February 7, 2025/US SEC
On January 15, 2025, the U.S. District Court for the Southern District of New York entered a final judgment against technology company, Airborne Wireless Network, its undisclosed control person, Kalistratos “Kelly” Kabilafkas, and his father, Timoleon “Tim” Kabilakfas, for orchestrating a fraudulent scheme to gain control of Airborne, promote its stock, and defraud investors.
According to the SEC’s complaint, filed on March 2, 2021, Kelly Kabilafkas covertly purchased essentially all the outstanding shares of a shell company that would become Airborne, which he secretly controlled, and then distributed millions of shares among himself, his father, and other associates. As alleged, Kelly Kabilafkas and his associates deceived Airborne’s transfer agent and several broker dealers to have the shares transferred into Kabilafkas’ and his associates’ names, deposited in their brokerage accounts, and cleared for sale to the public. Also as alleged, Kelly Kabilafkas, through Airborne and its nominal CEO, co-defendant Jack Edward Daniels, spent millions of dollars on an advertising campaign that concealed that Airborne was a vehicle for Kabilafkas’s fraudulent scheme. The complaint further alleges that during the campaign, the Kabilafkases and their associates sold their Airborne shares for proceeds of more than $22 million. At the same time, as alleged, Airborne raised approximately $22.8 million from unsuspecting investors through public and private offerings, while Airborne’s materially false and misleading statements about the company were publicly available. In total, the Complaint alleged that the scheme raised nearly $45 million.
On September 12, 2023, the Court granted the Commission’s motion for summary judgment against Kelly and Tim Kabilafkas, Airborne, and Daniels, finding they had engaged in a scheme to take undisclosed control of Airborne and carry out a “pump and dump” in violation of Section 10(b) of the Securities Exchange Act of 1934, Rule 10b-5 thereunder, and Section 17(a) of the Securities Act of 1933. The Court also granted the Commission’s motion for summary judgment for its unjust enrichment claims against two relief defendant trusts controlled by the Kabilafkases.
On November 26, 2024, the Court granted the Commission’s motion for remedies and final judgment, finding Kelly Kabilafkas liable for over $44 million in disgorgement, $12 million in prejudgment interest, and $21 million in civil penalties. The Court also assessed civil penalties against Tim Kabilafkas and Airborne, in the amounts of $460,928 and $1,152,314, respectively, and also ordered them and the relief defendants to pay disgorgement and prejudgment interest on a joint and several basis with Kelly Kabilafkas. In addition, the Court permanently enjoined Kelly and Tim Kabilafkas and Airborne from further violations of the antifraud provisions of the federal securities laws and imposed a penny stock bar against each of the Kabilafkases. The Court stayed the case against Daniels, pending the conclusion of the parallel criminal action against him.
The Commission’s litigation is being led by Dan Maher and Nick Margida, with assistance from George Bagnall, Jennie B. Krasner, Paul Bohr, Bob Nesbitt, Jeffrey Anderson, and Avron Elbaum, and is being supervised by James Connor and Chris Bruckmann. The SEC’s investigation of this matter was conducted by Ms. Krasner, Mr. Bohr, and Drew Dorman, and was supervised by Mr. Bagnall.
