The Securities and Exchange Commission has filed an emergency enforcement action against a California woman accusing her of running a massive $300 million fraudulent scheme involving liquor licenses that essentially operated as a Ponzi scheme by using new investor funds to pay fictitious returns to existing investors. Gina Champion-Cain, of San Diego, California, and her entity ANI Development, LLC (“ANI Development”), were accused of violating federal securities laws in a Complaint filed on Thursday. Another company operated by Champion-Cain, American National Investments, Inc. (“American National”), another entity founded and operated by Champion-Cain and an alleged affiliate of ANI Development, is also named in the action as a relief defendant. The Commission announced that Champion-Cain has agreed to entry of a preliminary injunction, asset freeze, and the appointment of a receiver over ANI and the relief defendant.
According to the Complaint, Cain began offering investors the chance to make high-interest short-term loans to applicants seeking California liquor licenses sometime in 2012. Cain told investors that their funds would be used to loan the license purchase price required to be escrowed during the purchase process which at completion would then generate an interest payment to be split by ANI and the investor.
Cain’s first investor, a high net-worth real estate investor who had previously invested with Cain, prepared an escrow agreement that provided, among other things, that his investment would only be used for the promised purpose and that his money would be kept in an escrow account for the duration of the license transfer process. The SEC claims that Cain falsely told investors she had cleared the form of the escrow company and that Cain also warned investors not to contact the company, in one instance emailing the escrow company and instructing them:
“[I]f they call asking about escrow agreements and alcohol licenses, blah, blah, blah… just say ‘SURE WHATEVER NOW SHOW ME THE MONEY… HAHAHAHA’”
After Cain’s first investor personally invested approximately $250 million through accrued principal and interest rollovers, he began to bring in other investors who were provided with a list of potential liquor licenses they could fund that Cain claimed to have received from a California attorney. Accoridng to the SEC, that list “contained largely cancelled or expired liquor licenses.” ANI also raised funds from a second investor group that were provided with short-term promissory notes promising annual returns ranging from 15%-25% depending on the loan type. Investors were provided with an escrow agreement signed by the company’s escrow officer.
But according to the Commission, “ANI Development’s investment strategy was wholly fictitious…[and] ANI does not appear to have made a single loan to alcohol-license applicants.” For example, investors allegedly deposited nearly $88 million in 2017 to a pooled escrow account yet not a single dollar was ever escrowed to “actually facilitate….the transfer of the alcohol licenses identified in the false investor escrow agreements.” Instead, Cain allegedly used those funds to support other unrelated businesses controlled by relief defendant American National and also to make principal and interest payments to existing investors - a classic hallmark of a Ponzi scheme. Through the unauthorized diversion of investor funds and the payment of above-average returns, the scheme also depended on an infusion of new investor funds since there apparently were no legitimate liquor license loans being made. The escrow agreements were also purportedly phony, with Cain accused of forging the signature of escrow officers.
As recently as July 2019, the Commission claims that Cain sent a “bogus email” to the high net-worth investor purporting to come from an escrow officer who confirmed a $140 million escrow account balance. That in turn allegedly induced the investor to invest another $2.2 million with Cain. The account had nowhere close to the represented balance, however, and the Complaint alleges that approximately $11 million is remaining while Cain’s investors are owed at least $120 million in outstanding principal.
While there is no mention in the Commission’s news release of any criminal charges, the existence of fabricated escrow agreements and doctored emails, if true, could also signal potential criminal liability.
Given what appears to be a significant shortfall in assets, which appears to be attributable to funds diverted to unrelated businesses and the payment of 15%-25% returns, the appointment of a receiver may signal potential fraudulent transfer actions against investors who were able to handsomely profit by withdrawing their accrued interest payments.
A copy of the Complaint is below: