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Commission Finds Promoter of Offering in OTC Drug Stock Defrauded Investors

The Arizona Corporation Commission ordered respondents Bret Butler Reiss of Scottsdale and his affiliated company, Global Capital and Equity, LLC, to pay $436,500 in restitution to investors and a $30,000 administrative penalty for committing securities fraud.

The Corporation Commission found Reiss and affiliated company solicited investors to purchase shares of stock in Neurocyte, Inc. Investors were told that Neurocyte, Inc. was set to “go public,” representing the company owned the rights to an over-the-counter migraine pain reliever called Migranade. The Corporation Commission found the respondents misrepresented to investors that some ex-NFL football players and a well-known actor had taken Migranade and experienced relief.

The Corporation Commission found that Reiss met some of the 22 investors through an online dating website but did not inquire as to each investor’s net worth or whether or not the investor would qualify as an accredited investor. Reiss and his affiliated company were not registered to offer or sell securities in Arizona.

The Corporation Commission found Reiss and his company represented to investors that they did not have to be registered to sell Neurocyte stock because it was an exempt offering. Further, the respondents did not tell investors if the company Neurocyte stock was required to be registered and frequently created a sense of urgency for investors to purchase shares.

All documents relating to this agenda item can be found in the Corporation Commission's online docket at https://edocket.azcc.gov  and entering docket number S-21149A-21-0089.


Arizona Corporation Commission

1200 W. Washington Street

Phoenix, AZ 85007


Corporations Division

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Phoenix, AZ 85007


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