BCSC alleges fraud and illegal distribution

VANCOUVER, March 11, 2015 /CNW/ - The Executive Director of the British Columbia Securities Commission has issued a notice of hearing alleging that John "Johny" "JFA" Ferdinand Alexander Spangenberg and two companies he incorporated, illegally distributed securities and perpetrated a fraud on investors.

The notice alleges that between June 2011 and December 2013, Spangenberg raised over $170,000 from at least six B.C. residents in exchange for 600,000 shares in Odyssey Renewable Growth Inc. and 6.33 million shares in geoTreasuries Clean Energy Limited. Spangenberg was a director of both companies, neither of which has ever filed a prospectus in B.C. BCSC staff contends that five of the trades, totaling over $160,000, did not qualify for an exemption from prospectus requirements.

Spangenberg also purported to do business under a number of other names, including: 'Clean Carbon Finance,' 'Clean Energy Finance USA', 'One geoFinance', 'GT2 Climate Risk Bonds Inc.', and 'GeoSteward Inc.'.   

The notice also alleges that Spangenberg committed fraud by lying to investors about his professional background and personal wealth, fabricating reports related to his companies, and falsely claiming connections with certain professionals, prestigious banks and bond-rating companies, among other things.

BCSC staff contends that Spangenberg further misled Investors by telling them that he would use their investment for business purposes, and that he would not take a salary.  In fact, Spangenberg used nearly all of the money that he raised from investors for personal purposes.

According to the notice, Spangenberg took steps to conceal facts from investors by denying them access to corporate information, and telling investors who sought redress that he and his companies would have legal claims against them. Furthermore, to allay suspicions of one of the investors, Spangenberg produced a bill from a large law firm that purportedly charged over $800,000 for fees incurred preparing a geoTreasuries prospectus.  The bill was a forgery: no lawyer by the name of its supposed author worked at the firm.

These allegations have not been proven. Counsel for the Executive Director will apply to set dates for a hearing into the allegations before a panel of commissioners on April 14, 2015, at 9:00 a.m.

You may view the notice of hearing on our website, www.bcsc.bc.ca, by typing John 'Johny' 'JFA' Ferdinand Alexander Spangenberg, Odyssey Renewable Growth Inc., and geoTreasuries Clean Energy Limited, Clean Carbon Finance, Clean Energy Finance USA, One geoFinance, GT2 Climate Risk Bonds Inc., GeoSteward Inc., or 2015 BCSECCOM 83 in the search box. Information about disciplinary proceedings can be found in the Enforcement section of the BCSC website.

Please visit the Canadian Securities Administrators' Disciplined Persons List for information relating to persons disciplined by provincial securities regulators, the Investment Industry Regulatory Organization of Canada (IIROC) and the Mutual Fund Dealers Association of Canada (MFDA).

About the British Columbia Securities Commission (www.bcsc.bc.ca)

The British Columbia Securities Commission is the independent provincial government agency responsible for regulating capital markets in British Columbia through the administration of the Securities Act. Our mission is to protect and promote the public interest by fostering:

• A securities market that is fair and warrants public confidence
• A dynamic and competitive securities industry that provides investment opportunities and access to capital

Learn how to protect yourself and become a more informed investor at www.investright.org

SOURCE British Columbia Securities Commission

Media Contact: Richard Gilhooley, Media Relations, 604-899-6713; Public inquiries: 604-899-6854 or 1-800-373-6393 (toll free)