Peter Tassiopoulos and Nova Growth

In 1996, Nova Growth Corp. (NGCO) was a shell company trading on the lowly Canadian Dealer Network, a defunct OTC market for unlisted securities. NGCO was taken over by Brian Hamm, and within weeks began issuing press releases announcing the acquisition of various gaming/casino projects owned by Andrzej Kepinski.   The stock soared from pennies to the $6 area in a matter of months, but the company never actually closed any acquisitions despite a series of upbeat PR’s, and returned to pennies within two years. Hamm and Kepinski suffered a major falling out, eventually ending up in a court case that spanned two decades. Here’s where it gets interesting: recent court documents reveal the central role that Sphere 3D CEO, Peter Tassiopoulos, played in this financial quagmire.

In summary, a judgement released last month covering hearings this spring show that Marco Durante (also involved with Koda Resources and Playandwin) and Tassiopoulos were promoters of Nova Growth and central figures in the dispute. Tassiopoulos “acted as market maker” (Paragraph 99), was issued options at $.15 and warrants at $.75 (101), and personally profited to the tune of at least $500,000 (102). He acted as the investor relations contact, traveled and conducted business on the company’s behalf (262, 266), and simultaneously sold shares into the whisper campaign of alleged casino developments (101, 276-281).

Court documents bring into question the testimony of Tassioupoulos.  Justice Newbould felt that his testimony was “…in large part reconstruction” (99), “suffered from overstatement” (103) and needed to be considered “with caution” (106).   Furthermore, in a classic Catch 22, the judge states that “If Mr. Tassiopoulos and Mr. Durante are to be believed, these trades were based on inside information which Mr. Tassiopoulos and Mr. Durante had to know was illegal.” (102)

Tassiopoulos’ role took a turn for the sinister as the Nova Growth dispute reached a crescendo: “Mr. Kepinski testified that on the day after his resignation letter, Mr. Tassiopoulos, Mr. Hamm and a burly man came to his office…(where they) went to the filing cabinet and took files and some boxes, including his personal documents such as tax returns and documents of A. Kepinski & Associates that he has not recovered. They also took privileged documents.” (301)

Justice Newbould’s entire ruling can be studied here.  It includes a full chronology of the case for more interested readers (including a brief appearance by Sphere 3D director, Jason Meretsky). Those concerned only with Tassiopoulos’ role will find 73 references to the Sphere 3D CEO.

 

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Peter T. and the mystery half penny shares

According to this press release, Tassiopoulos joined Sphere 3D as CEO on March 4, 2013.  We see no earlier mention of his name in any company filings or pr’s. Yet, at an investor conference in early 2014 he describes himself as “the CEO and one of the original founders of Sphere 3D”  (0:50):

The original founders (as mentioned in the qualifying transaction dated December 14, 2012 for T.B. Mining Ventures/Shpere 3D merger) were Mario Biasini with 2,746,429 shares and John Morelli with 1,528,571 shares. Tassiopoulos is not listed as a shareholder, which includes “proposed directors, officers, and Insiders of the Resulting Issuer and their Associates and Affiliates as of the date of this Filing Statement”. Tassiopoulos claims to have owned just 200,000 shares when he became CEO.

We find it hard to rationalize Tassiopoulos and his self-described status as a “founder” with his small share position, and are surprised that he would be satisfied in such an inequitable arrangement with the other founders. We also notice, however, on page 30 of Sphere 3D’s 155 page filing document, that on the same day that Sphere acquired IP from Biasini’s Promotion Depot for a deemed consideration of $695,000 (1M shares at $.65) the Company also sold 7,499,900 shares for $.005 for total consideration of only $37,500. This transaction caught the eye of an editor at stockwatch.com.

We’ll avoid further speculation on who holds those shares but is it not a fair and reasonable question that Sphere shareholders ask of management?

Aside from the issue of ownership of these shares, one might also ask: Why give away 7,499,000 shares if indeed Sphere had just come into possession of a ground-breaking technology?

Peter Tassiopoulos Part 3

In this post we examine his role with Biosign Technologies (BIO.V $.04), a highly promotional TSX Venture Company that ended in disaster for shareholders.

2009 – 2011 Biosign Technologies

Biosign LinkIn

The travails of Biosign are told well elsewhere.  Needless to say it was not a pretty story. The Company issued dozens of press releases which are included at the end of this post announcing a myriad of international deals over a period of nearly two years (coinciding with Tassiopoulos’ employment) that amounted to nothing but massive losses for shareholders that bought into the hype.

Tassiopoulos’ “version” of this history (as described on his LinkedIn page) differs materially from reality in several ways:

“TORONTO, April 19 /CNW/ – During a scheduled meeting yesterday, the board of directors of Biosign Technologies (TSXV: BIO) has accepted the resignation of Alfonse D’Amato as director of the company, relieved Peter Tassiopoulos of his duties as CEO, and resolved to start searching for a new chief executive.

Radu Leca, Biosign’s President, has been named CEO on an interim basis.”

Biosign, despite trading at a peak near $3/sh in February 2011, now trades for pennies. Is it possible that Tassiopoulos did everything right and was forced out by an incompetent board? Sure, you can believe that if you want. But if Tassiopoulos himself isn’t willing to tell current Sphere 3D shareholders (and journalists) the real story of what happened at Biosign, how likely does that really sound?

 

Conclusion

Since 1995 Peter Tassiopoulos has been involved with stock promoters, stock promotions, a bankrupt electronics manufacturer, a failed shell company, a bankrupt health care technology company, and a stock promotion and failed technology company. He has misrepresented his past on several occasions and repeatedly made big promises while failing to deliver actual results. Take a read through the Biosign press releases issued while he was with the Company. Now compare their content and tone to those released by Sphere 3D over the last 18 months.

Maybe Sphere 3D is the venture that finally works for Tassiopoulos. We doubt it.


Biosign press releases

Below are links to the majority of Biosign Technology press releases issued during Peter Tassiopoulos’ employment with the company. Occasional comments, excerpts, or summaries are included.

Continue reading

Peter Tassiopoulos Part 1

Peter Tassiopoulos, the CEO of Sphere 3D, brands himself as a dynamic and visionary information technology executive capable of building real businesses. You can view his LinkedIn profile here:

http://ca.linkedin.com/pub/peter-tassiopoulos/3a/7a0/276

The reality is a long ways off.  In this post we demonstrate that he has   associations with pump and dumps that had occasional criminal involvement.

Let’s start from the beginning.

Taylor Rand Inc.

According to George Chelekis, editor of “Hot Stock Whispers” newsletter, Peter Tassiopoulos is employed as Taylor Rand Inc.’s freelance PR spolesman as of April 28, 1995:

https://groups.google.com/forum/#!topic/misc.invest.funds/6aPicyY_Izk

“Taylor Rand Inc. (Cdn:TRND) is expecting to make a major news announcement on May 8th, according to the company’s freelance PR spokesman, Peter Tassiopoulos. TRND’s chairman is in the process of making a substantial deal to boost the company’s share values. As a member of Zaire’s royal family, he shuns publicity and hype, of which both Peter Tassiopoulos and I, as gossiping Greeks, adore. Said Tassiopoulos, “We’re softening up the stock and have a lid on the publicity until May 8th.” I confirmed with Geoffrey Eiten, editor for OTC Growth newsletter, that Taylor Rand is poised for a substantial move upward. Eiten said, “They’re going to make a ton of money on this deal.”

Chelekis was also a Scientologist who would eventually settle a complaint with the SEC for failing to disclose payments from companies he was touting:

http://www.factnet.org/altreligionscientology-week-review-108

Geoffrey Eiten also had subsequent run-ins with securities regulators as discussed here:

http://www.stockhouse.com/news/business-news/2013/07/29/stock-tout-nailed-for-$1-6-million-in-sec-fines-ov

Taylor Rand was a bulletin board traded gold explorer operating in Zairre. Its 1995 press release announcing a JV with the Country of Zaire is available here:

http://www.thefreelibrary.com/TAYLOR+RAND+ENTERS+INTO+ZAIRE+LETTER+OF+INTENT-a016202855

It was also apparently involved in mining gold tailings in Montana.

http://business.highbeam.com/436402/article-1G1-16712906/taylor-rand-rework-ore

Things don’t appear to have gone well for the shares however. On June 25, 1996 the Company was renamed Sheridan Reserve Incorporated and the shares rolled back on a one for ten basis. During the tech bubble, gold went out of fashion so Sheridan was renamed to Nevadabobs.com Inc., then Nevada Bob’s International Inc. in 2001. It was back to mining (after another consolidation) when Nevada Bob’s became Loncor Resources in 2008, finally back in the gold business.

 

Playandwin Inc.

Peter Tassiopoulos is listed as the contact for all mail directed toward Playandwin Inc. in its February 14, 2000 registration filing to list on the Bulletin Board.

http://www.sec.gov/Archives/edgar/containers/fix044/1092762/000108417800000016/0001084178-00-000016-index.htm

Playandwin is an interesting story. It was founded in 1995 by Peter Berney, a stock promoter, convicted felon, and convicted child molester, all covered here:

http://www.reviewjournal.com/news/crime-courts/stock-cheat-guilty-incest

The early history of the Company is detailed here:

http://www.siliconinvestor.com/readmsgs.aspx?subjectid=32522&msgnum=1904&batchsize=10&batchtype=Next

Interesting to note that Berney supplied a shell to career fraudster Michael Mitton.

By the time Playandwin was listed in the US (and Tassiopoulos’ involvement disclosed in its registration statement) Peter Berney was no longer officially involved with the Company, but his brother, Andrew, remained a large shareholder.

Playandwin’s law firm, Chapman & Flanagan, also had subsequent problems with securities regulators – one complaint regarding the manipulation of Exotics-Nevada is detailed here:

http://www.sec.gov/litigation/complaints/comp19207.pdf

Most characters involved in Playandwin were of dubious nature, but Tassiopoulos was only tangentially involved, right? Well, in addition to receiving all of Playandwin’s mail at 155 University Avenue, Suite 501, Tassiopoulos was also a paid consultant for the Company:

http://www.secinfo.com/d112xt.5f891.2.htm#1stPage

The document, dated September 19, 2000 discloses that Tassiopoulos was engaged as a consultant to Playandwin and was paid 350,000 common shares, valued at US$0.875/sh or $306,000 total.

Apparently Tassiopoulos was of no help to Playandwin shareholders as the online gaming business was abandoned within a year, and the Company eventually merged with juice maker D’Angelo Brands Ltd. where it was subject to another pump and dump. D’Angelo’s President, Frank D’Angelo, would later describe the experience in a Globe and Mail report as follows:

Desperate for capital, D’Angelo tried to raise money on the stock market. He was introduced to a group of penny stock promoters who proposed to take D’Angelo Brands public through a reverse takeover of a shell company. Problems surfaced almost as soon as the deal closed. D’Angelo is reluctant to discuss the details. “I have the IQ of a gnat when it comes to the stock market,” he says. But he suspects his company was used as a vehicle for a “pump and dump” scam. He immediately moved to go private again, but the process took more than two years.

 

Bach-Hauser

Peter Tassiopoulos liked the consulting for penny stock business so much he decides to do it once more with a company called Bach-Hauser, detailed in this October 1, 2000 SEC filing:

http://www.secinfo.com/d112xt.5f89q.a.htm

Tassiopoulos received 200,000 shares (valued at $0.355/sh or $71k total). He probably got the connection to Bach-Hauser through the law firm Chapman and Flanagan (which had issues with the SEC detailed earlier) as Bach-Hauser was also a client and as this stockpatrol.com report detailed, earlier filed an 8-K mistakenly naming Playandwin on the document, not Bach-Hauser.

Much like Playandwin, Bach-Hauser never went anywhere and investors were ultimately wiped out. The gory details can be discovered in the previous report. Tassiopoulos’ association with both companies does not reflect highly upon him.

Many investment professionals were tarred by their association with Playandwin and Bach-Hauser. One Canadian investment advisor was the subject of a dispute with IIROC over trading in the two companies (and Playandwin’s successor, D’Angelo Brands) detailed here:

http://www.iiroc.ca/Documents/2005/BC52E5BC-BB17-4E5F-A9A8-E76FFBF08DC5_en.pdf

 

Conclusion

Peter Tassiopoulos’ first forays in the public equity markets were not in the highest quality of companies (they appear to be exclusively heavily promoted bulletin board stocks) nor with the highest quality people (many have been convicted of securities violations). In Part 2 we’ll look into his management and executive experience in two additional companies, one public, one private.