Colorado securities regulator sues water company, alleging $19M scheme to defraud investors

Colorado securities regulators have filed a $19 million fraud suit against a troubled Colorado water company, charging that it misled investors and sold shares in subsidiaries illegally.

The lawsuit, filed Dec. 10 in Denver District Court, alleges that Denver-based Two Rivers Water & Farming LLC, failed to properly register its stock sales as required by law and misappropriated money.

The Two Rivers subsidiaries, including GrowCO, Inc. and TR Capital Partners, among others, were described to investors as cannabis businesses that planned to build high-tech greenhouses for growing hemp.

In court filings, however, the state securities commission alleges that only one $5 million greenhouse in southern Colorado was ever built, and that other funds raised were misappropriated.

In a Jan. 18 response to the state’s suit, former Two Rivers officers denied the state’s allegations, saying that in several instances cited by the state, the securities weren’t required to be registered and that during certain periods between 2014 and 2019, the defendants weren’t responsible for Two Rivers’ actions because they were not officers at the time.

The defendants, including John McKowen, Jan McCaffrey, George McCafffrey, Wayne Harding, Edward Wallick, Richard WiWi and Kirsty Cameron, asked that the state’s suit be dismissed.

Neither Colorado Securities Commissioner Tung Chan, or Martin Berliner, the attorney representing the Two Rivers’ defendants, responded to requests for comment.

A message left at Two River’s Denver office for current CEO Greg Harrington was not returned.

Two Rivers Farming and Water is listed under the symbol TURV on the Over The Counter (OTC) index. Unlike major stock exchanges, such as the New York Stock Exchange, OTC stocks aren’t closely regulated, nor are they required to provide as much financial information to investors.

TURV stock is listed as an OTC security on the website OTC Markets, but is flagged with warnings, in part because it has failed to file the required financial reports for several years.

In 2020, the Colorado Water Conservation Board (CWCB), moved to foreclose on land and water rights in the Arkansas Valley owned by Two Rivers, to satisfy $1.4 million in delinquent loan payments and dam repair bills.

Last August, however, Two Rivers paid the state $161,000 to cover the late payments, causing the state to stop foreclosure proceedings, according to Kirk Russell, who oversees the CWCB’s loan program.

“When they came to us (in 2012) and desired to get ag land back into production, we thought it was a great idea,” Russell said. “But the organization was just a bad one to start with.”

How many people still own shares in the company isn’t clear. Its stock has traded for as little as 12 cents a share to more than 70 cents a share. In various debt offerings since 2012, the company has issued millions of shares of stock, often using them as collateral for loans from investors.

Chris Scott is a tax attorney and a Two Rivers shareholder.  He, along with 55 other investors, is suing Two Rivers in a separate suit. He said it’s not clear what will happen as a result of the Colorado Securities Commission’s action. But he said he would like to see a new management team installed at the company.

“The only reason I invested was because people I formerly trusted told me what a great deal this was going to be,” he said.

Two Rivers’ next payment to the state is due March 1, Russell said. If that payment is missed, the CWCB has said it will resume legal proceedings against the company.

Jerd Smith is editor of Fresh Water News. She can be reached at 720-398-6474, via email at jerd@wateredco.org or @jerd_smith.

Fresh Water News is an independent, nonpartisan news initiative of Water Education Colorado. WEco is funded by multiple donors. Our editorial policy and donor list can be viewed at wateredco.org.

 

 

 

 

 

 

 

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