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The SEC has temporarily halted trading of Neuromama Ltd.

bloomberg.com

175 points by peterjliu 10 years ago · 142 comments

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Animats 10 years ago

Trading was just halted in Neuromama (OTC:NERO), a startup with a $35 billion market cap. They have a search engine (https://neuromama.com/), a social network (http://vica.life/), and claim "heavy ion fusion" and oceanfront property in Mexico. The CEO got out of prison 6 years ago.

WTF?

  • thegranderson 10 years ago

    Very helpful explanation from a thread about this on reddit (narrated from the first person perspective of the scammer):

    It's pretty beautiful in an illegal sort of way: So the clever short sellers borrow and sell 100,000 shares of stock at $2 each, hoping to profit when it crashes to zero.

    By hypothesis, there are no buyers. But we buy. We buy those 100,000 shares for $2 each, laying out $200,000. Now we own 300.1 million shares, out of 300 million outstanding.

    On Thursday we go to our brokers and say "you know what, we changed our minds, we want our stock back from whoever you loaned it to."

    So the brokers call in the short sales.

    The short sellers can't borrow the stock anywhere else. We own it all. So they have to close out their short sales by buying in the stock.

    But they can't buy the stock anywhere else either. We own it all. So they have to buy it from us. How much do we charge?

    Yeah, $15. Or $20 or whatever, I don't know. We can charge whatever we want. If the short sellers don't buy the stock, they're breaking the law. So they'll pay whatever we ask.

    They pay $20 to buy back the shares they sold us at $2, making us a $1.8 million profit.

    source: https://www.reddit.com/r/investing/comments/4wvlkv/a_scam_wi...

    [edit: formatting]

    • brownbat 10 years ago

      If you follow that link all the way back to the original source, you're back at Bloomberg, and the writing of Matt Levine.[0]

      It provides additional context, some entertaining footnotes, and is generally just very much worth the trip.

      [0] https://www.bloomberg.com/view/articles/2014-07-11/cynk-make...

      • MichaelGG 10 years ago

        That's so damn cool. So does the SEC regularly just raid places or wiretap them or ...? Seems like more sophisticated financial scams can just go undetected or impossible to prosecute if you split it up enough.

    • ChuckMcM 10 years ago

      This sounds pretty amazing but I can't figure out bindings for all the pronouns.

      Who are the short sellers? Who are the brokers? are they complicit? Is one of them acting as the market maker for the stock? When the con is exploded and the money gets paid back, where did it come from? The short sellers? the brokers? thin air?

      • kevinpet 10 years ago

        Eve finds NeuroMama, a worthless stack of nothing but shady documents, and importantly, without a significant number of shares available to borrow. She knows how to manipulate markets and doesn't care much for legality. Eve buys a significant position in NeuroMama over a period of time. She can do this cheaply, but slightly drives up the price.

        Alice sees that the stock price has increased and this puts it on her radar of companies to investigate. She sees that NeuroMama is a worthless stack of nothing but shady incorporation papers. Alice thinks the stock value will decline. She goes to her broker, Bob, to borrow shares so that she can short sell. Bob calls around Long Island and locates some shares belonging to Eve for Alice to borrow.

        Alice offers these shares for sale. Eve buys up a significant portion of them and puts them back on the market for sale at a massive markup.

        Eve calls back her shares. Alice is required to return the shares to Eve. But Alice has sold those shares, so she must buy them back. She tries to find anyone to buy them from. Unfortunately, Eve is the only one selling, so Alice must pay Eve's price.

        The only money that has changed hands is between Alice and Eve. There was no $34B, only a small fraction of the shares changing hands at highly inflated prices. If Eve is caught she'll need to disgorge her earnings to Alice.

      • elevensies 10 years ago

        This is a typical short squeeze. ( https://en.wikipedia.org/wiki/Short_squeeze ) [ With the caveat that I'm far from an expert on this, I just have a collection of documents of many failed corners and very few successful corners. ]

        The short sellers are anyone with a negative outlook on the stock. For example, some hedge funds do 50% buying, 50% short selling, so in theory they are neutral to overall market conditions.

        The brokers in this case have been permitted to lend out the stock to earn extra money, the short sellers are ordinary customers of the brokers, the short sellers don't necessarily have any special relationship with the brokers.

        The market maker would be buying as much as selling, and not holding any position over extended time, so they don't influence this event.

        In theory, the short sellers have to pay up to meet their obligations.

      • delecti 10 years ago

        Side note unrelated to your question itself, the name for the reference that a pronoun points to is an antecedent.

        Not trying to correct you, I just think grammar is nifty.

      • monochromatic 10 years ago

        Same here. Reading the original makes things clearer though.

        https://www.bloomberg.com/view/articles/2014-07-11/cynk-make...

      • thegranderson 10 years ago

        Haha yeah the pronouns are not the clearest in this. Let me try:

        Let's set up three parties to this scam: 1. The Scammers - these people start the company 2. The Short Sellers - these are the "smart money" who uncover some fictitious/sketchy company and want to profit 3. Brokers - these are the intermediaries through which both The Scammers and The Short Sellers trade

        First, The Scammers set up the company and take it public on some sort of lightly regulated exchange (look up pink sheets, over-the-counter trading, etc.). These are not the NY Stock Exchange where an IPO has to be somewhat legitimate.

        Second, The Scammers lightly trade the stock up among themselves over time until it looks overvalued enough for The Short Sellers to notice it in their quantitative screens and get interested.

        Then, expecting the price to drop, The Short Sellers decide they want to sell short the stock. This would generally mean that they borrow the shares from someone that has them (e.g., borrow 100 shares at $10 a share), sell them to someone else (e.g., all 100 shares at $10 a share), and buy shares again when the price goes down (e.g., buy 100 shares at $2 a share) to repay the person they bought them from (to whom they owe 100 shares, regardless of share price).

        So, in order for the Short Sellers to orchestrate this, they turn to Brokers, who match buyers and sellers. Since this company is a scam, only The Scammers have any shares. So the Brokers go find The Scammers (hopefully not realizing they are scammers), and ask them to lend their shares to The Short Sellers. The Scammers gladly do this.

        Next, the Short Sellers want to sell their borrowed shares back to someone, so they are set up for when the price drops. Again, The Scammers are glad to buy these shares (putting up some cash to do so).

        When enough Short Sellers get involved, or when The Scammers feel like it, they will call up their Brokers and ask for the shares they loaned back. There are some rules around this, but they can generally call them back. Now begins an epic short squeeze - the Short Sellers don't have any shares, but they owe them to someone, not realizing that the person they borrowed from is the same as the person they sold to (The Scammer in both cases).

        So, the Short Sellers go out looking for shares to buy to repay their loan (again, denominated in shares, not cash). But since only The Scammers have shares, they can demand any price, and they do. They demand higher and higher prices, until the Short Sellers finally have to pay up exorbitantly for shares to pay back their loan. The Short Sellers buy shares from The Scammers at wildly high prices, and return them (through a Broker) to The Scammers, who are very pleased with themselves, having both sold their shares for 100s of times what they bought them for, and having gotten the shares returned to them.

        • ChuckMcM 10 years ago

          Ok, that is helpful. I'm still a bit confused though. (where's collida when you need him?)

          So I get the point where the scammer is selling options amongst themselves to get the stock price to rise. I put out an "ask" and then later come back with another shell company/identity and buy that stock with my "bid". Brokers are handling these transactions by connecting the buyers to the sellers (which happen to be the same people so they can buy an sell at an arbitrary price and only the brokers are making any money on the transaction fees.)

          Now you stipulate this causes the stock to show up as "over valued" based on pretty standard technical analysis. Sort of "look no revenue but people are buying this stock for $2? WTF?"

          So our short seller (who isn't a scammer right? they are being scammed?) goes to their broker and says we think this price is too high and its going down, so we want to sell a put option (that is the promise of a sale) of these shares at $2 a share, 6 months from now. Since they are an options trader and they know how these things go, they also buy a call option, to buy shares at $2.25 6 months from now. This is known as a "butterfly" if the shares go up you will be able to cover your put options with shares from the call option and "lose" only 25 cents per share, if the shares go down, the person on the other side of your put buys your shares for $2 and you sell them for less than $2 and pocket the difference.

          What I don't understand is what broker is going to play the other side of the short seller's order book?

          If our scammers agree to sell a call option at $2 to counter balance the short seller's put option, they are forced to sell at $2, they can't decide to sell at $20.

          How does the scammer get the short seller's broker to take a bath here? They aren't some dupe in an investment club who things "its going to the moon!" and so buying what ever comes out, they are trading options on high risk securities over the counter (in many ways the highest risk securities).

          So the only way I see this working is if the broker in this melodrama is corrupt and telling someone to short a stock which the broker does not ever get control over (essentially con them into a naked short).

          • rdtsc 10 years ago

            But there are no options involved here. Short selling is a separate strategy that doesn't involve options at all (as far as I understand).

            Your point still stands and in respect to broker(s), I wonder if they:

            * knew, but could ignore it, because it is legal and they wanted to collect the fees

            * didn't know

            * knew, and should have done something, but didn't, and thus broke some law.

        • peternilson 10 years ago

          Ah makes sense now, thanks for illustrating it so clearly.

        • codedokode 10 years ago

          And why is this scheme illegal? Isn't it Short Sellers' fault that they have borrowed shares without reading the conditions properly? They could just buy them.

          It looks like a casino where you are allowed only to lose, not a free market where you can trade however you like. Once you find a profitable scheme you go to jail.

    • downandout 10 years ago

      This is called a short squeeze. It's done all the time and is not illegal. Pumping the stock up at first through manipulative transactions is illegal, but not all overvalued stocks get that way through illegal means. If you have an overvalued stock and short sellers move in, conducting a short squeeze against those sellers is not by itself illegal and can be an effective way to encourage short sellers to stay away from the stock.

    • theyoungestgun 10 years ago
    • celias 10 years ago

      Sounds like the plot of the "Ties That Bind Us" episode of the BBC show Hustle from 2006

    • rhizome 10 years ago

      Sounds like what SCOX was speculated to be doing on their way down the chute during the IBM suit.

  • fuddle 10 years ago

    Their Android app only has 10-50 installs :0 https://play.google.com/store/apps/details?id=com.vica.chat

  • tetrep 10 years ago

    Wow. That social network feels like a kinda creepy way to remember someone. Seems a little too attached. Additionally, it has a store (because why not?) and I figured I would check it out because at this point I'm mildly impressed by the effort they've put forth. The store is just Amazon affiliate links.

  • semi-extrinsic 10 years ago

    https://neuromama.com/get/web/WTF

    I am entirely unsure how this search engine works.

  • homero 10 years ago

    Wow that logo looks like a birthday banner

  • overcast 10 years ago

    What the hell am I even looking at with neuromama?

  • beedogs 10 years ago

    Something about a sucker being born every minute seems appropriate.

honkhonkpants 10 years ago

"He left prison in August 2010 after being sentenced for five years for defrauding investors, in a $1.8 million scheme through misrepresentations tied to the renovation of a Las Vegas casino. The Ukrainian immigrant was sued by the SEC in the 1990s for orchestrating a $12 million penny stock scam. He was ordered to pay more than $21.6 million in disgorgement and penalties for selling unregistered securities from 1993 to 1996."

Why isn't this guy on the bad actors list?

ultrasandwich 10 years ago

With the apparent gold mine of batshit footage[0][1][2][∞], horrifying failed PR stunts[4], pdfs[5], and fake products, I really, really, hope someone with the right skills picks up the documentary ball here...

[0] - https://www.youtube.com/watch?v=ok-8uVR4Pa0

[1] - https://www.youtube.com/watch?v=tZhI5zRJ8zw

[2] - https://www.youtube.com/watch?v=hreCQlJB7bE

[3] - https://www.youtube.com/watch?v=23C_fKGuSls

[4] - https://www.youtube.com/watch?v=A1rbxisJGJ4

[5] - https://encrypted.google.com/search?hl=en&biw=&bih=&q=site%3...

[∞] - https://www.youtube.com/channel/UCbSwch2hCQcgy-ecz1Z_guQ

edit: spacing

chollida1 10 years ago

> The SEC has pushed to keep shell companies out of the hands of fraudsters, who manipulate their shares to make illegal profits through a so-called pump-and-dump scheme.

So if you wondered what a shell company is, one way to get a publicly traded company is to buy the "shell" of an existing company that is already public but wound down operations.

Sort of a take over of just the name, incorporation documents and exchange documents that let it list. You'd then delist and have your shares only trade OTC. This helps explain why they haven't filed any financials for the past few years.

If you look at its trading history, NERO US Equity<HP GO> if you have a Bloomberg terminal, you can see that it traded a few hundred shares a day and slowly climbed up each day. This probably indicates that the shares are very tightly held. So the owners can't really cash out by selling their shares, but they can possibly use the shares as collateral.

Being so tightly held also eliminates the possibility of shorting the company, though shorting any OTC symbol is always a bit sketchy.

syassami 10 years ago

For comedic gold visit http://investor.neuromama.com/

jonah 10 years ago

What is this[1]?!

"To fully understand the difference between our Business Opportunity ad and all the other business opportunity ads you've been reading, the first thing you must know is that we are offering an overflowing profit palette of business 'opportunities', not just a single business 'opportunity.'..."

Plus 30 more paragraphs of similar madness.

[1] http://investor.neuromama.com/licensing-territories.html

gragas 10 years ago

I found this on the "Special Password Protected Area for Original Baja California Investors" page:

> Why would it make sense for APPLE Computers to acquire NeuroMama, Ltd.

> (1) If APPLE acquired NeuroMama, Ltd. it could potentially generate $100 billion, by selling advertising, in new revenues per year within 5 years by replacing GOOGLE with Neuromama.com’s Search Engine based on Neural Technology in APPLE's browser - SAFARI. Of course, it no longer will be NeuroMama.com search engine .... it will be APPLE Search Engine.

...what?

  • Cyph0n 10 years ago

    > Of course, it no longer will be NeuroMama.com search engine .... it will be APPLE Search Engine.

    Of course.

lifeisstillgood 10 years ago

(Sorry bout this folks - just trying to wrap my head around it)

What we seem to know and the unanswered questions:

- this seems to be an atrociously bad startup (their "search engine" proxies Google but can be easily tripped)

- it seems to have been a genuine IPO (2000???) that then failed (see search engine) and yet the outstanding shares trade OTC (between large institutions privately - a very common method)

- the scam that seems to be happening is curious (See good explanation about Eve down thread). The idea is bad scammers can trap genuine hedge funds into a short squeeze on this very rarely traded stock. But no sane hedge fund will short the stock without also buying a call option - and so it seems only insane hedge funds get ripped off here.

My questions:

Why on earth are these stocks still lying around and being traded OTC. This seems the sort of thing that would never get allowed on any genuine exchange (the company could barely fulfill minimum reporting requirements)

Why did anyone take this as a "naked short"? Options trading is risk risk risk and people do this for a living aren't fools. Are they?

Even if this got public in the dotcom boom, why is such a scammy company still allowed to operate with outstanding shares ? I mean they have only just halted trading on a company that proxies Google ... Why give the imprimatur of SEC over the past few years to such crap?

  • PhantomGremlin 10 years ago

    But no sane hedge fund will short the stock without also buying a call option

    Bill Ackman reads this and says "Oh, shit ... you can do that? Why didn't someone tell me that before I lost about $1 billion shorting that POS Herbalife pyramid scheme?"

    In other words, sometimes "insane" hedge funds are run by BSDs[1] who are convinced they are the smartest guys in the room. They're so convinced that a stock is worthless that they don't bother doing something prudent like buying protective calls.

    And then guys like Carl Icahn buy HLF stock just for the lulz, knowing that they are giving Ackman a very painful galactic wedgie.

    Wall Street is definitely Adult Swim. And occasionally joker hedge funds need to be reminded of that.

    [1] not Berkeley, but Liar's Poker

  • pjc50 10 years ago

    They didn't take it as a naked short, that's no longer allowed: they had to borrow to short, and the borrowing was called in.

    Presumably they couldn't find someone to write the call option at a reasonable price. Which makes sense for a volatile thinly traded stock.

  • JumpCrisscross 10 years ago

    > no sane hedge fund will short the stock without also buying a call option

    Short plus a call is a put. If you can buy a call you can just buy a put. Thinly-traded stocks such as this one would not have exchange-listed options.

dn95 10 years ago

All their website does is scrape Google and return the results. I found this by causing an error by accident which shockingly exposes this error page: (http://i.imgur.com/w0tgNUA.png)

ipsin 10 years ago

Why on earth does NASDAQ make it look so much like Neuromama (NERO) is a real NASDAQ-listed company? If I was trying to fool investors, this is the link I would use:

http://www.nasdaq.com/symbol/nero/stock-chart

partiallypro 10 years ago

The Business Insider headline (original, and yes Business Insider is terrible) from today was quite funny.

"This $35 billion company supposedly owns 'a clone of Amazon’ and is developing atomic fusion — and the SEC thinks something might be wrong."

paulpauper 10 years ago

This makes no sense...OTC stocks are almost never bigger than a billion dollars. This used to be at $28 in 2012, which meant is was still worth over $20 billion but the SEC didn;t notice then. No information about this company. not even a wiki page. I think the $35 billion may be a typo and it's only $35 million. There is something missing in the reporting. Maybe it traded at a penny and went to $55 ,maybe it wound be worth billions but it never got lower than $10

  • kgwgk 10 years ago

    There were strange things going on with the numbers of shares outstanding in 2013, I wouldn't jump to conclusions about historical prices/market-caps without double checking.

ElliotH 10 years ago

Read the (Important Disclosure) pdf at the bottom of http://investor.neuromama.com/ - It's amazingly crazy.

  • hashmymustache 10 years ago

    Here: http://investor.neuromama.com/uploads/2/4/6/9/24695823/impor...

    It's a 68 page, haphazardly stitched mess of documents. Can't say they're not confident in their product:

    From page 37: "NeuroBrowser of NeuroMama.com is the best, easiest to use, and blocks all kind of viruses and pop-outs on your screen...In 2 years the NeuroMama stock will be the most popular and will make NeuroMama shareholders and employees very, very rich. NeuroMama.com is the best Search Engine in the world."

  • wwwdonohue 10 years ago

    My favorite: "I can provide a lot of references, who will say that I always keep my word, although on many occasions due to unforeseen circumstancesit could take longer for me to deliver on my promises."

jondubois 10 years ago

Wow - They don't even bother actually building a realistic-looking product. Their NeuroMama search engine doesn't seem to work at all and it has pictures of (Russian-looking) priests and clowns in the background.

I think this is pretty much like gambling though... Not so different from how most people deal with the NYSE or NASDAQ (most people know nothing and make decisions based entirely on hype/media). People gamble on horses and lottery, and they also gamble on stocks... I think if someone can pull this off, they deserve the money as much as any legitimate company on the NASDAQ or NYSE.

A lot of these NASDAQ/NYSE companies have overinflated valuations (far beyond their real intrinsic value); it's the same thing except in this case, the intrinsic value is 0.

largote 10 years ago

Who honestly believes this company is worth anywhere near $35B?

eggy 10 years ago

Tiajuana, Mexico? Siberia? Sounds like the makings for a 'Red Dawn 2: Putin and El Chapo" where Trump is holed up with the NRA as patriotic rebels protecting Hillary, the POTUS ;)

The 2012 film remake of Red Dawn made China the bad guys compared with 1984 original Red Dawn where Russia and Cuba were the bad guys.

But seriously, could this be used to launder money, or the scam wouldn't allow for it based upon the setup of the short squeeze? Could money be put in the system this way and cleaned and turn a profit at the same time?

executive 10 years ago

NeuroMama, LTD. is a development stage company which designs and implements the Internet Platform containing all of the popular components used by majority of population. NeuroPlatform offers its users more search relevancy, privacy and FSR - Frequent Search Rewards. NeuroPlatform consists of NeuroMama.com search engine, based on Neural Technology (Artificial Intelligence), secure e-mail service - Neuro-Mail, NeuroBrowser with a special version for children, NeuroMania social network with multitude of features such as Video management system, marketplace and auction, TviMama.com Video On-Demand and Live Broadcasting Infrastructure, functioning as the next generation Internet Content Distribution Platform (CDP). The NeuroZone online shopping mall is in implementation stage that will offer its users and vendors unique online shopping experiences, provide its e-commerce merchants with ability for instant integration to NeuroZone platform, and reward users for shopping at NeuroZone merchants. The flagship store for NeuroZone will be NeuroMania Department Store with large variety of products sold under the NeuroBrand such as NeuroPad, NeuroPhone, NeuroBook, etc. The company is currently in the process of establishing its presence in China to sell advertising and to establish Joint Ventures with manufacturers in China in order to deliver large profit margins in NeuroMania online store and brick and mortar store locations as part of its licensing program. NeuroMama, Ltd. is in the process of researching, designing and implementing its licensing program to accelerate growth of revenues worldwide. NeuroMama, Ltd. is currently implementing revenue generating infrastructure to sell advertising on its Internet Platform.

http://seekingalpha.com/symbol/NERO

ryporter 10 years ago

I trade this market professionally, and it is quite easy to massively elevate your stock price if you control most of the floating shares. These sorts of price run-ups happen very regularly, but, to their credit, the SEC normally stops them before they get this far. They are typically able to halt trading by the time it's worth a billion dollars, two tops. :/

singularity2001 10 years ago

TL;DR (DontRead)

Some con artist gets expelled from US after spending 6 years in prison for investment fraud. Tries new pump and dump gig from Mexico called NeuroMama, deliberately hilariously crazy stupid.

Issues some 650M shares, sells 200 for 50$, probably to himself, gets stopped by SEC. Holds the remaining 650M-200 shares, that's where the trillion dollar figure comes from.

Time to stop calling virtual shares 'market cap' or even 'worth'!

That's pretty old and boring, the 'new' attempted twist is called short squeeze, see and thank @thegranderson for explanation.

Shun the Neuromama meme.

This gives a whole new dimension to the word 'pump and dump con artist': https://www.youtube.com/watch?v=A1rbxisJGJ4

haddr 10 years ago

I got very nice error from their search engine, revealing a bit where they get results from :)

http://pastebin.com/RnsB33Ea

DON1 10 years ago

WHY WOULD THEY JUST SUSPEND THE STOCK TRADING, WHAT IS THE ILEGALITY HERE? THAT THEIR STOCK TRADES AT $56DLLS AND THEY HAVE LOW VOLUME? OR THAT THEY HAVE NOT FILED THEIR FINANCIAL DOCUMENTS? I HAVE READ ON ONE OF THEIR CONTRACTS THAT THEY PERFECTLY STATE THAT THEIR COMPANIE USES INVESTORS CAPITAL SEED TO FUND PROJECTS. WELL LETS JUST WAIT AND SEE WHAT HAPPENS ON THE 26TH OF THIS MONTH

ekiara 10 years ago

That "search engine" looks like it was never really build to be used. I searched the term "blender" and got this:

`ErrorException in getResults.php line 45:`

https://neuromama.com/get/web/blender

dzlobin 10 years ago

http://investorshub.advfn.com/boards/read_msg.aspx?message_i...

This forum post has links to some of their financials which are just comical.

tlrobinson 10 years ago

$35 billion market cap, but it looks like the daily volume is never more than ~$200,000...

adamontherun 10 years ago

Screenshot of a search for "8 billion" on neuromama.com http://imgur.com/a/Y1Ior

gruez 10 years ago

>To read more about the saga of Cynk, click here.

...with no link to click on

walrus01 10 years ago

This is like watching a flaming dumpster fire.

davidgerard 10 years ago

Bloomberg's headlines are infuriatingly clickbaity these days.

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