British Columbia Securities Commission secures CAD 110,000 in settlements over unregistered trading and illegal cannabis securities distributions

The British Columbia Securities Commission announced two settlement agreements requiring Spencer Reid Coulter and Bullseye Consulting Inc., and Nigel Alexander Horsley and Grand Lodge Capital Inc., to pay a combined CAD 110,000 for unregistered trading and for participating in illegal distributions of securities connected to RoccaVerde Wellness Corporation, a B.C.-based cannabis company. Both individuals are also subject to nine-month restrictions on trading securities and engaging in promotional activities. Between 2018 and 2019, the respondents were retained by RoccaVerde to solicit and refer investors, with Coulter and Bullseye referring 43 investors for approximately CAD 576,000 and Horsley and Grand Lodge referring 32 investors for almost CAD 800,000. The BCSC found their investor outreach, intermediary role and receipt of compensation triggered registration requirements under British Columbia’s Securities Act, and that some referred investors were not accredited, resulting in distributions without a prospectus or an available exemption; Coulter and Bullseye admitted to illegal distributions of CAD 123,000 and Horsley and Grand Lodge admitted to illegal distributions of CAD 5,500. The settlements set payments at CAD 65,000 for Coulter and CAD 45,000 for Horsley, and noted their cooperation with the investigation, completion of a course on public companies and expressions of remorse.