Order: In the Matter of HEIR Home Equity Investment Rewards Inc. et al. - Canyon Acquisitions, LLC et al.

IN THE MATTER OF THE SECURITIES ACT
R.S.O. 1990, c.S.5, AS AMENDED

- AND -

IN THE MATTER OF HEIR HOME EQUITY INVESTMENT REWARDS INC.; FFI FIRST FRUIT INVESTMENTS INC.; WEALTH BUILDING MORTGAGES INC.; ARCHIBALD ROBERTSON; ERIC DESCHAMPS; CANYON ACQUISITIONS, LLC; CANYON ACQUISITIONS INTERNATIONAL, LLC; BRENT BORLAND; WAYNE D. ROBBINS; MARCO CARUSO; PLACENCIA ESTATES DEVELOPMENT, LTD.; COPAL RESORT DEVELOPMENT GROUP, LLC; RENDEZVOUS ISLAND, LTD.; THE PLACENCIA MARINA, LTD.; AND THE PLACENCIA HOTEL AND RESIDENCES LTD.

ORDER
(Sections 127(1) and 127.1)

    WHEREAS on March 29, 2011, the Ontario Securities Commission (the "Commission") issued a Notice of Hearing pursuant to sections 127 and 127.1 of the Securities Act, R.S.O. 1990, c. S.5, as amended (the "Act") to consider whether it is in the public interest to make orders, as specified therein, against and in respect of Canyon Acquisitions, LLC, Canyon Acquisitions International, LLC (together the “Canyon Entities”), Brent Borland (“Borland”), Wayne D. Robbins (“Robbins”), Marco Caruso (“Caruso”), the Placencia Estates Development LLC also referred to as Placencia Estates Development, Ltd., Copal Resort Development Group, LLC, Rendezvous Island, Ltd., The Placencia Marina, Ltd., and The Placencia Hotel and Residences Ltd. (all collectively the “Canyon Respondents”) and others. The Notice of Hearing was issued in connection with the allegations as set out in the Statement of Allegations of Staff of the Commission ("Staff") dated March 29, 2011 and amended February 14, 2012;

    AND WHEREAS the Canyon Respondents entered into a Settlement Agreement with Staff of the Commission dated March 22, 2013 (the "Settlement Agreement") in which the Canyon Respondents agreed to a proposed settlement of the proceeding commenced by the Notice of Hearing, subject to the approval of the Commission;

    AND WHEREAS on March 25, 2013, the Commission issued a Notice of Hearing pursuant to section 127 of the Act to announce that it proposed to hold a hearing to consider whether it is in the public interest to approve a settlement agreement entered into between Staff and the Canyon Respondents;

    AND UPON reviewing the Settlement Agreement, the Notices of Hearing and the Amended Statement of Allegations of Staff of the Commission, and upon hearing submissions from the Canyon Respondents and from Staff of the Commission;

    AND WHEREAS the Commission is of the opinion that it is in the public interest to make this Order;

    IT IS HEREBY ORDERED THAT:

(a) the Settlement Agreement is approved;

(b) trading in any securities by any of the Canyon Respondents shall cease permanently from the date of this Order pursuant to paragraph 2 of subsection 127(1);

(c) the acquisition of any securities by any of the Canyon Respondents shall be prohibited permanently from the date of this Order pursuant to paragraph 2.1 of subsection 127(1); 

(d) any exemptions contained in Ontario securities law do not apply to any of the Canyon Respondents permanently from the date of this Order pursuant to paragraph 3 of subsection 127(1); 

(e) Borland, Robbins and Caruso shall resign all positions that any of them hold as a director or officer of any issuer, registrant or investment fund manager, pursuant to paragraphs 7, 8.1 and 8.3 of subsection 127(1) of the Act;  

(f) Robbins shall be permanently prohibited from the date of this Order, pursuant to paragraphs 8, 8.2 and 8.4 of subsection 127(1) of the Act, from becoming or acting as a director or officer of any issuer, registrant or investment fund manager; 

(g) each of Caruso and Borland shall be permanently prohibited from the date of this Order, pursuant to paragraphs 8.2 and 8.4 of subsection 127(1) of the Act, from becoming or acting as a director or officer of any registrant or investment fund manager; 

(h) each of Borland and Caruso shall be prohibited from the date of this Order, pursuant to paragraph 8 of subsection 127(1) of the Act, for a period of five (5) years from the date of the Order attached as Schedule “A” from becoming or acting as a director or officer of any issuer; and 

(i) each of the Canyon Respondents shall be permanently prohibited from the date of this Order, pursuant to paragraph 8.5 of subsection 127(1) of the Act, from becoming or acting as a registrant, as an investment fund manager or as a promoter. 

(j) each of the Canyon Respondents shall be reprimanded, pursuant to paragraph 6 of subsection 127(1) of the Act; 

(k) the Canyon Respondents shall immediately pay to the Commission:  

i. an administrative penalty in the aggregate amount of C$350,000 (jointly and severally), for their failure to comply with Ontario securities law, pursuant to paragraph 9 of subsection 127(1) of the Act, to be designated for allocation or for use by the Commission pursuant to subsection s. 3.4(2)(b) of the Act; and 

ii. the aggregate amount of C$150,000 on a joint and several basis, representing a portion of Staff’s costs in this matter;

(l) the Canyon Respondents shall pay to the Commission (jointly and severally) by way of disgorgement within 60 days of the date of this Order, the sum of C$1,671,066, obtained as a result of non-compliance with Ontario securities law, pursuant to paragraph 10 of subsection 127(1) of the Act, to be designated for allocation or for use by the Commission pursuant to subsection s. 3.4(2)(b) of the Act, which amount shall be reduced by the amounts paid in cash by the Canyon Respondents to the remaining Ontario investors who invested in Canyon securities in Belize and still hold those securities as of March 15, 2013, provided that the Canyon Respondents have provided accurate information to Staff along with satisfactory supporting evidence of such payments to those investors; and 

(m) Borland, Robbins, Canyon Acquisitions, LLC and Canyon Acquisitions International, LLC shall pay to the Commission (jointly and severally) by way of disgorgement the sum of C$1,519,658, obtained as a result of non-compliance with Ontario securities law, pursuant to paragraph 10 of subsection 127(1) of the Act, to be designated for allocation or for use by the Commission pursuant to subsection s. 3.4(2)(b) of the Act, which amount shall be payable in one year from the date of this Order, and shall be reduced by the amounts paid in cash by the Canyon Respondents to the remaining Ontario investors holding Dominican Republic Canyon securities as of March 15, 2013, provided that Borland, Robbins and the Canyon Entities have provided accurate information to Staff along with satisfactory supporting evidence of such payments to those investors.  

    DATED AT TORONTO this 28^th day of March, 2013.