Case 2:21-cv-05273-SB-KS Document 51 Filed 06/17/22 Page 1 of 6 Page ID #:2823

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5 6 7 8 UNITED STATES DISTRICT COURT 9 CENTRAL DISTRICT OF CALIFORNIA 10 Western Division 11 SECURITIES AND EXCHANGE Case No. 2:21-cv-05273-SB-KS 12 COMMISSION,

FINAL JUDGMENT AS TO

13 Plaintiff, DEFENDANT BAYSIDE EQUITY, LP

14 vs. 15 Judge: Hon. Stanley Blumenfeld, Jr.

MATTHEW J. SKINNER, EMPIRE

16 WEST EQUITY, INC., LONGACRE

ESTATES, LP, BAYSIDE EQUITY,

17 LP, FREEDOM EQUITY FUND LLC, and SIMPLE GROWTH, LLC, 18 19 Defendants.

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1 For the reasons set forth in the Court’s separate order on Summary Judgment 2 and Default Judgment, the Court enters this Judgment as to Bayside Equity, LP 3 (Defendant). 4 I. 5 IT IS HEREBY ORDERED, ADJUDGED, AND DECREED that Defendant is 6 permanently restrained and enjoined from violating, directly or indirectly, § 10(b) of 7 the Securities Exchange Act of 1934 (the Exchange Act), 15 U.S.C. § 78j(b), and 8 Rule 10b-5 promulgated thereunder, 17 C.F.R. § 240.10b-5, by using any means or 9 instrumentality of interstate commerce, or of the mails, or of any facility of any 10 national securities exchange, in connection with the purchase or sale of any security: 11 (a) to employ any device, scheme, or artifice to defraud; 12 (b) to make any untrue statement of a material fact or to omit to state a 13 material fact necessary in order to make the statements made, in the light 14 of the circumstances under which they were made, not misleading; or 15 (c) to engage in any act, practice, or course of business which operates or 16 would operate as a fraud or deceit upon the purchaser. 17 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as 18 provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also 19 binds the following who receive actual notice of this Judgment by personal service or 20 otherwise: (a) Defendant’s officers, agents, servants, employees, and attorneys; and 21 (b) other persons in active concert or participation with Defendant or with anyone 22 described in (a). 23 II. 24 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that 25 Defendant is permanently restrained and enjoined from violating § 17(a) of the 26 Securities Act of 1933 (the Securities Act), 15 U.S.C. § 77q(a), in the offer or sale of 27 any security by the use of any means or instruments of transportation or 28 communication in interstate commerce or by use of the mails, directly or indirectly:

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1 (a) to employ any device, scheme, or artifice to defraud; 2 (b) to obtain money or property by means of any untrue statement of a 3 material fact or any omission of a material fact necessary in order to 4 make the statements made, in light of the circumstances under which 5 they were made, not misleading; or 6 (c) to engage in any transaction, practice, or course of business which 7 operates or would operate as a fraud or deceit upon the purchaser. 8 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as 9 provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also 10 binds the following who receive actual notice of this Judgment by personal service or 11 otherwise: (a) Defendant’s officers, agents, servants, employees, and attorneys; and 12 (b) other persons in active concert or participation with Defendant or with anyone 13 described in (a). 14 III. 15 IT IS HEREBY FURTHER ORDERED, ADJUDGED, AND DECREED that 16 Defendant is permanently restrained and enjoined from violating § 5 of the Securities 17 Act, 15 U.S.C. § 77e, by, directly or indirectly, in the absence of any applicable 18 exemption: 19 (a) unless a registration statement is in effect as to a security, making use of 20 any means or instruments of transportation or communication in 21 interstate commerce or of the mails to sell such security through the use 22 or medium of any prospectus or otherwise; 23 (b) unless a registration statement is in effect as to a security, carrying or 24 causing to be carried through the mails or in interstate commerce, by any 25 means or instruments of transportation, any such security for the purpose 26 of sale or for delivery after sale; or 27 (c) making use of any means or instruments of transportation or 28 communication in interstate commerce or of the mails to offer to sell or

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1 offer to buy through the use or medium of any prospectus or otherwise 2 any security, unless a registration statement has been filed with the 3 Commission as to such security, or while the registration statement is the 4 subject of a refusal order or stop order or (prior to the effective date of 5 the registration statement) any public proceeding or examination under 6 § 8 of the Securities Act, 15 U.S.C. § 77h. 7 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, as 8 provided in Federal Rule of Civil Procedure 65(d)(2), the foregoing paragraph also 9 binds the following who receive actual notice of this Judgment by personal service or 10 otherwise: (a) Defendant’s officers, agents, servants, employees, and attorneys; and 11 (b) other persons in active concert or participation with Defendant or with anyone 12 described in (a). 13 IV. 14 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that Defendant 15 is liable for disgorgement of $1,159,369.00, plus prejudgment interest thereon in the 16 amount of $30,204.22, jointly and severally with co-Defendants Empire West Equity, 17 Inc. and Matthew J. Skinner, representing profits gained as a result of the conduct 18 alleged in the Complaint. 19 Defendant shall satisfy this obligation by paying $1,189,573.22 to the 20 Securities and Exchange Commission (SEC) within 30 days after entry of this 21 Judgment. Defendant may transmit payment electronically to the SEC, which will 22 provide detailed ACH transfer/Fedwire instructions upon request. Payment may also 23 be made directly from a bank account via Pay.gov through the SEC website at 24 http://www.sec.gov/about/offices/ofm.htm. Defendant may also pay by certified 25 check, bank cashier’s check, or United States postal money order payable to the 26 Securities and Exchange Commission, which shall be delivered or mailed to: 27 Enterprise Services Center Accounts Receivable Branch 28 6500 South MacArthur Boulevard

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1 Oklahoma City, OK 73169 2 and shall be accompanied by a letter identifying the case title, civil action number, 3 and name of this Court; Bayside Equity, LP as a defendant in this action; and 4 specifying that payment is made pursuant to this Judgment. 5 Defendant shall simultaneously transmit photocopies of evidence of payment 6 and case identifying information to the SEC’s counsel in this action. By making this 7 payment, Defendant relinquishes all legal and equitable right, title, and interest in 8 such funds and no part of the funds shall be returned to Defendant. 9 The SEC shall hold the funds (collectively, the Fund) and shall distribute the 10 Fund in a manner consistent with the Supreme Court’s admonition in Liu that the 11 disgorgement remedy must be for the benefit of investors. Liu v. Sec. & Exch. 12 Comm’n, 140 S. Ct. 1936, 1947–49 (2020). The Court shall retain jurisdiction over 13 the administration of any distribution of the Fund. The SEC may disburse funds to 14 the defrauded investors without seeking leave of Court. If the SEC wishes to 15 send any portion of the Fund to the United States Treasury or otherwise dispose 16 of the Fund in any manner besides compensating the defrauded investors, the 17 SEC must first obtain approval from the Court unless it has already distributed 18 the full disgorgement amount to investors. 19 The SEC may enforce the Court’s judgment for disgorgement and prejudgment 20 interest by moving for civil contempt (and/or through other collection procedures 21 authorized by law) at any time after 30 days following entry of this Judgment. 22 Defendant shall pay post judgment interest on any delinquent amounts pursuant to 28 23 U.S.C. § 1961. 24 V. 25 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that, solely for 26 purposes of exceptions to discharge set forth in § 523 of the Bankruptcy Code, 11 27 U.S.C. § 523, the allegations in the complaint are true and admitted by Defendant, 28 and further, any debt for disgorgement, prejudgment interest, civil penalty or other

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1 amounts due by Defendant under this Judgment or any other judgment, order, consent 2 order, decree or settlement agreement entered in connection with this proceeding, is a 3 debt for the violation by Bayside Equity, LP of the federal securities laws or any 4 regulation or order issued under such laws, as set forth in § 523(a)(19) of the 5 Bankruptcy Code, 11 U.S.C. § 523(a)(19). 6 VI. 7 IT IS FURTHER ORDERED, ADJUDGED, AND DECREED that this Court 8 shall retain jurisdiction of this matter for the purposes of enforcing the terms of this 9 Judgment. 10

11 Dated: June 17, 2022 12 ____________________________________ 13 HON. STANLEY BLUMENFELD. JR.

UNITED STATES DISTRICT JUDGE

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