95 million.

According to the report, the PIPE market expanded and matured in 2004, with 1,713 transactions having been consummated, representing a 30% increase over the 1,327 deals closed in 2003. Of these deals, 91%, or 1,542 transactions, were completed in companies with market caps of less than $250 million, and in excess of 75%, or 1,216 transactions, were completed in companies with market caps of less than $100 million. These statistics demonstrate that PIPEs financing have become the mainstay of small capitalization companies. Sichenzia Ross Friedman Ference LLP, which represents more than 75 companies in this market sector, filed more than 70 registration statements for clients in 2004 and has one of the most active securities departments in the United States – a position which sealed this #1 ranking.

“This firm’s leadership in the PIPEs market is largely attributable to the depth and breadth of our public company client base, which has a constant need for capital to execute their business plans, as well as the expeditious and effective manner in which the firm handles these transactions and the subsequent registration statements,” said Thomas Rose, managing partner of the Firms securities practice. “Investors are sitting on a lot of money and see attractive valuations for these companies that have been ignored by other more traditional sources of capital. This form of financing is also relatively fast, efficient and attractive to the issuer as well. There were $20 billion dollars in PIPEs transactions in 2004 and from what we’re seeing, there’s every reason to be optimistic about the industry’s growth as we move into the new year.”

The Firm, which is a Premier Sponsor for The 4th Annual Industry Summit on PIPEs to be held on February 28, 2005 at The Princeton Club, will be sponsoring a Q&A panel discussion on February 28, 2005 at 4:00 p.m. regarding Investing in Micro Cap companies.

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. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srff.com.

Sichenzia Ross Friedman Ference LLP Partner Quoted in The ‘PIPEs Report’ on The Finder Dilemna

Sichenzia Ross Friedman Ference LLP Partner Gregory Sichenzia was quoted in the cover feature of the December 1 issue of The PIPEs Report which provided a discussion about the uncertain regulatory status of “finders” who arrange private offerings by introducing issuers to potential investors.

This issue was raised for the second straight year by the participants in the SEC’s annual Government-Business Forum on Small Business Capital Formation that was held in September 2004. At the Forum, the attendees made their concerns about finders a central issue and urged the SEC to address and clarify the regulatory status of these persons. They further suggested that the SEC staff should focus on whether to create an exemption from broker-dealer registration requirements or instead issue a new regulation that would allow finders to register with the SEC under a simplified format.

When asked about the role of finders and the proper manner in which the SEC should address this issue, Mr. Sichenzia noted that while issuers had a practical need for finders, there was certainly a justification for some kind of regulation and oversight of these persons. Mr. Sichenzia further analyzed the need for finders and the potential benefit and burden to the issuers that employ finders. He stressed that “Finders can be a blessing or a curse” and emphasized that the more reputable finders “would not mind being regulated [while regulation] may flush out some of the bad ones.”

According to The PIPEs Report and Privateraise.com, at December 1, 2004, Sichenzia Ross Friedman Ference LLP has represented public issuers in 32 PIPE transactions totaling $112.4 million. The Firm has continuously been ranked first in the nation in representing issuers in PIPEs transactions since the period ended June 30, 2004.

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. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srffllp.com.

Sichenzia Ross Friedman Ference LLP tops the $100 Million mark and Continues to be Ranked First in the Nation in PIPEs Transactions

New York, New York – November 17 2004 – Sichenzia Ross Friedman Ference LLP has been credited with representing issuers in over $100 million of Pipes transactions year to date and has been ranked first in the nation in representing issuers in PIPEs transactions for the period ended November 15, 2004. The Firm has continuously been ranked first in the nation in representing issuers in PIPEs transactions since the period ended June 30, 2004. The ranking was measured by the number of placements advised. According to The PIPEs Report and Privateraise.com, Sichenzia Ross Friedman Ference LLP has advised its publicly traded clients on 30 placements through November 15, 2004 with a total of $101.08 million having been raised in these transactions. The rankings include only PIPE transactions that have a value of at least $1.0 million.

The Firm, has also acquired the domain name www.pipeslawyer.com www.pipestransactions.com and www.pipesfinancings.com which all link directly to the firms website. The Firm is also changing its primary domain name to www.srff.com.

For more information about PIPE rankings, go to www.privateraise.com.

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. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srffllp.com.

Sichenzia Ross Friedman Ference LLP Continues to be Ranked First in the Nation in PIPEs Transactions

New York, New York – October 7, 2004 – Sichenzia Ross Friedman Ference LLP has been ranked first in the nation in representing issuers in PIPEs transactions for the nine-month period ended September 30, 2004. The Firm has continuously been ranked first in the nation in representing issuers in PIPEs transactions since the period ended June 30, 2004. The ranking was measured by the number of placements advised. According to The PIPEs Report and Privateraise.com, Sichenzia Ross Friedman Ference LLP has advised its issuer clients on 21 placements through September 30, 2004 with a total of $57.19 million having been raised in these transactions. The rankings include only PIPE transactions that have a value of at least $1.0 million.

The Firm, which is a Premier Sponsor for The PIPEs Conference to be held on October 13-14, 2004 at the New York Marriott Marquis, will be sponsoring a Q&A panel discussion on October 13 2004 at 2:00pm regarding Investing in Micro-cap companies.

For more information about PIPE rankings, go to www.privateraise.com.

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. Our 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. We also advise institutional investors on transactions involving complex securities law considerations. Our areas of expertise include corporate and commercial transactions, securities litigation, and arbitration, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman Ference’s nationally ranked PIPEs practice, go to www.srffllp.com.

Infinium Labs Retains Sichenzia Ross Friedman Ference LLP for Corporate, Securities Counsel

SARASOTA, Fla.–(BUSINESS WIRE)–Aug. 12, 2004–Infinium Labs (OTCBB:IFLB – News) has hired New York-based law firm Sichenzia Ross Friedman Ference LLP (SRFF) as its primary corporate and securities counsel. SRFF will advise Infinium on various matters, including reporting and compliance with the Securities Exchange Act of 1934 and institutional funding contracts.

The Infinium management team selected SRFF over undisclosed competitors because of the firm’s depth of knowledge on securities matters, emphasis on customer service and proximity to Wall Street.

Infinium executives also chose the law firm for its extensive experience working with companies similar in size and stage of business to Infinium.

SRFF’s Corporate and Securities Group advises small to medium sized companies in connection with public offerings and private placement transactions. It also assists clients with their compliance with on-going reporting requirements under the Securities Exchange Act of 1934 and other disclosure obligations, as well as with exchange listing matters.

Sichenzia Ross Friedman Ference LLP has been ranked first in the nation by The PIPEs Report and Privateraise.com in representing issuers in PIPE transactions for the seven-month period ended July 31, 2004. The ranking was measured by the number of placements advised.

Infinium Labs retains two other law firms for corporate and securities counsel in addition to SRFF.

About Infinium Labs

Infinium Labs was founded by a management team with extensive experience in interactive media, entertainment, broadband services and technology. The company is set to launch a cutting edge online gaming service in the fourth quarter of 2004. The Phantom Gaming Service will be delivered online over any broadband network and offer a broad library of games designed to appeal to the avid gamer as well as the casual player. For more information, please visit www.phantom.net.

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. Traditionally, the firm’s clients include private and public corporations, partnerships, broker/dealers, bank-affiliated broker/dealers, investment advisers, and registered personnel, public and corporate customers and investors, partnerships and other entities. Sichenzia Ross Friedman Ference’s areas of practice include corporate and commercial transactions, securities litigation and arbitration, public and private offerings, commercial and business litigation, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation. For additional information about Sichenzia Ross Friedman

Sichenzia Ross Friedman Ference LLP to Sponsor The PIPES Conference 2004

New York City, NY – August 10, 2004 – Sichenzia Ross Friedman Ference LLP has secured a Premier Sponsorship for The PIPEs Conference to be held on October 13-14, 2004 at the New York Marriott Marquis. The Firm will be sponsoring a Q&A panel discussion on the first day of the Conference regarding Investing in Micro-cap companies.

The PIPEs Conference, which is attended by hedge fund managers, investment bankers, corporate attorneys, company executives, venture capitalists, financial analysts, and other professionals, is a is a CLE-accredited two-day event brought to you by The PIPEs Report. The conference features discussions and workshops on the issues that affect the business of private investments in public equity, including the following:

• Targets for Direct Investment
• Deal Structures & Strategies
• Asset Allocation for LPs
• Legal & Regulatory Issues
• Investment Trends
• Finding & Evaluating Deals

To register for The PIPEs Conference 2004, please visit www.thepipesconference.com.

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. Traditionally, our clients include private and public corporations, partnerships, broker/dealers, bank-affiliated broker/dealers, investment advisers, and registered personnel, public and corporate customers and investors, partnerships and other entities. Our areas of practice include corporate and commercial transactions, securities litigation and arbitration, public and private offerings, commercial and business litigation, administrative practice before regulatory agencies, mergers and acquisitions and broker-dealer regulation.

For additional information about Sichenzia Ross Friedman Ference’s PIPEs practice, which has been ranked first in the nation by The PIPEs Report in representing issuers in PIPEs transactions for the seven-month period ended July 31, 2004, visit www.srffllp.com.

Sichenzia Ross Friedman Ference LLP Ranked First in the Nation in PIPEs Transactions

New York City – July 27, 2004 – Sichenzia Ross Friedman Ference LLP has been ranked first in the nation in representing issuers in PIPEs transactions for the six-month period ended June 30, 2004. The ranking was measured by the number of placements advised. According to The PIPEs Report and Privateraise, Sichenzia Ross Friedman Ference LLP has advised its issuer clients on 14 placements through June 30, 2004 with a total of $40.4 million having been raised in these transactions. The rankings include only PIPE transactions that have a value of at least $1.0 million.

During 2004, Sichenzia Ross Friedman Ference LLP has represented its issuer clients in numerous PIPE transactions, including the following:

1/9/2004
eMagin Corporation
$4.2 million

1/19/2004
Global Axcess Corp.
$2.5 million

1/29/2004
Global Axcess Corp.
$3.5 million

1/30/2004
Geopharma, Inc.
$5 million

2/1/2004
Tissera, Inc.
$2.2 million

2/4/2004
Molecular Diagnostics, Inc.
$1.7 million

2/10/2004
Geopharma, Inc.
$5 million

2/12/2004
QT5, Inc.
$1 million

3/5/2004
Geopharma, Inc.
$5 million

3/18/2004
Radix Marine, Inc.
$3.3 million

3/18/2004
Tissera, Inc.
$5.5 million

3/24/2004
Powerlinx, Inc.
$1.825 million

4/2/2004
Cedric Kushner Promotions, Inc.
$1.7 million

4/4/2004
Argentex Mining Corp.
$2.0 million

4/22/2004
Vertex Interactive, Inc.
$3.0 million
Smartire Systems, Inc.
$1.5 million

5/20/2004
AdZone Research, Inc.
$1.85 million

5/27/2004
Vertical Health Solutions, Inc.
$4.0 million

6/3/2004
Zynex Medical Holdings, Inc.
$1.2million

6/7/2004
Secured Digital Applications, Inc.
$7.0 million

6/8/2004
Pacific Entertainment Holdings
$2.0 million

6/8/2004
Molecular Diagnostic, Inc.
$2.5 million

6/16/2004
SyndicationNet.com, Inc.
$2.2 million

6/18/2004
Stronghold Technologies, Inc.
$3.0 million

6/28/2004
Ventures-National, Inc. (d/b/a Titan General Holdings)
$2.25 million