Gerova Engages Kroll to Investigate Short Seller
By Gerova Financial Group Ltd., PRNEMonday, January 17, 2011
HAMILTON, Bermuda, January 18, 2011 - Gerova Financial Group, Ltd. ("Gerova") (NYSE: GFC), a diversified
financial services company, said today that it has retained the services of
Kroll, the leading global intelligence and risk analysis firm, to investigate
possible market manipulation and collusion aimed at driving down the price of
Gerova's stock. Gerova intends to make public the findings of the
investigation.
At issue is a Jan. 10 document circulated by Dalrymple Financial LLC,
which purports to be an "independent" and "impartial" investment advisory
firm, but is merely a vehicle for a disinformation campaign orchestrated by
Keith Dalrymple, a sometime securities analyst with a questionable regulatory
background, according to Gerova. Other than the Gerova document, no other
"reports" are available on the Dalrymple website.
The Dalrymple Document, printed and laid out to resemble a report by a
reputable securities firm but offering no address or phone number and
published on a website in Bulgaria with an anonymous owner, is replete with
materially false information and reaches a series of speculative and
unsupported conclusions aimed at damaging Gerova in the marketplace by
driving down its stock price. Dalrymple's claims that the company has
acquired overvalued assets are not true. On page 18 of the 19-page document,
the author finally reveals his motive, disclosing that the firm has a short
position in Gerova stock — meaning it profits if the shares fall in value.
The short interest in Gerova stock more than doubled during the first half of
December.
Short selling is legal and can be a useful check on stock market excess,
but if undertaken in tandem with the coordinated dissemination of false
information it crosses the line into market manipulation. One of Kroll's
tasks in its investigation will be to discover whether Dalrymple acted in
concert with others to concoct or spread the falsehoods contained in the
document. Gerova is already in possession of documentation regarding the
participation of other parties in the dissemination of false and misleading
information, including at least one convicted felon currently on federal
supervised release stemming from a conviction for multi-million dollar bank
fraud.
Dalrymple Finance LLC is managed by husband and wife team, Keith and
Victoria Dalrymple. According to biographical information on the Dalrymple
website, which is hosted in Eastern Europe, Keith Dalrymple was previously
Director of Research at New York Global Securities, Inc. For two years in
2005 to 2007, coinciding with Dalrymple's employment, securities regulators
at FINRA investigated New York Global Securities finding the brokerage firm
responsible for various securities violations, including violations in
connection with equity research published by New York Global Securities.
FINRA regulators brought charges that, "[the] research reports violated NASD
conduct rule 2711 governing the content and disclosures required for equity
research reports, and NASD conduct rule 2210(D) governing content standard
for communicating with the public. The firm failed to disclose its actual,
material conflicts of interest as required by NASD Rule 2711(H)(1)(C) and the
reports also violated other sections of NASD's research report rules." FINRA
imposed a fine of $45,000 and ordered a six month suspension of the company
in the publication of any further research. Keith Dalrymple no longer holds
any securities licenses.
Gerova is committed to full transparency in its financial reporting and
takes seriously its obligations to provide accurate and timely information to
the public and its shareholders. Gerova is current in its reporting
obligations, including those of the New York Stock Exchange and the
Securities and Exchange Commission (SEC). Gerova's next financial report, due
in June for the 12-month period ending December 31, 2010, is in the process
of being prepared. The annual report will be Gerova's first full-year results
after having converted from a non-operating cash shell to an operating
company in January 2010. Gerova intends to file this report in a timely
manner and anticipates disclosures will be comprehensive. Furthermore, Gerova
intends to file financial reports quarterly subsequent to its proposed
acquisition of the two institutional investment banking firms previously
disclosed.
About Gerova Financial Group, Ltd.
Gerova Financial Group is a diversified financial services company that
aggregates permanent equity capital through the acquisition of private equity
portfolios in exchange for its shares, and then redeploys the acquired assets
to provide additional capital for income-producing financial services
companies. Gerova went public as a Special Purpose Acquisition Company
(SPAC), then in January 2010 successfully became an operating company as a
result of acquiring nine private equity portfolios and operating insurance
companies in exchange for its public shares. In December, Gerova announced
the proposed all-share acquisitions of investment banks Seymour Pierce and
Ticonderoga Securities. Gerova was admitted to trade on the NYSE in September
2010 and is listed in the Russell 2000(R) index published by Russell
Investments, a ranking of the top US-listed public companies.
Forward Looking Statements
This press release may contain forward-looking statements within the
meaning of the Private Securities Litigation Reform Act of 1995 regarding the
Company, its acquired assets and the Company's business after completion of
the transactions consummated in January 2010. Forward-looking statements are
statements that are not historical facts. Such forward-looking statements,
which are based upon the current beliefs and expectations of the management
of the Company, are subject to risks and uncertainties, which could cause
actual results to differ from the forward-looking statements. The following
factors, among others, could cause actual results to differ from those set
forth in the Forward-Looking Statements: (i) potential material reductions in
the value of a substantial portion of the Company's assets acquired in
connection with the business combinations consummated in January 2010; (ii)
officers and directors allocating their time to other businesses or
potentially having conflicts of interest with the Company's businesses; (iii)
success in retaining or recruiting, or changes required in, the Company's
officers, key employees or directors; (iv) the potential liquidity and
trading of the Company's public securities; (v) the Company's revenues and
operating performance; (vi) changes in overall economic conditions; (vii)
anticipated business development activities of the Company following
consummation of the transactions described above; (viii) risks and costs
associated with regulation of corporate governance and disclosure standards
(including pursuant to Section 404 of the Sarbanes-Oxley Act of 2002); and
(ix) other relevant risks detailed in the Company's filings with the SEC. The
information set forth herein should be read in light of such risks. Neither
the Company nor any target companies or funds we intend to acquire assumes
any obligation to update the information contained in this release.
Contact: For Gerova Financial Group, Ltd.: Jeff Lloyd Thomas Mulligan Sitrick and Company +1-212-573-6100
For Gerova Financial Group, Ltd.: Jeff Lloyd, or Thomas Mulligan, both of Sitrick and Company, +1-212-573-6100
Tags: Bermuda, Gerova Financial Group Ltd., Hamilton, January 18