Damian Williams, the United States Attorney for the Southern District of New York, announced today that COOPER MORGENTHAU, the former chief financial officer (“CFO”) of two special purpose acquisition companies (“SPACs”) — African Gold Acquisition Corp. (“AGAC”) and Strategic Metals Acquisition Corp. (“SMAC”) — was sentenced to 36 months in prison for committing wire fraud when he embezzled more than $5 million from the two SPACs. U.S. District Judge Paul A. Engelmayer imposed today’s sentence
U.S. Attorney Damian Williams said: “With today’s sentencing of Cooper Morgenthau, SPAC promoters have been sent a message that fraud in the SPAC markets will be punished, and greed on Wall Street will be met with serious consequences.”
According to the allegations in the Information and statements made in public court proceedings and filings:
Between approximately June 2021 and August 2022, MORGENTHAU, who was the CFO of AGAC and SMAC, embezzled more than $5 million from the two SPACs. AGAC had recently had its initial public offering (“IPO”), while SMAC was raising money from private investors in preparation for its anticipated IPO. MORGENTHAU used the embezzled funds to trade equities and options of so-called “meme stocks” and cryptocurrencies, losing almost all of the money that he stole. To conceal and facilitate his embezzlement from AGAC, MORGENTHAU fabricated bank statements, which he provided to AGAC’s accountant and auditor; made and caused to be made material misstatements in AGAC’s public filings with the Securities and Exchange Commission (“SEC”); and transferred some of SMAC’s funds to AGAC to cover up the funds he had misappropriated from AGAC.
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MORGENTHAU, 36, of Fernandina Beach, Florida, previously pled guilty to one count of wire fraud. In addition to his prison term, MORGENTHAU was also ordered to forfeit $5,111,335 and to pay restitution of $5,111,335.
Mr. Williams praised the outstanding work of the Federal Bureau of Investigation and thanked the SEC for its assistance and cooperation in this investigation.
This case is being handled by the Office’s Securities and Commodities Fraud Task Force and Money Laundering and Transnational Criminal Enterprises Unit. Assistant U.S. Attorneys Joshua A. Naftalis and Anden Chow are in charge of the prosecution.