LONGSIDE VS NTEK Supplementary Complaint

IN THE CIRCUIT COURT OF THE
17th JUDICIAL CIRCUIT OF

FLORIDA IN AND FOR BROWARD
COUNTY FLORIDA
LONG SIDE VENTURES, LLC, CASE NO.
Plaintiff/Judgment Creditor, 13-03103 (07)
v. CIRCUIT CIVIL DIVISION
NANOTECH ENTERTAINMENT, INC.,

A Nevada Corp.,
Defendant/Judgment Debtor,
v.
DAVID RUSSELL FOLEY; LISA FOLEY;

JEFFREY ALAN FOLEY; PHILLIP
FOLEY; ALAN STONE; KAREN DAVIS;
RUSSELL BISZANTZ; GARY
SCHRAGER;
PETER RIORDAN; ROBERT DEKETT;
TED CAMPBELL; BRUCE BEAN;
ROYAL CAPITAL GROUP, INC.;
ULTRAFLIX CORPORATION;
NANOTECH CAPITAL CORPORATION;
NANOTECH GAMING, INC.;
RIVER NORTH EQUITY, LLC;
FS GLOBAL CAPITAL CORPORATION;
UNIVERSAL COMMUNICATION
PARTNERS, INC.; SAGE CONSULTING
CORPORATION; PUSH
INTERNATIONAL CORPORATION;
PUBLIC DOMAIN LICENSING
CORPORATION; ULTRA MEDIA GROUP,
INC. and GALAXY ENTERTAINMENT
GROUP, INC.,
Supplemental Defendants
_______________________________________/
SUPPLEMENTAL COMPLAINT
FUERST ITTLEMAN DAVID & JOSEPH

1001 BRICKELL BAY DRIVE, SUITE 3112, MIAMI, FL 33131 • T: 305.350.5690 • F: 305.371.8989 •
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Supplemental Complaint
Page 2 of 16
Plaintiff/Judgement Creditor Long Side Ventures, LLC files this
Supplemental Complaint against Supplemental Defendants (i) David Russell
Foley; (ii) Lisa Foley; (iii) Jeffrey Alan Foley; (iv) Phillip Foley; (vi) Alan Stone;
(vii) Karen Davis; (viii) Russell Biszantz; (ix) Gary Schrager; (x) Peter
Riordan; (xi) Robert DeKett; (xii) Ted Campbell; (xiii) Bruce Bean; (xiv) Royal
Capital Group, Inc.; (xv) UltraFlix Corporation; (xvi) Nanotech Capital
Corporation; (xvii) Nanotech Gaming, Inc.; (xviii) River North Equity, LLC;
(xix) FS Global Capital Corporation; (xx) Universal Communication Partners,
Inc.; (xxi) Sage Consulting Corporation; (xxii) PUSH International
Corporation; (xxiii) Public Doman Licensing Corporation; (xxiv) Ultra Media
Group Inc. and (xxv) Galaxy Entertainment Group, Inc., and alleges as
follows:
SUMMARY OF ACTION
The Judgment Debtor, Nanotech Entertainment, Inc. (“Nanotech”), is a
public company that trades on the OTC market as a “penny stock” under the
symbol NTEK.
The Judgment Creditor filed the original lawsuit in this action on
February 5, 2013 seeking damages against Nanotech for failing to abide by
the terms of a series of securitized debentures. The parties thereafter
reached a settlement agreement for an amount substantially less than the
actual damages incurred by the Judgment Creditor. After Nanotech breached
the settlement agreement due to Nanotech failing to meet the first
installment payment, the Court entered a Final Judgment against Nanotech in
the amount of $1,245,113.44.

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Instead of making efforts to satisfy the Final Judgment, however, the
Supplemental Defendants systematically looted the assets of Nanotech,
including a substantial amount of its treasury stock, through an elaborate
corporate shell game involving fraudulent transfers and sham companies, all
for the purpose of rendering Nanotech, and its principles, “judgment proof.”
The Judgment Debtor fraudulently issued literally hundreds of
millions of shares of treasury stock through its Florida stock transfer agent
that were later sold for cash to benefit primarily David and Lisa Foley, who
transferred the money in and out of various shell companies to conceal their
involvement. In addition, the Judgment Debtor fraudulently transferred
ownership of its most valuable assets, an online movie-streaming business
and on-line game development business, together with related accounts
receivable, to other shell corporations controlled by David and Lisa Foley.

This misconduct is not surprising given that the mastermind behind this
fraudulent scheme, David Foley, the former CEO of Nanotech, was sentenced
in January 2012 to two years in Federal prison after pleading guilty to
conspiracy to commit fraud, including defrauding a mortgage lender by
falsely claiming employment he did not have. Having been released from
prison and now on probation, David Foley has continued to use Nanotech as
the personal “piggy bank” for himself and his family members, including
refinancing his $4 million home in Los Gatos that was facing foreclosure
earlier this year.

David Foley and his team did not stop their scheme to loot Nanotech
even after the judgment was entered. David Foley embarked upon yet more
unlawful schemes. Amongst other things, David Foley reported to the

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shareholders that he was on the brink of closing a substantial transaction
that would “save” Nanotech and allow its valuable intellectual property to be
used for growth and profit. Mr. Foley went so far as to create false emails
and documents to show to his shareholders, and indeed to Judgment Creditor
in an effort to stave off collection efforts. Mr. Foley even held a
teleconference with a person he identified as “Steve Orefice” wherein the
now-known fictitious “Mr. Orefice” declared that the funding had been closed
and disbursements were “imminent.” There was, of course, no deal, and
David Foley simply continued his scheme to defraud all who have dealt with
Nanotech.
This action seeks to recover judgments against the individual
Supplemental Defendants for the amounts that they have wrongfully received
in the form of fraudulent transfers from Nanotech. In addition, this action
seeks to recover the full amount of the Final Judgment from the individual
and corporate Supplemental Defendants who have acted as “alter egos” of
the Judgment Debtor or who have successor corporate liability for
fraudulently assisting Nanotech’s efforts to avoid its liability to the
Plaintiff/Judgment Creditor.
PARTIES AND JURISDICTION
1. This is an action for damages in excess of $15,000 exclusive of
interest, costs, and attorneys’ fees.

2. Plaintiff/Judgement Creditor Long Side Ventures, LLC is a Florida
limited liability company.

3. Supplemental Defendant David Russell Foley (“David”) is a
resident of California, , and was at all times the true Chairman of the Board
of Nanotech, although during some of the time due to legal proscriptions

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against his standing as the Chairman as a result of his fraud conviction, he
placed the title with his brother, Jeffrey.

4. Supplemental Defendant Lisa Foley (“Lisa”) is David’s wife and is
a resident of California.
5. Supplemental Defendant Jeffrey Alan Foley (“Jeffrey”) is David’s
brother and a resident of California, and was during the vast majority of the
time the Chairman of the Board of Directors of Nanotech.

6. Supplemental Defendant Phillip Foley (“Phillip”), is a resident of
California and was a member of the Board of Directors of Nanotech.

7. Supplemental Defendant Alan Stone (“Stone”) is a resident of
California and was the COO of Nanotech.

8. Supplemental Defendant Karen Davis (“Davis”) is a resident of
California and was the Financial Manager of Nanotech.

9. Supplemental Defendant Russell Biszantz (“Biszantz”) is a
resident of California and, like David, a convicted Federal felon, who
participated with Foley in his endeavors to loot Nanotech.

10. Supplemental Defendant Gary Schrager (“Schrager”) is a
California resident.
11. Supplemental Defendant Peter Riordan (“Riordan”) is a California
resident and a former CEO of Nanotech.

12. Supplemental Defendant Robert DeKett (“DeKett”) is a
Pennsylvania a resident and a former CEO of Nanotech.

13. Supplemental Defendant Ted Campbell (“Campbell”) is a
California resident and was the purported Chief Compliance Officer of
Nanotech and a member of its Board of Directors.

14. Supplemental Defendant Bruce Bean (“Bean”) is a California
resident and was the Chairman of the Board of Nanotech.

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15. David, Lisa, Jeffrey, Phillip, Stone, Davis, Biszantz, Schrager,
Riordan, DeKett, Campbell, and Bean are referred to herein collectively as
the “Individual Supplemental Defendants.”

16. Supplemental Defendant Royal Capital Group, Inc. (“Royal
Capital Group”) is a South Dakota corporation, and is the alter ego of David
and Lisa Foley.

17. Supplemental Defendant Nanotech Capital Corporation (“NCC”)
is a Nevada corporation.
18. Supplemental Defendant UltraFlix Corporation (“UltraFlix”) is a
Nevada corporation.
19. Supplemental Defendant Nanotech Gaming, Inc. (“NGI”) is a
Nevada corporation.
20. Supplemental Defendant River North Equity, LLC (“River North”)
is an Illinois corporation.
21. Supplemental Defendant FS Global Capital Corporation (FS
Global”) is a Nevada corporation.

22. Supplemental Defendant Universal Communication Partners, Inc.
(“Universal”) is a South Dakota corporation.

23. Supplemental Defendant Sage Consulting Corporation (“Sage”) is
a South Dakota corporation.

24. Supplemental Defendant PUSH International Corporation
(“PUSH”) is a South Dakota corporation.

25. Supplemental Defendant Public Domain Licensing Corporation
(“Domain”) is a corporation of unknown domestication.

26. Supplement Defendant Ultra Media Group, Inc. (“Ultra”) is a
corporation of unknown domestication.

27. Supplemental Defendant Galaxy Entertainment Group, Inc.
(“Galaxy”) is a California corporation.

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28. Royal Capital Group, NCC, UltraFlix, NGI, River North, FS
Global, Universal, Sage, Push, Domain, Ultra, and Galaxy are referred to
herein collectively as the “Corporate Supplemental Defendants.”

29. The Supplemental Defendants are subject to specific personal
jurisdiction in Florida pursuant to section 48.193(1)(a)(2), Florida Statutes,
because, among other things, the causes of action alleged herein arise from
the commission of tortious acts within the State of Florida including
fraudulent transfers of Nanotech treasury stock through a Florida stock
transfer agent, Cleartrust, LLC, with offices at 16540 Pointe Village Drive,
Suite 210, Lutz, FL 33558.
GENERAL ALLEGATIONS1
A. Background
30. Plaintiff/Judgment Creditor commenced this action on February 5,
2013 against Nanotech (and various other defendants, including David and
Jeffrey, who were later dismissed without prejudice) for, among other things,
failing to repay loans subject of securitized debentures.

31. After years of litigation, the parties reached a settlement of this
action in December 2015 in which the Plaintiff/Judgment Creditor agreed to
compromise its claim against Nanotech in exchange for $1.5 million, which
was only a fraction of its actual damages.
1
The facts set forth herein are incomplete because of the Judgment Debtor’s
contumacious refusal to provide any meaningful discovery in aid of execution of the
Final Judgment, which has resulted in the entry of numerous sanctions Orders. The
scant production, which in no way matches the publicly filed financials of nanotech,
further evidence the complete fraud of David Foley and his team’s operation of
Nanotech. The Judgment Creditor reserves the right to amend this pleading if and
when the Judgment Debtor ever complies with its discovery obligations to include
additional facts, including specific quantities of shares transferred.

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32. At the time of the settlement, David was in prison in connection
with his guilty plea to wire and bank fraud under 18 U.S.C. § 1349 but was
still de facto controlling Nanotech through his brother, Jeffrey.

33. The settlement required periodic payments, and Nanotech
breached the very first installment payment.

34. The Court awarded a Final Judgment against Nanotech on
December 1, 2016 in the amount of $1,245,113.44, which continues to accrue
statutory interest. The Final Judgment also awarded 2,001,607 shares of
Nanotech stock to the Plaintiff/Judgment Creditor, which have not been
transferred as ordered.
B. The Nanotech Insider Stock Transfers
35. At various times and in various quantities since this action was
commenced on February 5, 2013, Nanotech has fraudulently transferred
hundreds of millions of shares of its stock (CUSIP No. 63009Y203) through
its Florida stock transfer agent to the following Supplemental Defendants (in
the following approximate amounts):

a. David: 212 million
b. Lisa 22 million
c. Jeffrey 500,000
d. Phillip 29 million
e. Stone 8.7 million
f. Davis 5 million
g. Gulas 5 million
h. Schrager 1 million
i. Riordan 8 million
j. DeKett 14 million
k. Campbell 8 million
l. Royal Capital Group: 800 million2
m. River North 15 million
n. FS Global Capital 17 million
2
Biszantz has contended he owns and controls Royal Capital, but Lisa and
David Foley have executed documents with the Florida Transfer Agent
represented they are the owners and benefactors.
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(collectively, the “Treasury Stock Transfers”).

36. At all times that Treasury Stock Transfers occurred, Nanotech
was effectively insolvent with negative net cash flow from operations every
year since 2012.

37. The Treasury Stock Transfers to Royal Capital Group were
particularly egregious because Royal Capital Group was a shell company
created in South Dakota in March 2015 by David just before Nanotech
defaulted on the settlement agreement here. David placed ownership of Royal
Capital Group in the name of his wife, Lisa, to conceal that he controlled it
and to conceal that it was an affiliate of Nanotech. Royal Capital Group had
no real business activities but was simply a front created as a conduit to
fraudulently transfer assets from Nanotech to David and Lisa (indirectly
through various Corporate Supplemental Defendants) in an attempt to
circumvent the claims of creditors, such as the Plaintiff/Judgment Creditor
here. None of the shares in Nanotech were transferred to Royal Capital
Group for any value and were instead were sold for cash to benefit David and
Lisa personally at the expense of the Plaintiff/Judgment Creditor.

38. In October 2016, Lisa Foley purported to resign as an officer of
Royal Capital Group in favor of Biszantz to further help conceal Royal Capital
Group’s relationship to David and Nanotech.

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B. The Shell Game
39. To further conceal Nanotech’s assets, Foley (with participation
from the other Individual Supplemental Defendants) established the various
Corporate Supplemental Defendants, all of which were alter egos of
Nanotech or became liable for its debts as successor corporations.

40. David exercised complete dominion and control over the
Corporate Supplemental Defendants such that they had no independent
existence bur rather were mere alter egos of Nanotech.

41. None of the Corporate Supplemental Defendants have any
legitimate business activities separate and apart from Nanotech and all of
them were formed and used for the express purpose of misleading and
defrauding creditors, particularly the Plaintiff/Judgment Creditor here. For
instance,
a. Royal Capital Group, River North and FS Capital were created
and used to siphon treasury stock from Nanotech for the
ultimate benefit of David and Lisa.

b. UltraFlix was created and used to divert IP and accounts
receivable relating to Nanotech’s movie streaming business for
the ultimate benefit of David and Lisa; and

c. NGI was created and used to hide Nanotech’s valuable IP and
software assets.
d. Galaxy, Sage, Universal, Ultra, Domain and Push were created,
for among other reasons, so that David and Lisa could conceal
their misappropriation of cash from the sale of Nanotech’s
assets by opening numerous bank accounts at Wells Fargo

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(and potentially other banks) and moving cash between those
accounts to conceal the ultimate beneficiary.

2. We refer to the foregoing activity collectively herein as “the Shell
Game.”
3. Ultimately, there was a stock-freeze placed on the sale of the
shares. Thereafter, David Foley and his team embarked upon a campaign to
liquidate all assets of Nanotech, and pocket the proceeds.

4. To buy time, David Foley represented to the Nanotech
shareholders that a white knight had agreed to provide work-out financing
where in Judgment Creditor would be satisfied, and working capital would be
implemented to allow for growth and a new, innovative management team
would be installed to operate Nanotech.

5. To stop the collection activity by Judgment Creditor, David Foley
manufactured the name and identity of the white knight – “Steve Orefice.”
Mr. Foley created an email and an identity for him, and forwarded to
Judgment Creditors emails to and from Mr. Orefice. Mr. Foley held a
teleconference wherein Mr. “Orefice” participated and acknowledged the
imminent financing. Mr. Foley and his alter ego, Mr. “Orefice” confirmed that
the financing was closed and funds were en route, only to be delayed by
“bank error.”
6. All of this was a lie. Instead, Nanotech’s authority to engage in
business was revoked, and what actual assets it held were sold, including
through Ebay. Foley retained all proceeds.

7. Plaintiffs have retained undersigned counsel to represent them in
this action and have agreed to pay them a reasonable fee for their services.
8. All conditions precedent to filing the causes of action alleged in
this complaint have occurred or have been performed or excused.

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COUNT I
FRAUDULENT TRANSFERS
(Against Royal Capital Group, River North, FS Global,
and the Individual Supplemental Defendants)
9. Plaintiff/Judgment Creditor repeats and re-alleges the allegations
in paragraphs 1 through 44 as if fully set forth herein.

10. This is an action for violation of Chapter 726, Florida Statutes,
known as the “Florida Uniform Fraudulent Transfer Act.”

11. The Plaintiff/Judgment Creditor is a “creditor” of Nanotech as
defined in section 726.102(5), Fla. Stat.

12. The Plaintiff/Judgment Creditor has held a “claim” against
Nanotech, as defined in section 726.102(4), Fla. Stat., since at least February
15, 2013 when it commenced this action.

13. The Individual Supplemental Defendants were “insiders” of
Nanotech as defined in section 726.102(8), Fla. Stat., because, among other
things, they were either officers or directors of Nanotech or persons who
controlled Nanotech.
14. The Treasury Stock Transfers were fraudulent under section
725.105(1)(a), Fla. Stat., because they were made with the actual intent to
hinder, delay, or defraud the Plaintiff/Judgment Creditor.

15. The Treasury Stock Transfers were also fraudulent under section
725.105(1)(b), Fla. Stat., because they were made by Nanotech without
receiving a reasonably equivalent value in exchange and Nanotech (i) was
engaged or was about to engage in a business or a transaction for which its
remaining assets were unreasonably small in relation to the business or (ii) it
would incur debts beyond its ability to pay as they became due.
16. In addition, the Treasury Stock Transfers were fraudulent under
section 726.106(1), Fla. Stat., because they were made without Nanotech

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receiving a reasonably equivalent value in exchange and Nanotech was
insolvent at that time or became insolvent as a result of the transfers.

17. Finally, the Treasury Stock Transfers as to the Individual
Supplemental Defendants were fraudulent under section 726.106(2), Fla.
Stat., because (i) they were made to insiders based on antecedent debts; (ii)
Nanotech was insolvent at the time; and (iii) the insiders had reasonable
cause to believe that Nanotech was insolvent.

18. Plaintiffs have been damaged as a direct and proximate result of
the fraudulent Treasury Stock Transfers.
COUNT II
ALTER EGO LIABILITY
(Against David and Lisa Foley,
and the Corporate Supplemental Defendants)
19. Plaintiff/Judgment Creditor repeats and re-allege the allegations

20. David and Lisa Foley dominated and controlled Nanotech and the
Corporate Supplemental Defendants to such an extent that their independent
existence was in fact non-existent and David and Lisa, together with the
Corporate Supplemental Defendants, were in fact alter egos of Nanotech.

21. David and Lisa Foley established the Corporate Supplemental
Defendants solely for the fraudulent and improper purpose of defrauding
creditors, including the Plaintiff/Judgment Creditor.

22. In particular, David and Lisa used the Corporate Supplemental
Defendants to siphon off funds and valuable assets, including treasury stock,
owned by Nanotech instead of paying creditors of Nanotech, such as the
Judgment Creditor. Indeed, the Foleys used the proceeds to fund their
extravagant lifestyle, including their luxury home.

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23. The Plaintiff/ Judgment Creditor has been damaged as a direct
and proximate result of the foregoing fraudulent use of the corporate form.
COUNT III
CORPORATE SUCCESSOR LIABILITY
(Against the Corporate Supplemental Defendants)
24. Plaintiff/Judgment Creditor repeats and re-allege the allegations

25. Florida law imposes successor corporation liability under four
types of scenarios:3
a. The successor expressly or impliedly assumed the obligations
of the predecessor;
b. There has been a de facto merger of the predecessor and
successor;
c. The successor is a “mere continuation” of the predecessor;
d. The successor was used in a fraudulent effort to avoid the
liability of the predecessor.
26. Here, the Corporate Supplemental Defendants are liable as
successors of Nanotech because, among other reasons, (i) they expressly or
impliedly assumed the obligations of Nanotech; (ii) they have merged, de
facto, with Nanotech; (iii) they are “mere continuations” of Nanotech; and
(iv) they have been used in a fraudulent effort to assist Nanotech in avoiding
liability for the Final Judgment.

27. In particular, the Judgment Debtor has fraudulently transferred
all of its valuable movie streaming assets, assets, including intellectual
property rights and accounts receivable, to Corporate Supplemental
Defendant UltraFlix in an effort to hide income and assets from the Judgment
3
See, e.g., Bernard v. Kee Mfg. Co., 409 So. 2d 1047, 1049, Fla. 1982).

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Debtor. For all intents and purposes, UltraFlix is merely Nanotech operating
under an assumed name.

28. Similarly, the Judgment Debtor has fraudulently transferred
valuable assets relating to its electronic gaming technology to Corporate
Supplemental Defendant NGI, which is merely a continuation of Nanotech’s
business under a different name.

29. Furthermore, the Judgment Debtor has used the Corporate
Supplemental Defendants, including Galaxy, Sage, Universal, Ultra, Domain
and Push, to conceal misappropriation of cash by David and Lisa Foley by
opening numerous bank accounts at Wells Fargo and moving cash between
those accounts to conceal the ultimate beneficiaries.

30. The Plaintiff/Judgment Creditor has been damaged as a direct
and proximate result of the foregoing successor liability misconduct by the
Corporate Supplemental Defendants.
PRAYER FOR RELIEF
WHEREFORE, with respect to all of the foregoing causes of action,
Plaintiffs respectfully requests that the Court:
i) Award monetary damages against the Supplemental Defendants;
ii) Order an attachment of all Nanotech assets that have been

fraudulently transferred;
iii) Enter an injunction against further dissipation of assets;
iv) Award costs of suit;
v) Award reasonable attorneys’ fees; and
vi) Grant such further relief as the Court deems just and proper.

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Plaintiff/Judgment Creditor reserve the right to seek to amend this
Complaint to add a claim for punitive damages.
DEMAND FOR JURY TRIAL
Plaintiff/Judgment Creditor demands trial by jury on all issues so

triable.
Dated: April __, 2018 Respectfully submitted,

Counsel for Plaintiff/Judgment Creditor
1001 Brickell Bay Drive, Suite 3112
Miami, Florida 33131
Tel: (305) 350-5690
Fax: (305) 371-8989
Email: ajoseph@fuerstlaw.com
Secondary: lassef@fuerstlaw.com
By: s/ Allan A. Joseph

ALLAN A. JOSEPH
Florida Bar No. 893137
CERTIFICATE OF SERVICE
I HEREBY CERTIFY that a true and correct copy of the foregoing was
served this ____ day of April, 2018 via regular mail and email to Nanotech
Entertainment, Inc., 2450 Kruse Drive, San Jose, CA 95131 (Email:
jeff@clearmemories.com / jeff@ntek.com and david@ntek.com).
By: s/ Allan A. Joseph

ALLAN A. JOSEPH

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LONGSIDE VS NTEK Supplementary Complaint

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LONGSIDE VS NTEK Supplementary Complaint

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IN THE CIRCUIT COURT OF THE

17th JUDICIAL CIRCUIT OF

LONG SIDE VENTURES, LLC, CASE NO.

Plaintiff/Judgment Creditor, 13-03103 (07)

v. CIRCUIT CIVIL DIVISION

NANOTECH ENTERTAINMENT, INC.,

DAVID RUSSELL FOLEY; LISA FOLEY;

FUERST ITTLEMAN DAVID & JOSEPH

Plaintiff/Judgement Creditor Long Side Ventures, LLC files this

Supplemental Complaint against Supplemental Defendants (i) David Russell

Capital Group, Inc.; (xv) UltraFlix Corporation; (xvi) Nanotech Capital

(xix) FS Global Capital Corporation; (xx) Universal Communication Partners,

Inc.; (xxi) Sage Consulting Corporation; (xxii) PUSH International

Corporation; (xxiii) Public Doman Licensing Corporation; (xxiv) Ultra Media

The Judgment Debtor, Nanotech Entertainment, Inc. (“Nanotech”), is a

February 5, 2013 seeking damages against Nanotech for failing to abide by

the terms of a series of securitized debentures. The parties thereafter

reached a settlement agreement for an amount substantially less than the

actual damages incurred by the Judgment Creditor. After Nanotech breached

the settlement agreement due to Nanotech failing to meet the first

installment payment, the Court entered a Final Judgment against Nanotech in

the amount of $1,245,113.44.

Instead of making efforts to satisfy the Final Judgment, however, the

Supplemental Defendants systematically looted the assets of Nanotech,

including a substantial amount of its treasury stock, through an elaborate

involvement. In addition, the Judgment Debtor fraudulently transferred

ownership of its most valuable assets, an online movie-streaming business

and on-line game development business, together with related accounts

receivable, to other shell corporations controlled by David and Lisa Foley.

in January 2012 to two years in Federal prison after pleading guilty to

conspiracy to commit fraud, including defrauding a mortgage lender by

earlier this year.

unlawful schemes. Amongst other things, David Foley reported to the

shareholders that he was on the brink of closing a substantial transaction

and documents to show to his shareholders, and indeed to Judgment Creditor

in an effort to stave off collection efforts. Mr. Foley even held a

teleconference with a person he identified as “Steve Orefice” wherein the

and disbursements were “imminent.” There was, of course, no deal, and

in the form of fraudulent transfers from Nanotech. In addition, this action

and corporate Supplemental Defendants who have acted as “alter egos” of

the Judgment Debtor or who have successor corporate liability for

fraudulently assisting Nanotech’s efforts to avoid its liability to the

interest, costs, and attorneys’ fees.

limited liability company.

of Nanotech, although during some of the time due to legal proscriptions

against his standing as the Chairman as a result of his fraud conviction, he

placed the title with his brother, Jeffrey.

time the Chairman of the Board of Directors of Nanotech.

California and was a member of the Board of Directors of Nanotech.

California and was the COO of Nanotech.

California and was the Financial Manager of Nanotech.

resident of California and, like David, a convicted Federal felon, who

participated with Foley in his endeavors to loot Nanotech.

resident and a former CEO of Nanotech.

Pennsylvania a resident and a former CEO of Nanotech.

California resident and was the purported Chief Compliance Officer of

Nanotech and a member of its Board of Directors.

resident and was the Chairman of the Board of Nanotech.

FUERST ITTLEMAN DAVID & JOSEPH

15. David, Lisa, Jeffrey, Phillip, Stone, Davis, Biszantz, Schrager,

Riordan, DeKett, Campbell, and Bean are referred to herein collectively as

the “Individual Supplemental Defendants.”

and Lisa Foley.