Three women who ran a Lancaster-based beverage company were ordered to pay more than $14 million in combined penalties for allegedly defrauding and misleading investors over a three-year period, according to the Securities and Exchange Commission.
She Beverage Co. and its executives — Lupe L. Rose, 54, and Sonja F. Shelby, 60, of Palmdale and Katherine Dirden, 48, of Lancaster — have 30 days to pay the total, as ordered Thursday by the U.S. District Court for the Central District of California.
The company was slapped with a $12-million fine and $739,000 in prejudgment interest. Rose owes an additional $669,687, while Shelby and Dirden were each fined another $334,842.
Calls to a phone number listed for Shelby and Dirden were not returned.
Rose was arrested last week after a federal grand jury indictment alleged she had taken more than $13.5 million from more than 1,000 investors. A trial is scheduled for March 19.
Rose presented a 34-minute YouTube video as her response. In text, Rose said she endured “the profound injustice of racism, discrimination, and a targeted campaign orchestrated by the Securities and Exchange Commission.” She claimed that she spent more than $1 million in her legal defense and that her “resources to sustain the legal battle were exhausted.”
She said the SEC never took into account “all my legitimate business expenses,” thus “falsely portraying our company and its subsidiaries as mere shells.” Rose claimed the government disregarded business expenses, including payroll for 20 employees, marketing and promotions, utility bills, trademarks, lease and rent for five locations, travel expenses, research and development.
A call to the SEC’s media department was not immediately answered.
The SEC filed an initial civil complaint Sept. 14, 2021. The agency claimed that between 2017 and 2019, She Beverage raised more than $15 million from unregistered stock sales to more than 2,000 clients and investors nationwide.
The commission wrote that the company “falsely represented to investors” that 30% of funding would be allocated for beverage purchases. In reality, around 2% went toward beverages, while “at least $7.5 million” was redirected to pay for “cars and trucks, rent, luxury retail goods and trips to casinos,” the complaint alleges.
The commission said the three executives withdrew $6 million in cash and transfers and spent $1.2 million of that in casinos, along with $180,000 for eight cars and trucks for personal use and to pay off a loan for a Porsche owned by Shelby, according to the commission.
Other expenses alleged by the SEC included $100,000 for lease payments on a house and $50,000 for luxury goods such as Gucci and Louis Vuitton bags.
The founders “overstated and mischaracterized” company revenue to trick people into investing, according to the commission. She Beverage informed investors that the company had built a brewery, when construction was not completed, and falsely touted the brand’s bottled water as “proprietary” and “FDA-approved,” the SEC alleged in its lawsuit. The trio told investors they had “millions of their own money” invested in the company, whereas their portion was “much more modest.” The defendants also claimed that outsiders were interested in buying the company for hundreds of millions of dollars; the SEC said there were no offers.
The commission also claims that the executives told investors that an initial public offering “was imminent” when they hadn’t even begun to fill out paperwork.
She Beverage promoted itself as “a women-owned beverage manufacturer,” selling beer, wine, spirits and bottled water marketed to women, according to commission filings.
Between 2018 and 2019, Rose, Shelby and Dirden hosted three to four in-person meetings that included investors, according to the commission. They provided samples of the product and directly solicited investors, according to the SEC.
Three women who ran a Lancaster-based beverage company were ordered to pay more than $14 million in combined penalties for allegedly defrauding and misleading investors over a three-year period, according to the Securities and Exchange Commission.
She Beverage Co. and its executives — Lupe L. Rose, 54, and Sonja F. Shelby, 60, of Palmdale and Katherine Dirden, 48, of Lancaster — have 30 days to pay the total, as ordered Thursday by the U.S. District Court for the Central District of California.
The company was slapped with a $12-million fine and $739,000 in prejudgment interest. Rose owes an additional $669,687, while Shelby and Dirden were each fined another $334,842.
Calls to a phone number listed for Shelby and Dirden were not returned.
Rose was arrested last week after a federal grand jury indictment alleged she had taken more than $13.5 million from more than 1,000 investors. A trial is scheduled for March 19.
Rose presented a 34-minute YouTube video as her response. In text, Rose said she endured “the profound injustice of racism, discrimination, and a targeted campaign orchestrated by the Securities and Exchange Commission.” She claimed that she spent more than $1 million in her legal defense and that her “resources to sustain the legal battle were exhausted.”
She said the SEC never took into account “all my legitimate business expenses,” thus “falsely portraying our company and its subsidiaries as mere shells.” Rose claimed the government disregarded business expenses, including payroll for 20 employees, marketing and promotions, utility bills, trademarks, lease and rent for five locations, travel expenses, research and development.
A call to the SEC’s media department was not immediately answered.
The SEC filed an initial civil complaint Sept. 14, 2021. The agency claimed that between 2017 and 2019, She Beverage raised more than $15 million from unregistered stock sales to more than 2,000 clients and investors nationwide.
The commission wrote that the company “falsely represented to investors” that 30% of funding would be allocated for beverage purchases. In reality, around 2% went toward beverages, while “at least $7.5 million” was redirected to pay for “cars and trucks, rent, luxury retail goods and trips to casinos,” the complaint alleges.
The commission said the three executives withdrew $6 million in cash and transfers and spent $1.2 million of that in casinos, along with $180,000 for eight cars and trucks for personal use and to pay off a loan for a Porsche owned by Shelby, according to the commission.
Other expenses alleged by the SEC included $100,000 for lease payments on a house and $50,000 for luxury goods such as Gucci and Louis Vuitton bags.
The founders “overstated and mischaracterized” company revenue to trick people into investing, according to the commission. She Beverage informed investors that the company had built a brewery, when construction was not completed, and falsely touted the brand’s bottled water as “proprietary” and “FDA-approved,” the SEC alleged in its lawsuit. The trio told investors they had “millions of their own money” invested in the company, whereas their portion was “much more modest.” The defendants also claimed that outsiders were interested in buying the company for hundreds of millions of dollars; the SEC said there were no offers.
The commission also claims that the executives told investors that an initial public offering “was imminent” when they hadn’t even begun to fill out paperwork.
She Beverage promoted itself as “a women-owned beverage manufacturer,” selling beer, wine, spirits and bottled water marketed to women, according to commission filings.
Between 2018 and 2019, Rose, Shelby and Dirden hosted three to four in-person meetings that included investors, according to the commission. They provided samples of the product and directly solicited investors, according to the SEC.
Three women who ran a Lancaster-based beverage company were ordered to pay more than $14 million in combined penalties for allegedly defrauding and misleading investors over a three-year period, according to the Securities and Exchange Commission.
She Beverage Co. and its executives — Lupe L. Rose, 54, and Sonja F. Shelby, 60, of Palmdale and Katherine Dirden, 48, of Lancaster — have 30 days to pay the total, as ordered Thursday by the U.S. District Court for the Central District of California.
The company was slapped with a $12-million fine and $739,000 in prejudgment interest. Rose owes an additional $669,687, while Shelby and Dirden were each fined another $334,842.
Calls to a phone number listed for Shelby and Dirden were not returned.
Rose was arrested last week after a federal grand jury indictment alleged she had taken more than $13.5 million from more than 1,000 investors. A trial is scheduled for March 19.
Rose presented a 34-minute YouTube video as her response. In text, Rose said she endured “the profound injustice of racism, discrimination, and a targeted campaign orchestrated by the Securities and Exchange Commission.” She claimed that she spent more than $1 million in her legal defense and that her “resources to sustain the legal battle were exhausted.”
She said the SEC never took into account “all my legitimate business expenses,” thus “falsely portraying our company and its subsidiaries as mere shells.” Rose claimed the government disregarded business expenses, including payroll for 20 employees, marketing and promotions, utility bills, trademarks, lease and rent for five locations, travel expenses, research and development.
A call to the SEC’s media department was not immediately answered.
The SEC filed an initial civil complaint Sept. 14, 2021. The agency claimed that between 2017 and 2019, She Beverage raised more than $15 million from unregistered stock sales to more than 2,000 clients and investors nationwide.
The commission wrote that the company “falsely represented to investors” that 30% of funding would be allocated for beverage purchases. In reality, around 2% went toward beverages, while “at least $7.5 million” was redirected to pay for “cars and trucks, rent, luxury retail goods and trips to casinos,” the complaint alleges.
The commission said the three executives withdrew $6 million in cash and transfers and spent $1.2 million of that in casinos, along with $180,000 for eight cars and trucks for personal use and to pay off a loan for a Porsche owned by Shelby, according to the commission.
Other expenses alleged by the SEC included $100,000 for lease payments on a house and $50,000 for luxury goods such as Gucci and Louis Vuitton bags.
The founders “overstated and mischaracterized” company revenue to trick people into investing, according to the commission. She Beverage informed investors that the company had built a brewery, when construction was not completed, and falsely touted the brand’s bottled water as “proprietary” and “FDA-approved,” the SEC alleged in its lawsuit. The trio told investors they had “millions of their own money” invested in the company, whereas their portion was “much more modest.” The defendants also claimed that outsiders were interested in buying the company for hundreds of millions of dollars; the SEC said there were no offers.
The commission also claims that the executives told investors that an initial public offering “was imminent” when they hadn’t even begun to fill out paperwork.
She Beverage promoted itself as “a women-owned beverage manufacturer,” selling beer, wine, spirits and bottled water marketed to women, according to commission filings.
Between 2018 and 2019, Rose, Shelby and Dirden hosted three to four in-person meetings that included investors, according to the commission. They provided samples of the product and directly solicited investors, according to the SEC.
Three women who ran a Lancaster-based beverage company were ordered to pay more than $14 million in combined penalties for allegedly defrauding and misleading investors over a three-year period, according to the Securities and Exchange Commission.
She Beverage Co. and its executives — Lupe L. Rose, 54, and Sonja F. Shelby, 60, of Palmdale and Katherine Dirden, 48, of Lancaster — have 30 days to pay the total, as ordered Thursday by the U.S. District Court for the Central District of California.
The company was slapped with a $12-million fine and $739,000 in prejudgment interest. Rose owes an additional $669,687, while Shelby and Dirden were each fined another $334,842.
Calls to a phone number listed for Shelby and Dirden were not returned.
Rose was arrested last week after a federal grand jury indictment alleged she had taken more than $13.5 million from more than 1,000 investors. A trial is scheduled for March 19.
Rose presented a 34-minute YouTube video as her response. In text, Rose said she endured “the profound injustice of racism, discrimination, and a targeted campaign orchestrated by the Securities and Exchange Commission.” She claimed that she spent more than $1 million in her legal defense and that her “resources to sustain the legal battle were exhausted.”
She said the SEC never took into account “all my legitimate business expenses,” thus “falsely portraying our company and its subsidiaries as mere shells.” Rose claimed the government disregarded business expenses, including payroll for 20 employees, marketing and promotions, utility bills, trademarks, lease and rent for five locations, travel expenses, research and development.
A call to the SEC’s media department was not immediately answered.
The SEC filed an initial civil complaint Sept. 14, 2021. The agency claimed that between 2017 and 2019, She Beverage raised more than $15 million from unregistered stock sales to more than 2,000 clients and investors nationwide.
The commission wrote that the company “falsely represented to investors” that 30% of funding would be allocated for beverage purchases. In reality, around 2% went toward beverages, while “at least $7.5 million” was redirected to pay for “cars and trucks, rent, luxury retail goods and trips to casinos,” the complaint alleges.
The commission said the three executives withdrew $6 million in cash and transfers and spent $1.2 million of that in casinos, along with $180,000 for eight cars and trucks for personal use and to pay off a loan for a Porsche owned by Shelby, according to the commission.
Other expenses alleged by the SEC included $100,000 for lease payments on a house and $50,000 for luxury goods such as Gucci and Louis Vuitton bags.
The founders “overstated and mischaracterized” company revenue to trick people into investing, according to the commission. She Beverage informed investors that the company had built a brewery, when construction was not completed, and falsely touted the brand’s bottled water as “proprietary” and “FDA-approved,” the SEC alleged in its lawsuit. The trio told investors they had “millions of their own money” invested in the company, whereas their portion was “much more modest.” The defendants also claimed that outsiders were interested in buying the company for hundreds of millions of dollars; the SEC said there were no offers.
The commission also claims that the executives told investors that an initial public offering “was imminent” when they hadn’t even begun to fill out paperwork.
She Beverage promoted itself as “a women-owned beverage manufacturer,” selling beer, wine, spirits and bottled water marketed to women, according to commission filings.
Between 2018 and 2019, Rose, Shelby and Dirden hosted three to four in-person meetings that included investors, according to the commission. They provided samples of the product and directly solicited investors, according to the SEC.
Three women who ran a Lancaster-based beverage company were ordered to pay more than $14 million in combined penalties for allegedly defrauding and misleading investors over a three-year period, according to the Securities and Exchange Commission.
She Beverage Co. and its executives — Lupe L. Rose, 54, and Sonja F. Shelby, 60, of Palmdale and Katherine Dirden, 48, of Lancaster — have 30 days to pay the total, as ordered Thursday by the U.S. District Court for the Central District of California.
The company was slapped with a $12-million fine and $739,000 in prejudgment interest. Rose owes an additional $669,687, while Shelby and Dirden were each fined another $334,842.
Calls to a phone number listed for Shelby and Dirden were not returned.
Rose was arrested last week after a federal grand jury indictment alleged she had taken more than $13.5 million from more than 1,000 investors. A trial is scheduled for March 19.
Rose presented a 34-minute YouTube video as her response. In text, Rose said she endured “the profound injustice of racism, discrimination, and a targeted campaign orchestrated by the Securities and Exchange Commission.” She claimed that she spent more than $1 million in her legal defense and that her “resources to sustain the legal battle were exhausted.”
She said the SEC never took into account “all my legitimate business expenses,” thus “falsely portraying our company and its subsidiaries as mere shells.” Rose claimed the government disregarded business expenses, including payroll for 20 employees, marketing and promotions, utility bills, trademarks, lease and rent for five locations, travel expenses, research and development.
A call to the SEC’s media department was not immediately answered.
The SEC filed an initial civil complaint Sept. 14, 2021. The agency claimed that between 2017 and 2019, She Beverage raised more than $15 million from unregistered stock sales to more than 2,000 clients and investors nationwide.
The commission wrote that the company “falsely represented to investors” that 30% of funding would be allocated for beverage purchases. In reality, around 2% went toward beverages, while “at least $7.5 million” was redirected to pay for “cars and trucks, rent, luxury retail goods and trips to casinos,” the complaint alleges.
The commission said the three executives withdrew $6 million in cash and transfers and spent $1.2 million of that in casinos, along with $180,000 for eight cars and trucks for personal use and to pay off a loan for a Porsche owned by Shelby, according to the commission.
Other expenses alleged by the SEC included $100,000 for lease payments on a house and $50,000 for luxury goods such as Gucci and Louis Vuitton bags.
The founders “overstated and mischaracterized” company revenue to trick people into investing, according to the commission. She Beverage informed investors that the company had built a brewery, when construction was not completed, and falsely touted the brand’s bottled water as “proprietary” and “FDA-approved,” the SEC alleged in its lawsuit. The trio told investors they had “millions of their own money” invested in the company, whereas their portion was “much more modest.” The defendants also claimed that outsiders were interested in buying the company for hundreds of millions of dollars; the SEC said there were no offers.
The commission also claims that the executives told investors that an initial public offering “was imminent” when they hadn’t even begun to fill out paperwork.
She Beverage promoted itself as “a women-owned beverage manufacturer,” selling beer, wine, spirits and bottled water marketed to women, according to commission filings.
Between 2018 and 2019, Rose, Shelby and Dirden hosted three to four in-person meetings that included investors, according to the commission. They provided samples of the product and directly solicited investors, according to the SEC.
Three women who ran a Lancaster-based beverage company were ordered to pay more than $14 million in combined penalties for allegedly defrauding and misleading investors over a three-year period, according to the Securities and Exchange Commission.
She Beverage Co. and its executives — Lupe L. Rose, 54, and Sonja F. Shelby, 60, of Palmdale and Katherine Dirden, 48, of Lancaster — have 30 days to pay the total, as ordered Thursday by the U.S. District Court for the Central District of California.
The company was slapped with a $12-million fine and $739,000 in prejudgment interest. Rose owes an additional $669,687, while Shelby and Dirden were each fined another $334,842.
Calls to a phone number listed for Shelby and Dirden were not returned.
Rose was arrested last week after a federal grand jury indictment alleged she had taken more than $13.5 million from more than 1,000 investors. A trial is scheduled for March 19.
Rose presented a 34-minute YouTube video as her response. In text, Rose said she endured “the profound injustice of racism, discrimination, and a targeted campaign orchestrated by the Securities and Exchange Commission.” She claimed that she spent more than $1 million in her legal defense and that her “resources to sustain the legal battle were exhausted.”
She said the SEC never took into account “all my legitimate business expenses,” thus “falsely portraying our company and its subsidiaries as mere shells.” Rose claimed the government disregarded business expenses, including payroll for 20 employees, marketing and promotions, utility bills, trademarks, lease and rent for five locations, travel expenses, research and development.
A call to the SEC’s media department was not immediately answered.
The SEC filed an initial civil complaint Sept. 14, 2021. The agency claimed that between 2017 and 2019, She Beverage raised more than $15 million from unregistered stock sales to more than 2,000 clients and investors nationwide.
The commission wrote that the company “falsely represented to investors” that 30% of funding would be allocated for beverage purchases. In reality, around 2% went toward beverages, while “at least $7.5 million” was redirected to pay for “cars and trucks, rent, luxury retail goods and trips to casinos,” the complaint alleges.
The commission said the three executives withdrew $6 million in cash and transfers and spent $1.2 million of that in casinos, along with $180,000 for eight cars and trucks for personal use and to pay off a loan for a Porsche owned by Shelby, according to the commission.
Other expenses alleged by the SEC included $100,000 for lease payments on a house and $50,000 for luxury goods such as Gucci and Louis Vuitton bags.
The founders “overstated and mischaracterized” company revenue to trick people into investing, according to the commission. She Beverage informed investors that the company had built a brewery, when construction was not completed, and falsely touted the brand’s bottled water as “proprietary” and “FDA-approved,” the SEC alleged in its lawsuit. The trio told investors they had “millions of their own money” invested in the company, whereas their portion was “much more modest.” The defendants also claimed that outsiders were interested in buying the company for hundreds of millions of dollars; the SEC said there were no offers.
The commission also claims that the executives told investors that an initial public offering “was imminent” when they hadn’t even begun to fill out paperwork.
She Beverage promoted itself as “a women-owned beverage manufacturer,” selling beer, wine, spirits and bottled water marketed to women, according to commission filings.
Between 2018 and 2019, Rose, Shelby and Dirden hosted three to four in-person meetings that included investors, according to the commission. They provided samples of the product and directly solicited investors, according to the SEC.
Three women who ran a Lancaster-based beverage company were ordered to pay more than $14 million in combined penalties for allegedly defrauding and misleading investors over a three-year period, according to the Securities and Exchange Commission.
She Beverage Co. and its executives — Lupe L. Rose, 54, and Sonja F. Shelby, 60, of Palmdale and Katherine Dirden, 48, of Lancaster — have 30 days to pay the total, as ordered Thursday by the U.S. District Court for the Central District of California.
The company was slapped with a $12-million fine and $739,000 in prejudgment interest. Rose owes an additional $669,687, while Shelby and Dirden were each fined another $334,842.
Calls to a phone number listed for Shelby and Dirden were not returned.
Rose was arrested last week after a federal grand jury indictment alleged she had taken more than $13.5 million from more than 1,000 investors. A trial is scheduled for March 19.
Rose presented a 34-minute YouTube video as her response. In text, Rose said she endured “the profound injustice of racism, discrimination, and a targeted campaign orchestrated by the Securities and Exchange Commission.” She claimed that she spent more than $1 million in her legal defense and that her “resources to sustain the legal battle were exhausted.”
She said the SEC never took into account “all my legitimate business expenses,” thus “falsely portraying our company and its subsidiaries as mere shells.” Rose claimed the government disregarded business expenses, including payroll for 20 employees, marketing and promotions, utility bills, trademarks, lease and rent for five locations, travel expenses, research and development.
A call to the SEC’s media department was not immediately answered.
The SEC filed an initial civil complaint Sept. 14, 2021. The agency claimed that between 2017 and 2019, She Beverage raised more than $15 million from unregistered stock sales to more than 2,000 clients and investors nationwide.
The commission wrote that the company “falsely represented to investors” that 30% of funding would be allocated for beverage purchases. In reality, around 2% went toward beverages, while “at least $7.5 million” was redirected to pay for “cars and trucks, rent, luxury retail goods and trips to casinos,” the complaint alleges.
The commission said the three executives withdrew $6 million in cash and transfers and spent $1.2 million of that in casinos, along with $180,000 for eight cars and trucks for personal use and to pay off a loan for a Porsche owned by Shelby, according to the commission.
Other expenses alleged by the SEC included $100,000 for lease payments on a house and $50,000 for luxury goods such as Gucci and Louis Vuitton bags.
The founders “overstated and mischaracterized” company revenue to trick people into investing, according to the commission. She Beverage informed investors that the company had built a brewery, when construction was not completed, and falsely touted the brand’s bottled water as “proprietary” and “FDA-approved,” the SEC alleged in its lawsuit. The trio told investors they had “millions of their own money” invested in the company, whereas their portion was “much more modest.” The defendants also claimed that outsiders were interested in buying the company for hundreds of millions of dollars; the SEC said there were no offers.
The commission also claims that the executives told investors that an initial public offering “was imminent” when they hadn’t even begun to fill out paperwork.
She Beverage promoted itself as “a women-owned beverage manufacturer,” selling beer, wine, spirits and bottled water marketed to women, according to commission filings.
Between 2018 and 2019, Rose, Shelby and Dirden hosted three to four in-person meetings that included investors, according to the commission. They provided samples of the product and directly solicited investors, according to the SEC.
Three women who ran a Lancaster-based beverage company were ordered to pay more than $14 million in combined penalties for allegedly defrauding and misleading investors over a three-year period, according to the Securities and Exchange Commission.
She Beverage Co. and its executives — Lupe L. Rose, 54, and Sonja F. Shelby, 60, of Palmdale and Katherine Dirden, 48, of Lancaster — have 30 days to pay the total, as ordered Thursday by the U.S. District Court for the Central District of California.
The company was slapped with a $12-million fine and $739,000 in prejudgment interest. Rose owes an additional $669,687, while Shelby and Dirden were each fined another $334,842.
Calls to a phone number listed for Shelby and Dirden were not returned.
Rose was arrested last week after a federal grand jury indictment alleged she had taken more than $13.5 million from more than 1,000 investors. A trial is scheduled for March 19.
Rose presented a 34-minute YouTube video as her response. In text, Rose said she endured “the profound injustice of racism, discrimination, and a targeted campaign orchestrated by the Securities and Exchange Commission.” She claimed that she spent more than $1 million in her legal defense and that her “resources to sustain the legal battle were exhausted.”
She said the SEC never took into account “all my legitimate business expenses,” thus “falsely portraying our company and its subsidiaries as mere shells.” Rose claimed the government disregarded business expenses, including payroll for 20 employees, marketing and promotions, utility bills, trademarks, lease and rent for five locations, travel expenses, research and development.
A call to the SEC’s media department was not immediately answered.
The SEC filed an initial civil complaint Sept. 14, 2021. The agency claimed that between 2017 and 2019, She Beverage raised more than $15 million from unregistered stock sales to more than 2,000 clients and investors nationwide.
The commission wrote that the company “falsely represented to investors” that 30% of funding would be allocated for beverage purchases. In reality, around 2% went toward beverages, while “at least $7.5 million” was redirected to pay for “cars and trucks, rent, luxury retail goods and trips to casinos,” the complaint alleges.
The commission said the three executives withdrew $6 million in cash and transfers and spent $1.2 million of that in casinos, along with $180,000 for eight cars and trucks for personal use and to pay off a loan for a Porsche owned by Shelby, according to the commission.
Other expenses alleged by the SEC included $100,000 for lease payments on a house and $50,000 for luxury goods such as Gucci and Louis Vuitton bags.
The founders “overstated and mischaracterized” company revenue to trick people into investing, according to the commission. She Beverage informed investors that the company had built a brewery, when construction was not completed, and falsely touted the brand’s bottled water as “proprietary” and “FDA-approved,” the SEC alleged in its lawsuit. The trio told investors they had “millions of their own money” invested in the company, whereas their portion was “much more modest.” The defendants also claimed that outsiders were interested in buying the company for hundreds of millions of dollars; the SEC said there were no offers.
The commission also claims that the executives told investors that an initial public offering “was imminent” when they hadn’t even begun to fill out paperwork.
She Beverage promoted itself as “a women-owned beverage manufacturer,” selling beer, wine, spirits and bottled water marketed to women, according to commission filings.
Between 2018 and 2019, Rose, Shelby and Dirden hosted three to four in-person meetings that included investors, according to the commission. They provided samples of the product and directly solicited investors, according to the SEC.
