Brooklyn resident Edward W. Hayter created a phony alter ego — “accomplished entrepreneur” Cris Galo — to mask their control over BIH Corporation and

Staten Island man in stock fraud scheme

Published: Saturday, September 25, 2010, 10:24 AM

An Eltingville man and an associate secretly fronted an alleged Florida-based business to illegally distribute penny stocks in a $1.1 million “pump-and-dump” fraud scheme, federal regulators charge.

Wayne A. Burmaster Jr., 40, of Moffett Street, and Brooklyn resident Edward W. Hayter created a phony alter ego — “accomplished entrepreneur” Cris Galo — to mask their control over BIH Corporation and boost its profile.

The duo also issued “false and misleading” press releases and put bogus information on BIH’s Web site to inflate its stock price and reap the profits, according to a civil lawsuit filed by the U.S. Securities and Exchange Commission (SEC).

The action, recently brought in federal court for the Middle District of Florida, alleges securities fraud and illegal sales of unregistered stocks. It seeks the repayment of all ill-gotten gains, unspecified fines and bans against Burmaster and Hayter, 53, from offering penny stock.

No criminal charges have been levied, said a spokeswoman for the U.S. attorney’s office in Tampa.

Sam P. Israel, the Manhattan-based lawyer for Burmaster, Hayter, BIH and the business entities named in the suit, called the allegations baseless.

“I think it’s about 30 percent fiction, 30 percent grossly exaggerated, another 30 percent misstated, and I think the SEC got the names of the defendants right,” he said.

Israel said Hayter sued the SEC in April in Brooklyn federal court alleging privacy-rights violations. In court papers, Hayter contends the commission “malicious[ly]” identified him on-line and posted confidential documents while investigating the alleged penny-stock scheme. That suit is pending.

The SEC alleges the stock scam ran from 2008 through at least March 2009. Burmaster and Hayter, who had each failed in two prior businesses, controlled BIH.

Purportedly headquartered in Fort Myers, BIH held itself out as a holding company specializing in the restaurant and hospitality industry, said court papers. BIH’s Web site claimed the company was run by Cris Galo, its president and chief executive officer.

The site trumpeted Galo as a 42-year-old “accomplished entrepreneur” who maintained business investments in various states, including Florida. The SEC alleges there was no such person, and Galo was an alter-ego Burmaster and Hayter devised so they could control the company behind the scenes.

In actuality, BIH’s corporate address was nothing more than a mailbox Burmaster had rented, maintains the SEC. Incoming mail was forwarded to a commercial mailbox Hayter had rented in New York. Phone calls to the company’s corporate number were rerouted to Burmaster via a commercial answering service.

In line with the scheme, BIH posted information on its Web site and issued a series of press releases allegedly over-exaggerating its holdings, value, stock and dividend payments and business relationships.

Among other things, the company claimed in April 2008 that a purported subsidiary, Baron International Inc., had been awarded a major beverage installation contract for all 50 concession stands at Citi Field, the New York Mets’ home, in Flushing, Queens.

The contract, however, wasn’t nearly as lucrative as boasted and was canceled shortly thereafter due to Baron’s failure to meet contractual requirements, said court papers.

A November 2008 press release heralded Baron’s alleged landing of a multi-million-dollar contract with Applebee’s restaurants. But the deal generated only about $4,000 in revenue, the SEC contends.

According to court papers, Burmaster and Hayter distributed BIH’s penny stock to three companies — North Bay South Corp., Bimini Reef Real Estate Inc. and Riverview Capital Inc. — respectively controlled by Burmaster and two Florida men, Christopher I. Astrom and Damian B. Guthrie.

Those companies allegedly dumped about 93 million shares of over-inflated BIH stock for a total of $1.1 million on unwitting investors, while Burmaster, Hayter and their associates divvied up the proceeds.

BIH stock had traded, on average, at $0.0017 a share. Yet, during a seven-month period in 2008, it fluctuated between $0.001 and $0.05 a share, a 4,900 percent spike, due to Burmaster and Hayter’s activities, contends the SEC. Trading volume soared from 1.36 million shares a day to 4.8 million shares daily.

An SEC source could not say how much money investors lost or pinpoint the number of those who lost cash on BIH stock.