Market Manipulation. Search

SEC v. Peter DiChiara (reverse merger schemes, 2020)

Settled

Checked against the primary document on October 3, 2026. The library's summary, tags and figures for this record were compared with the regulator's own document by an AI model (Claude) following written instructions, with sampled and disputed records read a second time. No lawyer has reviewed them. A checked record can still contain errors, and checked does not mean endorsed. See how we check records or report a correction.

Report an error in this record (sec-peter-dichiara-reverse-merger-schemes-2020) by email

In September 2020 the SEC settled with attorney Peter DiChiara, charged with helping Morrie Tobin secretly control a public shell that was reverse-merged into a packaging company and transfer his shares through nominee entities, using false opinion letters. DiChiara agreed to $15,000 disgorgement, $2,167 interest, a $40,000 penalty and a five-year penny-stock bar.

The record

Structured fields for this action, as recorded in our case library.
Agency SEC
Release number LR-24884
Date filed 2020-09-03
Date resolved 2020-09-03
Status settled
Asset class equities
Criminal parallel No
Bars imposed conduct-based injunction, penny stock bar
Defendants Peter DiChiara (individual)
Cited as charged or alleged Exchange Act s.10(b) and Rule 10b-5 ; Securities Act s.17(a) ; Securities Act s.5 (statutes and rules cited in the document; not a finding that they were violated)
Techniques Reverse merger schemes , Undisclosed control blocks

What was ordered

Civil penalty
$40k
Disgorgement
$15k
Prejudgment interest
$2.2k
Total relief
$57.2k
Alleged gain
—

A dash means the release did not state a figure we could extract, not that the figure is zero. Penalty and disgorgement are stored separately so aggregates across the library do not double-count the same dollars.

What is alleged to have happened

The Securities and Exchange Commission announced on September 3, 2020 (litigation release 24884) a complaint filed in the District of Massachusetts against DiChiara, with a settlement subject to court approval.

The SEC alleged that DiChiara, as an attorney, helped Tobin and others arrange a reverse merger between a shell Tobin secretly controlled and a private packaging company, leaving Tobin with nearly all the purportedly unrestricted shares of Environmental Packaging Technologies; helped move Tobin's shares through nominee entities to evade resale restrictions so he could sell in bulk during a promotion; wrote false opinion letters to remove restrictive legends; and drafted misleading SEC filings. Charges are Sections 5(a), 5(c), 17(a)(2) and (3), and aiding and abetting Section 17(a)(1) and Rule 10b-5.

Without admitting or denying, he consented to an injunction, a five-year penny-stock bar, limits on preparing opinion letters and on legal services for certain unregistered offerings, and payments of $15,000 disgorgement, $2,167 interest and a $40,000 penalty, $57,167 in all. The record had shown a $165 million alleged gain, which in the release is the separate illegal-sales total of the Knox and Wintercap case, and is cleared. This library tags the matter as reverse merger schemes and undisclosed control blocks.

For the regulator's own account of the facts, read the primary document linked above. This page deliberately summarises the structured record rather than reproducing the release.

What technique is this, and how does it work?

This action is tagged with 2 techniques in our taxonomy. The tagging is ours: regulators charge statutory provisions, not technique names, so the mapping is an editorial judgement described in our editorial policy.

Timeline

  1. 2020-09-03 Litigation release published

Primary documents

Everything on this page derives from the documents below. Where our summary and the primary document disagree, the primary document is right.

The linked release is a work of the United States government and is not subject to copyright. Our summary and narrative above are our own writing.

Other actions in the library sharing at least one technique tag with this one.

Action Agency Filed Technique Penalty Status
SEC v. Brian Quinn and David Skriloff (Environmental Packaging, 2024) SEC 2024-10-18 Reverse Merger Schemes , Undisclosed Control Blocks $461k judgment
SEC v. Darren Ofsink and Michael T. Morris (CodeSmart, 2023) SEC 2023-04-03 Reverse Merger Schemes , Undisclosed Control Blocks +1 — judgment
SEC v. Morrie Tobin et al. (undisclosed control blocks, 2019) SEC 2019-08-30 Undisclosed Control Blocks , Reverse Merger Schemes — settled
SEC v. David G. Dreslin, Michael Toups and Leslie Toups (2018) SEC 2018-12-03 Reverse Merger Schemes , Undisclosed Control Blocks $345k settled
SEC v. Delaney Equity Group LLC, David C. Delaney and Ian C. Kass (reverse merger schemes, 2018) SEC 2018-08-29 Reverse Merger Schemes , Shell Factories +1 — settled
SEC v. Manhattan Transfer Registrar Company and John C. Ahearn (reverse merger schemes, 2018) SEC 2018-05-17 Reverse Merger Schemes , Undisclosed Control Blocks $50k settled

Record added September 10, 2026. submit a correction.