OSC Panel Releases Decision regarding FactorCorp Inc. et al.

TORONTO – In a decision released on February 25, 2013, an Ontario Securities Commission (OSC) panel found that FactorCorp Inc., FactorCorp Financial Inc. (the “FactorCorp companies”) and Mark Twerdun (“Twerdun”) breached the Ontario Securities Act in connection with raising approximately $50 million from about 600 Ontario investors between 2004 and 2007.

In its decision, the panel found that FactorCorp companies contravened subsections 122(1)(b) and (c), and 126.2(1) of the Securities Act by making misleading or untrue statements in offering memoranda and promotional material. The panel also concluded that, as the sole officer and director, Twerdun was liable for the contraventions of the FactorCorp companies and that he failed to ensure that investors were entitled to rely on the accredited investor exemption, contrary to the public interest.

The panel made factual findings related to the conduct of the FactorCorp companies and Twerdun in making use of investor funds contrary to the statements in the offering memoranda and promotional material, including that one transaction involving investor funds “reflected what can only be described as a shocking dereliction by the Respondents of their duties to the investors.”

The panel ordered the hearing to determine sanctions and costs to commence on April 18, 2013 at 10:00 a.m. A copy of the Reasons for Decision can be found on the OSC website at www.osc.ca.

The mandate of the OSC is to provide protection to investors from unfair, improper or fraudulent practices and to foster fair and efficient capital markets and confidence in capital markets. Investors are urged to check the registration of any person or company offering an investment opportunity and to review the OSC’s investor materials available at www.osc.ca.

 

-30-