SEC v. MELI, No. 1:17-cv-00632, Southern District of New York (Mar. 7, 2017)

.USDCSDNY
UNITED STATES DISTRICT COURT
SOUTHERN DISTRICT OF NEW YORK
DOCUMENT
ELECTRONICALLY FILED
SECURITIES AND EXCHANGE
COMMISSION,
DOC#:~~~-.--.-~~­
DATE FILED: I /t>o J ior::r
Plaintiff,
v.
JOSEPH MELI,
MATTHEW HARRITON,
875 HOLDINGS, LLC,
127 HOLDINGS, LLC,
ADVANCE ENTERTAINMENT, LLC, and
ADVANCE ENTERTAINMENT II, LLC,
Defendants,
JESSICA INGBER MELI, and
127 PARTNERS, LLC,
Relief Defendants.
Civil Action No. 17-cv-632
[PROPOSED]
ORDER TO SHOW CAUSE,
TEMPORARY RESTRAINING ORDER,
AND ORDER FREEZING ASSETS AND GRANTING OTHER RELIEF
Having considered the Application for an Order to Show Cause, Temporary Restraining
Order, Order Freezing Assets, and Granting Other Relief filed by plaintiff Securities and
Exchange Commission (the
"Commission"), as well as the complaint, the Commission's
memorandum
oflaw in support of its motion and the Declaration of John McCann dated January
30, 2017 (with attached exhibits), the Court finds that the Commission has made a proper
showing, as required by Section
20(b) and
20(d)(l) of the Securities Act of 1933 ("Securities
Act") and Section
21 ( d) of the Securities Exchange Act of 1934 ("Exchange Act"), for the relief
granted herein, for the following reasons:
1
I

1. It appears from the evidence presented that defendants Joseph Meli, Matthew
Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance
Entertainment II, LLC (the "Defendants"); violated Sections 17(a)(l), (2) and (3)
of the
Securities Act and Section lO(b)
of the Exchange Act, and Exchange Act Rules 10b-5(a), (b) and
( c ), by engaging in a fraudulent securities offering scheme.
2. It appears that an order freezing the Defendants' assets, including bank accounts
and accounts at other financial institutions, is necessary to preserve the status quo and to protect
this Court's ability to award relief in the form
of disgorgement, prejudgment interest, and civil
penalties.
3. It appears that an order prohibiting Defendants from continuing to accept or
deposit investor funds is appropriate.
4. It appears that an order requiring an accounting of Defendants' assets is
appropriate.
5. There is  good cause to believe that expedited discovery and an alternative means
of service are warranted.
6. It appears that an order prohibiting the Defendants from destroying, altering, or
concealing records
of any kind-including documents concerning the allegations in the
complaint or the assets, finances, or business operations
of the Defendant-is necessary to
ensure compliance with the asset freeze imposed and to protect the integrity
of this litigation.
7. It appears an order requiring that the Defendants repatriate and deposit into the
registry
of the Court in an interest bearing account, any and all funds or assets that presently may
be located outside
of the United States that were obtained directly or indirectly from investors is
appropriate.
2

8. Good and sufficient reasons have been shown why the Court should issue a
temporary restraining order without prior notice to the Defendants or their counsel.
It is
appropriate for the Court to issue this Order
to Show Cause ex parte so that prompt service on
appropriate financial institutions can be made, thus preventing the dissipation of assets.
9. This Court has jurisdiction over the subject matter
of this action and over
defendants Joseph Meli, Matthew Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance
Entertainment LLC, and Advance Entertainment II, LLC, and venue properly lies in this District.
NOW THEREFORE,
I.
IT IS HEREBY ORDERED that defendants Joseph Meli, Matthew Harriton, 875
Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment
II, LLC, show cause,
ifthere be any, to this Court at \ l !!_.m. on the! o-tt. day of
'FvoYIACU'\(\ 2017, in Courtroom 2. \ C. of the United States District Court for the Southern
District
of New York, 500 Pearl Street, New York, NY, why this Court should not enter an Order
pursuant to Rule 65
of the Federal Rules of Civil Procedure, Section 20 of the Securities Act [15
U.S.C. § 77t], and Section
21 of the Exchange Act [15 U.S.C. §78u]:
(a) Preliminarily enjoining the Defendants from violating Section 17(a)(l), (2) and
(3)
of the Securities Act [15 U.S.C. § 77q(a)] and Section lO(b) of the Exchange
Act [15 U.S.C.
§§ 78i(a) and 78j(b)] and Exchange Act Rules 10b-5(a), (b) and
(c) thereunder [17 C.F.R. § 240.10b-5(a), (b) and (c)];
(b) Freezing the Defendants' assets held in the United States;
( c) Prohibiting the Defendants from continuing to accept or deposit additional
investor funds;
3

( d) Requiring the Defendants to provide verified accountings of their assets;
( e) Requiring repatriation
of assets by the Defendants; and
(f) Requiring the Defendants
to preserve documents relevant to this case.
II.
IT IS FURTHER ORDERED that, in addition to the methods of service described in
Rule 4(f)
of the Federal Rules of Civil Procedure, the Commission may serve defendants Joseph
Meli, Matthew Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC,
and Advance Entertainment II, LLC, with this Order and all documents filed in support thereof,
by any
of the following means:
1) Email to the Defendants.
III.
IT IS FURTHER ORDERED that defendants Joseph Meli, Matthew Harriton, 875
Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment
II, LLC, shall deliver any opposing papers in response to this Order to Show Cause
by no later
(/\•VI'\
than ~~ ~' 2017, at~-Service shall be made by delivering the papers, using the
most expeditious means available,
by that date and time, to the Boston Regional Office of the
Commission at 33 Arch St., 24th Floor, Boston, MA 02110 Attn: Dahlia Rin, or such other place
as counsel for the Commission may direct in writing. The Commission may have until
fA·W\
~WY"IAliU1Q _B_, 2017, at.!!__ .p..m., to serve, by the most expeditious means available, any
reply papers upon the Defendants
or their counsel, if counsel shall have made an appearance in
this action.
4

IV.
IT IS HEREBY FURTHER ORDERED that:
A. Defendants Joseph Meli, Matthew Harriton, 875 Holdings, LLC, 127 Holdings,
LLC, Advance Entertainment LLC, and Advance Entertainment II, LLC, and each
of their
officers, agents, servants, employees, attorneys, and other persons in active concert or
participation with them who receive actual notice
of this Order by personal service or otherwise
(including by fax, email, or overnight delivery service) are restrained from taking any actions to
withdraw, sell, pay, transfer, dissipate, assign, pledge, alienate, encumber, dispose of, or
diminish the value
of in any way (including, but not limited to, making charges on a credit card
or drawing on another credit arrangement), any funds and other assets in their possession or held
by any person or entity for their benefit, subject to their direct or indirect control, over which
they exercise actual or apparent authority, or in which they have a beneficial interest, in whatever
form such funds and other assets may presently exist and wherever located.
B. All banks, brokerage firms, and other financial institutions (including but not
limited to Citibank, First Republic Bank, JP Morgan, Merrill Lynch, Signature Bank, TD
Ameritrade and Wells Fargo) and other persons or entities that receive actual notice
of this Order
by personal service or otherwise (including
by fax, email, or overnight delivery service) holding
any funds or other assets in the name
of any of the defendants, or in the name of any person or
entity for their benefit, subject to their control, over which they exercise actual or apparent
authority, or in which they have a direct or indirect beneficial interest, in whatever form such
funds or other assets may presently exist and wherever located, shall continue to hold and retain
such funds or other assets within their control and shall prohibit the withdrawal, removal, sale,
payment, transfer, dissipation, assignment, pledge, alienation, encumbrance, diminution in value,
5

or other disposal of any such funds or other assets (including, but not limited to, charges on a
credit card or draws on another credit arrangement); and all such funds or other assets are hereby
frozen.
C. The above Paragraphs IV .A and IV .B shall immediately cease to apply to any
asset located within the United States (including any account at any bank, brokerage firm, or
other financial institution) which becomes subject to any later order entered by any federal court
as a result
of proceedings that may be filed by the United States or any department or agency
thereof under any federal civil or criminal forfeiture statute, to the extent that such later order
requires the transfer
of any such asset to the United States government.
D. No person or entity, including the defendants or any creditor or claimant against
any
of the defendants, or any person acting on behalf of such creditor or claimant, shall take any
action to interfere with the asset freeze, including, but not limited to, the filing
of any lawsuits,
liens, or encumbrances,
or bankruptcy cases to impact the property and assets subject to this
order; provided, however, that any party or non-party may seek leave from this order upon a
proper showing.
v.
IT IS HEREBY ORDERED that defendants Joseph Meli, Matthew Harriton,
875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance
Entertainment II, LLC, and each
of their agents, servants, employees, attorneys, and other
persons in active concert or participation with him who receive actual notice
of this Order by
personal service or otherwise (including by fax, email, or overnight delivery service) are
temporarily restrained from violating Section lO(b)
of the Exchange Act [15 U.S.C. §78j(b)] and
Rule 10b-5(a), (b) and (c) thereunder [17 C.F.R. §240.lOb-5] by, directly or indirectly, through
6

the use of the means or instrumentalities of interstate commerce or of the mails or of any facility
of any national securities exchange, in connection with the purchase or sale of any security: (a)
employing any device, scheme or artifice to defraud; (b) making any untrue statement
of a
material fact or omitting to state a material fact necessary in order to make the statements made,
in the light
of the circumstances under which they were made, not misleading; or, ( c) engaging in
any act, practice or course
of business which operates or would operate as a fraud or deceit upon
any person.
VI.
IT IS FURTHER ORDERED
that defendants Joseph Meli, Matthew Harriton, 875
Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment
II, LLC, and each
of their agents, servants, employees, attorneys, and other persons in active
concert or participation with them who receive actual notice of this Order by personal service or
otherwise (including by fax, email, or overnight delivery service) are temporarily restrained from
violating Section
l 7(a)(l), (2) and (3) of the Securities Act [15 U.S.C. §77q(a)] by, directly or
indirectly, through the use
of any means or instrumentalities of interstate commerce or the mails
or of any facility of any national securities exchange, in the offer or sale of any security: ( 1)
employing any device, scheme or artifice to defraud; (2) obtaining money or property by means
of any untrue statement of a material fact or omitting to state a material fact necessary in order to
make the statements made, in the light
of the circumstances under which they were made, not
misleading; or, (3) engaging in any transaction, practice, or course
of business which operates or
would operate as a fraud or deceit upon the purchaser.
7

VII.
IT IS FURTHER ORDERED that defendants Joseph Meli, Matthew Harriton, 875
Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment
II, LLC, and each
of their agents, servants, employees, attorneys, and other persons in active
concert
or participation with them who receive actual notice of this Order by personal service or
otherwise (including by fax, email, or overnight delivery service) are prohibited from accepting
or depositing additional investor funds.
VIII.
IT
IS HEREBY FURTHER ORDERED that each of Defendants Joseph Meli, Matthew
Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance
Entertainment II, LLC, shall submit
in writing and serve upon the Commission, within five (5)
business days following service
of this Order by personal service or otherwise (including by fax,
email,
or overnight delivery service), an accounting identifying:
1. all transfers or payments of any funds or other assets to him, or to any person or
entity for his direct or indirect benefit, subject to his direct or indirect control, over which
he
exercises actual or apparent authority, or in which he has a direct or indirect beneficial interest,
from any investors
in connection with the activities described in the Complaint-the
identification shall include the date and amount of each transfer or payment, the name and
address
of the investor, and, if applicable, the name, address, and account number of any bank,
brokerage firm,
or other financial institution of the person or entity making and the person or
entity receiving the transfer or payment;
2. in detail, the precise disposition
of each transfer or payment identified in response
to paragraph
1 above and all assets derived therefrom, including but not limited to:
8

a. the nature and results of any investment in which the funds were used;
b. any subsequent transfer or payment of the funds (the identification shall
include the amount
of each such transfer or payment, the date of the transfer or payment,
the name, address, account number and financial institution
of the party making and
receiving the transfer or payment, and the reason for the transfer or payment); and
c. any fees or expenses charged and a detailed statement of the nature and
purpose
of such fees and expenses.
3. the location of the funds or other assets involved in any transfer or payment
identified in response to paragraph 1 above that are currently in any
of the Defendants'
possession or held by any person or entity for any
of the Defendants' direct or indirect benefit,
subject to any
of the Defendants' direct or indirect control, over which Defendants exercise
actual or apparent authority, or in which any
of the Defendants have a direct or indirect
beneficial
interest-the identification shall include the name and address of each person or entity
holding such funds or other assets, and,
if applicable, the name, address, and account number of
any bank, brokerage firm, or other financial institution where the funds or other assets are
currently held;
4. assets of every type and description with a value of at least five hundred dollars
($500) presently owned by or held for the direct or indirect benefit, or
subject to the direct or
indirect control,
of any of the Defendants, whether in the United States or elsewhere; and
5. all accounts held at any bank, brokerage or other financial institution in the United
States
or elsewhere in the name, for the direct or indirect benefit, or under the direct or indirect
control,
of any of the Defendants, or in which any of the Defendants have or had any direct or
indirect beneficial interest, at any time from January
1, 2015, to the present.
9

IX.
IT IS FURTHER ORDERED that defendants Joseph Meli, Matthew Harriton, 875
Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment
II, LLC, and all persons or entities acting at their direction or on their behalf are hereby enjoined
and restrained from destroying, altering, concealing, transferring custody of, or otherwise
interfering with the Commission's access to, any and all documents, books, and records in the
possession, custody, or control
of and of the Defendants, their agents, officers, employees,
servants, accountants, financial or brokerage institutions, or attorneys relating to the assets of the
Defendants, or to the allegations
of the complaint.
x.
IT IS HEREBY FURTHER ORDERED that defendants Joseph Meli, Matthew
Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance
Entertainment II, LLC and each
of their officers, agents, servants, employees and attorneys, and
those persons in active concert or participation with them who receive actual notice
of this Order
by personal service or otherwise, including facsimile transmissions, electronic mail or overnight
delivery service, and each
of them, shall, within five (5) days of receiving actual notice of this
Order, take such steps as are necessary to repatriate and deposit into the registry
of the Court in
an interest bearing account, any and all funds or assets that presently may be located outside of
the United States that were obtained directly or indirectly from investors.
XI.
IT IS FURTHER ORDERED that the Commission's application for expedited
discovery is granted and that, commencing with the time and date of this Order, discovery may
10

proceed without regard to the time periods, notice provisions, and other requirements of Rules
26,
3~0, 33, 34, 36, and 45 of the Federal Rules of Civil Procedure. In particular:
A. Pursuant to Rule 30 of the Federal Rules of Civil Procedure, the
Commission may take depositions upon oral examination, upon five days
email, telecopy or overnight mail notice
of any such deposition, or receipt
of the notice by other service.
B. Pursuant to Rule 33 of the Federal Rules of Civil Procedure, the
Defendants shall answer all
of the Commission's interrogatories in writing
under oath within five days
of email, telecopy or overnight mail service of
such interrogatories, or receipt of the interrogatories by other service.
C. A request for documents and tangible things pursuant to Rule 34 of the
Federal Rules
of Civil Procedure will be answerable, and production
made, within five days
of email, telecopy or overnight mail service of such
request, or receipt of the request by other service.
D. Pursuant to Rule 36 of the Federal Rules of Civil Procedure, the
Defendants shall answer all
of the Commission's requests for admissions
within five days
of email, telecopy or overnight mail service of such
requests, or receipt
of the requests by other service.
E. The Commission may take more than ten depositions, and any depositions
taken pursuant to this Paragraph shall not count towards the ten deposition
limit set forth in Federal Rule
of Civil Procedure 30(a)(2)(A), and
pursuant to Federal Rule of Civil Procedure 30(a)(2)(A)(ii), the Court
grants leave to re-depose any deponent who is deposed pursuant to this
paragraph.
F. All written responses to the Commission's requests for discovery under
the Federal Rules
of Civil Procedure shall be delivered by the most
expeditious means possible, whether by hand delivery, email, facsimile
transmission, or overnight courier, upon the Commission, directed to
Dahlia Rin, United
States Securities and Exchange Commission,
33 Arch
Street.,
24th Floor, Boston, MA 02110 (facsimile: (617) 573-4590).
11

XII.
IT IS FURTHER ORDERED that copies of this Order may be served by any means,
including facsimile transmission and email, upon any entity
or person that may have possession,
custody,
or control of any documents or assets of defendants Joseph Meli, Matthew Harriton,
875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance
Entertainment II, LLC,
or that may be subject to any provision of this Order, and that
representatives
of the Commission are specially appointed by the Court to effect service.
XIII.
IT IS FURTHER ORDERED that this Order shall be, and is, binding on defendants
Joseph Meli, Matthew Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance
Entertainment LLC, and Advance Entertainment II, LLC, and any
of their agents or
representatives and those persons in active concert or participation with them who receive actual
notice of this Order by personal service or otherwise.
XIV.
IT IS HEREBY FURTHER ORDERED that the Court shall retain jurisdiction
of this
matter for all purposes.
SO
ORDERED,
this
io ~ day of January, 2017, at 12 ·.Cf5 o'clock ?-.m.
STATES DISTRICT J
D/j
~r
--
12

.USDCSDNY 

UNITED STATES DISTRICT COURT 
SOUTHERN DISTRICT OF NEW YORK 

DOCUMENT 

ELECTRONICALLY FILED 

SECURITIES AND EXCHANGE 
COMMISSION, 

DOC#:~~~-.--.-~~­
DATE FILED: I /t>o J ior::r 

Plaintiff, 

v. 

JOSEPH MELI, 
MATTHEW HARRITON, 
875 HOLDINGS, LLC, 
127 HOLDINGS, LLC, 
ADVANCE ENTERTAINMENT, LLC, and 
ADVANCE ENTERTAINMENT II, LLC, 

Defendants, 

JESSICA INGBER MELI, and 
127 PARTNERS, LLC, 

Relief Defendants. 

Civil Action No. 17-cv-632 

[PROPOSED] 
ORDER TO SHOW CAUSE, 

TEMPORARY RESTRAINING ORDER, 
AND ORDER FREEZING ASSETS AND GRANTING OTHER RELIEF 

Having considered the Application for an Order to Show Cause, Temporary Restraining 

Order, Order Freezing Assets, and Granting Other Relief filed by plaintiff Securities and 

Exchange Commission (the "Commission"), as well as the complaint, the Commission's 

memorandum oflaw in support of its motion and the Declaration of John McCann dated January 

30, 2017 (with attached exhibits), the Court finds that the Commission has made a proper 

showing, as required by Section 20(b) and 20(d)(l) of the Securities Act of 1933 ("Securities 

Act") and Section 21 ( d) of the Securities Exchange Act of 1934 ("Exchange Act"), for the relief 

granted herein, for the following reasons: 

1 

I 

Case 1:17-cv-00632-LLS   Document 19   Filed 01/30/17   Page 1 of 12



1. It appears from the evidence presented that defendants Joseph Meli, Matthew 

Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance 

Entertainment II, LLC (the "Defendants"); violated Sections 17(a)(l), (2) and (3) of the 

Securities Act and Section lO(b) of the Exchange Act, and Exchange Act Rules 10b-5(a), (b) and 

( c ), by engaging in a fraudulent securities offering scheme. 

2. It appears that an order freezing the Defendants' assets, including bank accounts 

and accounts at other financial institutions, is necessary to preserve the status quo and to protect 

this Court's ability to award relief in the form of disgorgement, prejudgment interest, and civil 

penalties. 

3. It appears that an order prohibiting Defendants from continuing to accept or 

deposit investor funds is appropriate. 

4. It appears that an order requiring an accounting of Defendants' assets is 

appropriate. 

5. There is good cause to believe that expedited discovery and an alternative means 

of service are warranted. 

6. It appears that an order prohibiting the Defendants from destroying, altering, or 

concealing records of any kind-including documents concerning the allegations in the 

complaint or the assets, finances, or business operations of the Defendant-is necessary to 

ensure compliance with the asset freeze imposed and to protect the integrity of this litigation. 

7. It appears an order requiring that the Defendants repatriate and deposit into the 

registry of the Court in an interest bearing account, any and all funds or assets that presently may 

be located outside of the United States that were obtained directly or indirectly from investors is 

appropriate. 

2 

Case 1:17-cv-00632-LLS   Document 19   Filed 01/30/17   Page 2 of 12



8. Good and sufficient reasons have been shown why the Court should issue a 

temporary restraining order without prior notice to the Defendants or their counsel. It is 

appropriate for the Court to issue this Order to Show Cause ex parte so that prompt service on 

appropriate financial institutions can be made, thus preventing the dissipation of assets. 

9. This Court has jurisdiction over the subject matter of this action and over 

defendants Joseph Meli, Matthew Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance 

Entertainment LLC, and Advance Entertainment II, LLC, and venue properly lies in this District. 

NOW THEREFORE, 

I. 

IT IS HEREBY ORDERED that defendants Joseph Meli, Matthew Harriton, 875 

Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment 

II, LLC, show cause, ifthere be any, to this Court at \ l !!_.m. on the! o-tt. day of 

'FvoYIACU'\(\ 2017, in Courtroom 2. \ C. of the United States District Court for the Southern 

District of New York, 500 Pearl Street, New York, NY, why this Court should not enter an Order 

pursuant to Rule 65 of the Federal Rules of Civil Procedure, Section 20 of the Securities Act [15 

U.S.C. § 77t], and Section 21 of the Exchange Act [15 U.S.C. §78u]: 

(a) Preliminarily enjoining the Defendants from violating Section 17(a)(l), (2) and 

(3) of the Securities Act [15 U.S.C. § 77q(a)] and Section lO(b) of the Exchange 

Act [15 U.S.C. §§ 78i(a) and 78j(b)] and Exchange Act Rules 10b-5(a), (b) and 

(c) thereunder [17 C.F.R. § 240.10b-5(a), (b) and (c)]; 

(b) Freezing the Defendants' assets held in the United States; 

( c) Prohibiting the Defendants from continuing to accept or deposit additional 

investor funds; 

3 

Case 1:17-cv-00632-LLS   Document 19   Filed 01/30/17   Page 3 of 12



( d) Requiring the Defendants to provide verified accountings of their assets; 

( e) Requiring repatriation of assets by the Defendants; and 

(f) Requiring the Defendants to preserve documents relevant to this case. 

II. 

IT IS FURTHER ORDERED that, in addition to the methods of service described in 

Rule 4(f) of the Federal Rules of Civil Procedure, the Commission may serve defendants Joseph 

Meli, Matthew Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, 

and Advance Entertainment II, LLC, with this Order and all documents filed in support thereof, 

by any of the following means: 

1) Email to the Defendants. 

III. 

IT IS FURTHER ORDERED that defendants Joseph Meli, Matthew Harriton, 875 

Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment 

II, LLC, shall deliver any opposing papers in response to this Order to Show Cause by no later 

(/\•VI'\ 

than ~~ ~' 2017, at~- Service shall be made by delivering the papers, using the 

most expeditious means available, by that date and time, to the Boston Regional Office of the 

Commission at 33 Arch St., 24th Floor, Boston, MA 02110 Attn: Dahlia Rin, or such other place 

as counsel for the Commission may direct in writing. The Commission may have until 

fA·W\ 
~WY"IAliU1Q _B_, 2017, at.!!__ .p..m., to serve, by the most expeditious means available, any 

reply papers upon the Defendants or their counsel, if counsel shall have made an appearance in 

this action. 

4 

Case 1:17-cv-00632-LLS   Document 19   Filed 01/30/17   Page 4 of 12



IV. 

IT IS HEREBY FURTHER ORDERED that: 

A. Defendants Joseph Meli, Matthew Harriton, 875 Holdings, LLC, 127 Holdings, 

LLC, Advance Entertainment LLC, and Advance Entertainment II, LLC, and each of their 

officers, agents, servants, employees, attorneys, and other persons in active concert or 

participation with them who receive actual notice of this Order by personal service or otherwise 

(including by fax, email, or overnight delivery service) are restrained from taking any actions to 

withdraw, sell, pay, transfer, dissipate, assign, pledge, alienate, encumber, dispose of, or 

diminish the value of in any way (including, but not limited to, making charges on a credit card 

or drawing on another credit arrangement), any funds and other assets in their possession or held 

by any person or entity for their benefit, subject to their direct or indirect control, over which 

they exercise actual or apparent authority, or in which they have a beneficial interest, in whatever 

form such funds and other assets may presently exist and wherever located. 

B. All banks, brokerage firms, and other financial institutions (including but not 

limited to Citibank, First Republic Bank, JP Morgan, Merrill Lynch, Signature Bank, TD 

Ameritrade and Wells Fargo) and other persons or entities that receive actual notice of this Order 

by personal service or otherwise (including by fax, email, or overnight delivery service) holding 

any funds or other assets in the name of any of the defendants, or in the name of any person or 

entity for their benefit, subject to their control, over which they exercise actual or apparent 

authority, or in which they have a direct or indirect beneficial interest, in whatever form such 

funds or other assets may presently exist and wherever located, shall continue to hold and retain 

such funds or other assets within their control and shall prohibit the withdrawal, removal, sale, 

payment, transfer, dissipation, assignment, pledge, alienation, encumbrance, diminution in value, 

5 

Case 1:17-cv-00632-LLS   Document 19   Filed 01/30/17   Page 5 of 12



or other disposal of any such funds or other assets (including, but not limited to, charges on a 

credit card or draws on another credit arrangement); and all such funds or other assets are hereby 

frozen. 

C. The above Paragraphs IV .A and IV .B shall immediately cease to apply to any 

asset located within the United States (including any account at any bank, brokerage firm, or 

other financial institution) which becomes subject to any later order entered by any federal court 

as a result of proceedings that may be filed by the United States or any department or agency 

thereof under any federal civil or criminal forfeiture statute, to the extent that such later order 

requires the transfer of any such asset to the United States government. 

D. No person or entity, including the defendants or any creditor or claimant against 

any of the defendants, or any person acting on behalf of such creditor or claimant, shall take any 

action to interfere with the asset freeze, including, but not limited to, the filing of any lawsuits, 

liens, or encumbrances, or bankruptcy cases to impact the property and assets subject to this 

order; provided, however, that any party or non-party may seek leave from this order upon a 

proper showing. 

v. 

IT IS HEREBY ORDERED that defendants Joseph Meli, Matthew Harriton, 

875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance 

Entertainment II, LLC, and each of their agents, servants, employees, attorneys, and other 

persons in active concert or participation with him who receive actual notice of this Order by 

personal service or otherwise (including by fax, email, or overnight delivery service) are 

temporarily restrained from violating Section lO(b) of the Exchange Act [15 U.S.C. §78j(b)] and 

Rule 10b-5(a), (b) and (c) thereunder [17 C.F.R. §240.lOb-5] by, directly or indirectly, through 

6 

Case 1:17-cv-00632-LLS   Document 19   Filed 01/30/17   Page 6 of 12



the use of the means or instrumentalities of interstate commerce or of the mails or of any facility 

of any national securities exchange, in connection with the purchase or sale of any security: (a) 

employing any device, scheme or artifice to defraud; (b) making any untrue statement of a 

material fact or omitting to state a material fact necessary in order to make the statements made, 

in the light of the circumstances under which they were made, not misleading; or, ( c) engaging in 

any act, practice or course of business which operates or would operate as a fraud or deceit upon 

any person. 

VI. 

IT IS FURTHER ORDERED that defendants Joseph Meli, Matthew Harriton, 875 

Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment 

II, LLC, and each of their agents, servants, employees, attorneys, and other persons in active 

concert or participation with them who receive actual notice of this Order by personal service or 

otherwise (including by fax, email, or overnight delivery service) are temporarily restrained from 

violating Section l 7(a)(l), (2) and (3) of the Securities Act [15 U.S.C. §77q(a)] by, directly or 

indirectly, through the use of any means or instrumentalities of interstate commerce or the mails 

or of any facility of any national securities exchange, in the offer or sale of any security: ( 1) 

employing any device, scheme or artifice to defraud; (2) obtaining money or property by means 

of any untrue statement of a material fact or omitting to state a material fact necessary in order to 

make the statements made, in the light of the circumstances under which they were made, not 

misleading; or, (3) engaging in any transaction, practice, or course of business which operates or 

would operate as a fraud or deceit upon the purchaser. 

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VII. 

IT IS FURTHER ORDERED that defendants Joseph Meli, Matthew Harriton, 875 

Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment 

II, LLC, and each of their agents, servants, employees, attorneys, and other persons in active 

concert or participation with them who receive actual notice of this Order by personal service or 

otherwise (including by fax, email, or overnight delivery service) are prohibited from accepting 

or depositing additional investor funds. 

VIII. 

IT IS HEREBY FURTHER ORDERED that each of Defendants Joseph Meli, Matthew 

Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance 

Entertainment II, LLC, shall submit in writing and serve upon the Commission, within five (5) 

business days following service of this Order by personal service or otherwise (including by fax, 

email, or overnight delivery service), an accounting identifying: 

1. all transfers or payments of any funds or other assets to him, or to any person or 

entity for his direct or indirect benefit, subject to his direct or indirect control, over which he 

exercises actual or apparent authority, or in which he has a direct or indirect beneficial interest, 

from any investors in connection with the activities described in the Complaint-the 

identification shall include the date and amount of each transfer or payment, the name and 

address of the investor, and, if applicable, the name, address, and account number of any bank, 

brokerage firm, or other financial institution of the person or entity making and the person or 

entity receiving the transfer or payment; 

2. in detail, the precise disposition of each transfer or payment identified in response 

to paragraph 1 above and all assets derived therefrom, including but not limited to: 

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a. the nature and results of any investment in which the funds were used; 

b. any subsequent transfer or payment of the funds (the identification shall 

include the amount of each such transfer or payment, the date of the transfer or payment, 

the name, address, account number and financial institution of the party making and 

receiving the transfer or payment, and the reason for the transfer or payment); and 

c. any fees or expenses charged and a detailed statement of the nature and 

purpose of such fees and expenses. 

3. the location of the funds or other assets involved in any transfer or payment 

identified in response to paragraph 1 above that are currently in any of the Defendants' 

possession or held by any person or entity for any of the Defendants' direct or indirect benefit, 

subject to any of the Defendants' direct or indirect control, over which Defendants exercise 

actual or apparent authority, or in which any of the Defendants have a direct or indirect 

beneficial interest-the identification shall include the name and address of each person or entity 

holding such funds or other assets, and, if applicable, the name, address, and account number of 

any bank, brokerage firm, or other financial institution where the funds or other assets are 

currently held; 

4. assets of every type and description with a value of at least five hundred dollars 

($500) presently owned by or held for the direct or indirect benefit, or subject to the direct or 

indirect control, of any of the Defendants, whether in the United States or elsewhere; and 

5. all accounts held at any bank, brokerage or other financial institution in the United 

States or elsewhere in the name, for the direct or indirect benefit, or under the direct or indirect 

control, of any of the Defendants, or in which any of the Defendants have or had any direct or 

indirect beneficial interest, at any time from January 1, 2015, to the present. 

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IX. 

IT IS FURTHER ORDERED that defendants Joseph Meli, Matthew Harriton, 875 

Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance Entertainment 

II, LLC, and all persons or entities acting at their direction or on their behalf are hereby enjoined 

and restrained from destroying, altering, concealing, transferring custody of, or otherwise 

interfering with the Commission's access to, any and all documents, books, and records in the 

possession, custody, or control of and of the Defendants, their agents, officers, employees, 

servants, accountants, financial or brokerage institutions, or attorneys relating to the assets of the 

Defendants, or to the allegations of the complaint. 

x. 

IT IS HEREBY FURTHER ORDERED that defendants Joseph Meli, Matthew 

Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance 

Entertainment II, LLC and each of their officers, agents, servants, employees and attorneys, and 

those persons in active concert or participation with them who receive actual notice of this Order 

by personal service or otherwise, including facsimile transmissions, electronic mail or overnight 

delivery service, and each of them, shall, within five (5) days of receiving actual notice of this 

Order, take such steps as are necessary to repatriate and deposit into the registry of the Court in 

an interest bearing account, any and all funds or assets that presently may be located outside of 

the United States that were obtained directly or indirectly from investors. 

XI. 

IT IS FURTHER ORDERED that the Commission's application for expedited 

discovery is granted and that, commencing with the time and date of this Order, discovery may 

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proceed without regard to the time periods, notice provisions, and other requirements of Rules 

26, 3~0, 33, 34, 36, and 45 of the Federal Rules of Civil Procedure. In particular: 

A. Pursuant to Rule 30 of the Federal Rules of Civil Procedure, the 
Commission may take depositions upon oral examination, upon five days 
email, telecopy or overnight mail notice of any such deposition, or receipt 
of the notice by other service. 

B. Pursuant to Rule 33 of the Federal Rules of Civil Procedure, the 
Defendants shall answer all of the Commission's interrogatories in writing 
under oath within five days of email, telecopy or overnight mail service of 
such interrogatories, or receipt of the interrogatories by other service. 

C. A request for documents and tangible things pursuant to Rule 34 of the 
Federal Rules of Civil Procedure will be answerable, and production 
made, within five days of email, telecopy or overnight mail service of such 
request, or receipt of the request by other service. 

D. Pursuant to Rule 36 of the Federal Rules of Civil Procedure, the 
Defendants shall answer all of the Commission's requests for admissions 
within five days of email, telecopy or overnight mail service of such 
requests, or receipt of the requests by other service. 

E. The Commission may take more than ten depositions, and any depositions 
taken pursuant to this Paragraph shall not count towards the ten deposition 
limit set forth in Federal Rule of Civil Procedure 30(a)(2)(A), and 
pursuant to Federal Rule of Civil Procedure 30(a)(2)(A)(ii), the Court 
grants leave to re-depose any deponent who is deposed pursuant to this 
paragraph. 

F. All written responses to the Commission's requests for discovery under 
the Federal Rules of Civil Procedure shall be delivered by the most 
expeditious means possible, whether by hand delivery, email, facsimile 
transmission, or overnight courier, upon the Commission, directed to 
Dahlia Rin, United States Securities and Exchange Commission, 33 Arch 
Street., 24th Floor, Boston, MA 02110 (facsimile: (617) 573-4590). 

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XII. 

IT IS FURTHER ORDERED that copies of this Order may be served by any means, 

including facsimile transmission and email, upon any entity or person that may have possession, 

custody, or control of any documents or assets of defendants Joseph Meli, Matthew Harriton, 

875 Holdings, LLC, 127 Holdings, LLC, Advance Entertainment LLC, and Advance 

Entertainment II, LLC, or that may be subject to any provision of this Order, and that 

representatives of the Commission are specially appointed by the Court to effect service. 

XIII. 

IT IS FURTHER ORDERED that this Order shall be, and is, binding on defendants 

Joseph Meli, Matthew Harriton, 875 Holdings, LLC, 127 Holdings, LLC, Advance 

Entertainment LLC, and Advance Entertainment II, LLC, and any of their agents or 

representatives and those persons in active concert or participation with them who receive actual 

notice of this Order by personal service or otherwise. 

XIV. 

IT IS HEREBY FURTHER ORDERED that the Court shall retain jurisdiction of this 

matter for all purposes. 

SO ORDERED, this io ~ day of January, 2017, at 12 ·.Cf5 o'clock ?-.m. 

STATES DISTRICT J D/j 
~r --

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