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Report: #1532534

Complaint Review: YA II PN, Ltd. Yorkville Advisors Mark Angelo, Matthew Beckman, Gerald Eicke David Gonzalez - Mountainside New Jersey

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  • Reported By: Gerald — Los Angeles United States
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  • YA II PN, Ltd. Yorkville Advisors Mark Angelo, Matthew Beckman, Gerald Eicke David Gonzalez 1012 Springfield Avenue Mountainside, New Jersey United States

YA II PN, Ltd. Yorkville Advisors Mark Angelo, Matthew Beckman, Gerald Eicke David Gonzalez Securities Fraud, Illegal Shorting, litigation, lawsuit, investigation Mountainside, New Jersey

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YA II PN, Ltd. Yorkville, used to be called Cornell Capital and Yorkville Advisors but changed their name probably due to the many different lawsuits and prosecutions by the SEC for amoung other things, illegally shorting into companies they funded to manipulate the stock price and receive more shares on their equity lines of credit that they call a SEPA (Standby Equity Purchase Agreement or SEDA - Standby Equity Distribution Agreement.

Yorkville shorted the companies stock and then sued the company:

SEC Charges Hedge Fund Adviser and Two Executives With Fraud
YA II PN, Ltd. v. EZTD Inc. (1:17-cv-03455)



Yorkville did a convertible note with Galaxy Next Generation, Inc. (GAXY) when the company’s stock price was .57, by the time they were done converting the stock price as .0005


Cobalis Corp. Confirms Filing Of 5-Count Lawsuit Against Yorkville Advisors/YA Global Investments

Posted by LexisNexis Litigation Center Staff

IRVINE, Calif. — Cobalis Corp. on Nov. 19 confirmed the filing of a five-count adversarial complaint on Nov. 9 against secured creditor Yorkville Advisors/YA Global Investments L P (YAGI) f/k/a Cornell Capital Partners L P in the U.S. Bankruptcy Court in Santa Ana, Calif.

Yorkville Advisors LLC (YA) is a consultancy that arranges financings for public companies using a technique known as Private Investment in Public Equities (PIPE). It has been alleged that YAGI and its predecessor, Cornell, are one of the largest investors in PIPE transactions and may have entered into more than 300 transactions with publicly traded companies.

According to the complaint:

On Dec. 20, 2006, Cobalis entered into a securities purchase agreement with Cornell whereby Cornell agreed to purchase up to $3.85 million of convertible debentures from Cobalis that could be converted into Cobalis’ common stock. The transaction is considered a PIPE transaction as commonly referred to in the securities industry.

Over the next two to three years and beginning in April 2007, just four months after the PIPE agreement was signed, YAGI sold more than 15 million shares of Cobalis stock pursuant to their joint disclosure statement filing with the bankruptcy court. From April 2007 to July 2007, Cobalis Corp.’s share price went from approximately $1.20 per share to 10 cents per share, significantly impacting the ability of Cobalis to launch PreHistin to worldwide markets as a nutraceutical allergy relief alternative to antihistamines or to secure funding for another Phase III FDA clinical trial. The resulting drop in Cobalis share price amounted to a loss of approximately $60 million in shareholder equity.

On Aug. 1, 2007, less than seven months after execution of the PIPE transaction, YAGI involuntarily filed to convert Cobalis to Chapter 7 liquidation. It has been alleged that this was done ahead of the allowable cure periods for the alleged default to prevent Cobalis from honoring its obligations pursuant to the PIPE transaction.

In the lawsuit, Cobalis asserts claims for two counts of breach of contract and allegations of “equitable fraud,” breach of contract and accumulating greater than 4.99 percent of Cobalis shares at one time, securities fraud for violation of SEC Rule 10-b-5 relating to short selling without proper representation and equitable fraud and breach of fiduciary obligations by YAGI in collecting $415,000 in fees paid by Cobalis for execution of this PIPE transaction.

Cobalis is seeking costs and damages on all counts and for such further relief as the court deems just and proper. A tentative status conference hearing is scheduled for Feb. 4, 2010.

Cobalis continues to operate and sell PreHistin under a Chapter 11 reorganization and has submitted a reorganization plan to the bankruptcy court that also has jurisdiction over this lawsuit, so they may be successfully discharged from bankruptcy.

The Cobalis Plan intends to pay back all creditors at 100 percent of allowable claims and also retains 100 percent of Cobalis shareholder equity. Cobalis believes YAGI may have already recouped all or more of their investment from its sale of 15 million Cobalis shares. If Cobalis pays back YAGI in full, YAGI will be required to return more than 8 million pledged shares of Cobalis stock.

YAGI has also submitted a competing plan to the bankruptcy court. Their plan, as filed with the court, intends to wipe out the common stock of Cobalis and its shareholders, pay creditors four to 15 cents on the dollar, and allow 90 percent of revenues from the worldwide distribution of PreHistin to be accrued to a Canadian business entity alleged to have been recently purchased by YAGI and managed by a current YAGI principal.

Cobalis Corp. is an over-the-counter pharmaceutical and nutraceutical company. Its flagship product, PreHistin is designed to prevent the primary causes of airborne allergies. For more information, visit


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