State securities regulators have issued an emergency order suspending any trading of common stock in Sweet Thanks International Inc., formerly Smithfield Inc.
The order issued Tuesday by the state Division of Securities also stops trading in the company's class A and B warrants, preventing holders of the warrants from acquiring additional shares.Division investigators said the stock is not registered to be traded in Utah. They claim its price was artificially inflated and that continued trading poses a danger to the public.
"This appears to be a classic box job in which `public' shares are actually held by a few persons," said division director Earl S. Maeser.
In a box job a small group of people artificially increase the price of a stock to several times its original value, then they "dump" the stock on the public at the inflated price. The division fears if the Sweet Thanks stock were allowed to trade, its price would drop significantly after unknowing investors had purchased it.
"We believe the action of the division at this time has avoided that possibility," Maeser said.
A public offering of Smithfield Inc. was conducted in the spring of 1989. Smithfield was a blind pool with the purpose of investing in "a business opportunity," the order said.
Johnson Bowles and Co. Inc. was underwriter for the initial offering, the order said. The Salt Lake brokerage recently had its license suspended by the state.
The offering was registered with the federal Securities and Exchange Commission, the order said, and not in Utah to avoid the state's requirements on blind pools.
But this year Smithfield merged with Sweet Thanks International Inc., a Utah corporation, the order said.
On Nov. 13, Sweet Thanks filed to register its stock in Utah, and that's when regulators noticed some alleged irregularities, Maeser said.
They found Sweet Thanks with pre-tax profits of $12,657 and net book value - the difference between assets and liabilities - of $426,257 on June 30. Yet its 2 million shares, which were initially offered at 5 cents a share, were trading at $5 a share, giving it a total market capitalization of $10 million.
The order alleged no independent market price for the securities exists and that the only plausible explanation for the inflated value of the stock was price manipulation by unknown individuals.