The opinion
UNITED STATES DISTRICT COURT FOR THE
NORTHERN DISTRICT OF OKLAHOMA
KEVIN VINCENT COX, )
)
Plaintiff, )
)
v. ) Case No. 25-CV-0544-CVE-SH
)
DAVID BLAIR THOMPSON, )
PRADEEP SINGH, )
TOTAL SOLUTIONS ENTERPRISE, LLC )
(d/b/a SPARTA WEALTH PARTNERS), )
DRAGON FLY CAPITAL PARTNERS, LLC, )
REALTA EQUITIES, INC., )
SINE-PARI, LLC, and )
INNOVATION PARTNERS, LLC )
)
Defendants. )
OPINION AND ORDER
Now before the court are a motion to dismiss for failure to state a claim by defendant Realta
Equities, Inc. (Dkt. # 8), a motion to dismiss for lack of personal jurisdiction by defendants David
Blair Thompson, Pradeep Singh, Sine-Pari, LLC, and Total Solutions Enterprise, LLC (d/b/a Sparta
Wealth Partners) (Dkt. # 25). Also before the Court are plaintiff Kevin Vincent Cox’s motions for
a preliminary injunction and temporary restraining order (Dkt. ## 30, 31), as well as a motion for
leave to add a plaintiff (Dkt. # 45). Plaintiff, a resident of Oklahoma who is proceeding pro se,
alleges three counts against Thompson, Singh, Dragon Fly Capital Partners, LLC (“DragonFly”),
Realta Equities, Inc. (“Realta”), Sine-Pari, LLC (“Sine-Pari”), Innovation Partners, LLC (“Innovation
Partners”), and Total Solutions Enterprise, LLC (d/b/a Sparta Wealth Partners) (“Sparta”).
Plaintiff’s claims arise out of his engagement of defendants for investment advice. Plaintiff asserts
that defendants acted in concert to misrepresent their relationships, fraudulently collect fees, and
cause him to sign two promissory notes. Plaintiff also alleges that defendants failed to provide him
with requisite disclosures that revealed the relationships and fee structures among defendants. Based
on these allegations, plaintiff alleges one count of conspiracy under 42 U.S.C. § 1985. Plaintiff also
alleges one count of “wrongful securities issuance” arising under section § 10(b) of the Securities
Exchange Act of 1934 (“Exchange Act”), 15 U.S.C. § 78a et seq., § 78j(b), and under § 12 of the
Securities Act of 1933 (“Securities Act”), 15 U.S.C. § 77a et seq., § 77/(a)(2), as well as under
Securities and Exchange Commission (SEC) Rule 10b-5, which was promulgated under § 10 of the
Exchange Act (see 17 C.F.R. § 240.10b-5).' Finally, plaintiff alleges one count of fraud and
misrepresentation under § 10(b) of the Exchange Act and Rule 10b-5. Dkt. #1, 4] 53-80.
1.
Plaintiff alleges that in early 2021, he hired Thompson as an investment advisor to help with
investment strategy, capital raising, and the initial public offering for CAVU Resources, Inc.
(“CAVU”),’ a company with which plaintiff is affiliated as a member of the board of directors and
the former chief executive officer. Dkt. # 1, [9 17-18. Soon thereafter, Thompson introduced
plaintiff to Don Millen, Jr., a broker-dealer and investment banker at DragonFly. Id. JJ 19-22. In
April 2021, plaintiff CAVU entered into an agreement with Thompson, Millen, and DragonFly
to provide “exclusive” financial advisory and investment banking services. Id. 22-23. Thompson
In his complaint, plaintiff asserts one count of wrongful securities issuance under the “US
Securities Exchange Act Section 10(b), and Rule 12(2)[,] 10(b)(5), et[] al.” and one count
of fraud and misrepresentation under “US Securities Exchange Act Section 10(b), and Rule
10(b)(5), et al.” Dkt. # 1, 99] 58-65, 66-80. As discussed below, the parties and the Court
interpret plaintiff's assertion of a claim under “Rule 12” to mean § 12 of the Securities Act.
The company is referred to, interchangeably, as “CAVU,” “CAVR,” and “CAVA”
Resources. Compare Dkt. # 1, 9 17, with Dkt. # 28, | 8, and Dkt. # 8, at 6. Although the
company is named “CAVU Resources, Inc.,” it is publicly traded under the symbol “CAVR.”
Dkt. # 45, at 2. The Court refers to it as CAVU for consistency.
would receive payment as a percentage of the securities on which he provided advice, issued, or sold.
Id. ¶ 23. DragonFly would receive a retainer of $7,500 per month, in addition to 5% of gross
proceeds from closing transactions, in an effort to raise $30 million for CAVU. Id. ¶ 30. Thompson
was, according to plaintiff, registered as an investment advisor and broker with the Financial Industry
Regulatory Authority (FINRA), and DragonFly was registered with the SEC. Id. ¶¶ 34-36.
However, plaintiff asserts that Thompson never disclosed his affiliation as an agent of DragonFly,
nor was any connection to DragonFly disclosed in his publicly filed FINRA Central Registration
Depository (CRD). Id. ¶ 5. Plaintiff states that during this time, he was given no information about
Thompson’s relationship with DragonFly or Thompson’s relationship with another brokerage firm,
Realta, with which plaintiff asserts Thompson is associated. Id. ¶¶ 5, 31, 43-45. Plaintiff also
alleges that, contrary to his agreement with Thompson, Thompson was providing investment advice
to other clients through a third-party investment advisor and broker-dealer. Id. ¶ 37.
Thompson also introduced plaintiff to Singh, a local investor who regularly issued securities
and instruments related to real estate projects. Id. at ¶ 45. According to plaintiff, Thompson, Singh,
and Thompson’s companies (Sine-Pari and DragonFly) raised $300,000 in capital for CAVU. Id.
¶¶ 25-26. Plaintiff claims that, in exchange for the capital, Thompson requested that plaintiff
personally sign two promissory notes. Id. ¶¶ 48, 50. Plaintiff personally signed both notes, which
3
are dated September 20, 2021. Id.; Dkt. # 11, at 3; Dkt. # 26-5, at 3° Plaintiff states that once the
makers (plaintiff and Live To Be Happy Inc, of which plaintiff signed the notes as chief executive
officer) defaulted on the notes, they issued stock for the value of the notes to Sine-Pari and Singh,
who, in turn, sued plaintiff in North Carolina court to recover the cash value of the notes. Id. 451.
Plaintiff now seeks to allege one count of conspiracy under 42 U.S.C. § 1985 for defendants’
conspiracy of “issu[ing] unregulated securities, to fraudulently misrepresent the nature of the
securities being issued, . . . while intentionally not disclosing their respective affiliations,
‘compensation’, [sic] and conflicts of interests [sic] as required under the federal securities
regulatory scheme.” Id. 54. Plaintiff also seeks to assert one count of “wrongful securities
issuance” under § 10(b) of the Exchange Act, §12 of the Securities Act, and SEC Rule 10b-5, for
defendants’ failure to register the securities issued to plaintiff, as well as for their failure to provide
required disclosures of “fees, commissions, interest, penalties, and risk” that plaintiff assumed. Id.
3 Realta has attached to its motion as an exhibit one of the two promissory notes signed by
plaintiff, which is central to plaintiff's claims. Dkt. #11. Thompson, Singh, Sine-Pari, and
Sparta attached to their motion as an exhibit the second of the two promissory notes signed
by plaintiff, which is again central to plaintiff's claims. Dkt. # 26-2. Generally, a court
deciding a motion to dismiss is unable to consider material beyond the four corners of the
complaint. Tal v. Hogan, 453 F.3d 1244, 1264 n.24 (10th Cir. 2006); Fuqua v. Santa Fe
Cnty. Sheriff's Off., 157 F.4th 1288, 1297 (10th Cir. 2025). When a court does so, it is
required to treat a 12(b)(6) motion as a motion for summary judgment, and failure to do so
amounts to reversible error. Foremaster v. City of St. George, 882 F.2d 1485, 1491 (10th
Cir. 1989); Torres v. First State Bank of Sierra Cnty., 550 F.2d 1255, 1257 (10th Cir. 1977).
A limited exceptions to this rule exists for “documents referred to in the complaint if the
documents are central to the plaintiff's claim and the parties do not dispute the documents’
authenticity.” Gee v. Pacheco, 627 F.3d 1178, 1186 (10th Cir. 2010) (quoting Jacobsen v.
Deseret Book Co., 287 F.3d 936, 941 (10th Cir. 2002)). A document referred to in a
complaint may “properly be considered only for what [it] contain[s], not to prove the truth
of [its] contents.” Emps.’ Ret. Sys. of R.I. v. Williams Cos., Inc., 889 F.3d 1153, 1158 (10th
Cir. 2018). As neither party disputes the authenticity or centrality of these promissory notes
to plaintiff's claims, the Court notes the dates and sums shown on the notes, copies of which
have been provided to the Court.
¶ 62. In the same count, plaintiff asserts that defendants seek “a form of ‘double-recovery’” for
pursuing plaintiff for collection of and damages arising from the promissory notes that he signed.
Id. ¶¶ 51, 64. Finally, plaintiff asserts one count of fraud and misrepresentation under § 10(b) of the
Exchange Act and SEC Rule 10b-5. Id. ¶ 75. Plaintiff alleges that defendants failed to disclose that
Thompson, Singh, DragonFly, Innovation Partners, Sparta, and Realta were all related parties. Id.
¶ 68. Acting in concert, those parties allegedly misrepresented their relationships in order to
fraudulently collect fees from plaintiff for investment advice and now for debts allegedly owed on
the notes plaintiff signed. Id. ¶¶ 75-78. For these three counts, plaintiff seeks $1.5 million in actual
and compensatory damages, in addition to “statutory recission [sic] for the wrongfully issued
securities” and attorney’s fees and costs incurred. Id. at 15.
Plaintiff filed this matter in October 2025 (Dkt. # 1), and defendant Realta moved to dismiss
for failure to state a claim upon which relief can be granted (Dkt. # 8). Subsequently, defendants
Thompson, Singh, Sine-Pari, and Sparta filed a joint motion to dismiss for lack of personal
jurisdiction. Dkt. # 25. Plaintiff responded to both motions (Dkt. ## 28, 29) and subsequently filed
a motion for a preliminary injunction and a temporary restraining order to enjoin Singh and Sine-Pari
from enforcing and collecting upon state-court collection proceedings regarding the promissory notes
at issue here. Dkt. # 30, at 1; Dkt. # 31, at 1. Realta then replied to plaintiff’s response (Dkt. # 38)
and Thompson, Singh, Sine-Pari, and Sparta filed a joint reply (Dkt. # 39). Thompson, Singh,
Sine-Pari, and Sparta filed a response in opposition to plaintiff’s motions for a preliminary injunction
and temporary restraining order (Dkt. # 42), to which plaintiff replied (Dkt. # 43). Finally, plaintiff
filed a motion for joinder of CAVU as a proposed plaintiff, seeking to assert identical claims arising
out of the same transaction or occurrence. Dkt. # 45, at 2. Realta responded (Dkt. # 47) and plaintiff
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replied (Dkt. # 48). These motions are now ripe for review.
II.
A. Realta’s Motion to Dismiss for Failure to State a Claim
When a party moves to dismiss under Federal Rule of Civil Procedure 12(b)(6), a court must
determine whether the claimant has stated a claim upon which relief can be granted. To survive a
motion under Rule 12(b)(6), a plaintiff must allege “enough facts to state a claim to relief that is
plausible on its face.” Bell Atl. Corp. v. Twombly, 550 U.S. 544, 570 (2007). The Tenth Circuit
has interpreted the plausibility requirement to mean that if the allegations contained in a complaint
“are so general that they encompass a wide swath of conduct, much of it innocent, then the plaintiffs
‘have not nudged their claims across the line from conceivable to plausible.’” Robbins v. Okla. ex.
rel. Dep’t of Hum. Servs., 519 F.3d 1242, 1247 (10th Cir. 2008) (quoting Twombly, 550 U.S. at
570). The allegations must also “be enough that, if assumed to be true, the plaintiff plausibly (not
just speculatively) has a claim to relief.” Id. (footnote omitted). Put differently, for a claim to
survive a Rule 12(b)(6) motion, there must be “more than a sheer possibility that a defendant has
acted unlawfully.” Ashcroft v. Iqbal, 556 U.S. 662, 678 (2009). However, “mere ‘labels and
conclusions’ and ‘a formulaic recitation of the elements of a cause of action’ will not suffice; a
plaintiff must offer specific factual allegations to support each claim.” Kan. Penn Gaming, LLC v.
Collins, 656 F.3d 1210, 1214 (10th Cir. 2011) (quoting Twombly, 550 U.S. at 555); see also
Mitchell v. King, 537 F.2d 385, 386 (10th Cir. 1976) (“A motion to dismiss under Fed. Rules Civ.
Proc., rule 12(b) admits all well-pleaded facts in the complaint as distinguished from conclusory
allegations.”).
“The court’s function on a Rule 12(b)(6) motion is not to weigh potential evidence that the
parties might present at trial, but to assess whether the plaintiff's complaint alone is legally sufficient
to state a claim for which relief may be granted.” Tal v. Hogan, 453 F.3d 1244, 1252 (10th Cir.
2006) (quoting Sutton v. Utah State Sch. for the Deaf & Blind, 173 F.3d 1226, 1236 (10th Cir.
1999)). The facts alleged “must be enough to raise a right to relief above the speculative level, on
the assumption that all of the complaint’s allegations are true (even if doubtful in fact).” Twombly,
550 USS. at 555 (citation omitted) (citing 5 WRIGHT & MILLER’S FEDERAL PRACTICE & PROCEDURE
§ 1216 (3d ed. 2004)). For the purposes of making a dismissal determination, a court must accept
as true all well-pleaded allegations in the complaint and construe the allegations in the light most
favorable to the claimant. Iqbal, 556 U.S. at 678-79.
In this case, plaintiff is proceeding pro se and, in accordance with Supreme Court and Tenth
Circuit precedent, the Court must construe his pleadings liberally in ruling on Realta’s motion to
dismiss for failure to state a claim. Haines v. Kerner, 404 U.S. 519, 520 (1972); Gaines v. Stenseng,
292 F.3d 1222, 1224 (10th Cir. 2002). “Although ‘[a] pro se litigant’s pleadings are to be construed
liberally and held to a less stringent standard than formal pleadings drafted by lawyers,’ . . . ‘pro se
parties [must] follow the same rules of procedure that govern other litigants.’” Garrett v. Selby
Connor Maddux & Janer, 425 F.3d 836, 840 (10th Cir. 2005) (quoting Nielsen v. Price, 17 F.3d
1276, 1277 (10th Cir. 1994)). The generous construction to be given a pro se litigant’s allegations
“does not relieve the plaintiff of the burden of alleging sufficient facts on which a recognized legal
claim could be based.” Hall v. Bellmon, 935 F.2d 1106, 1110 (10th Cir. 1991).
1. Count One: Conspiracy Under 42 U.S.C. § 1985
Realta first seeks dismissal of the claim of conspiracy under 42 U.S.C. § 1985 against it.
Dkt. # 8, at 4-5. Section 1985 makes it unlawful for “two or more persons in any State or territory
[to] conspire .. . for the purpose of depriving, either directly or indirectly, any person or class of
persons of the equal protection of the laws, or of equal privileges and immunities under the laws.”
42 US.C. § 1985(3). To state a claim under § 1985, a plaintiff must allege sufficient facts to show
“(1) a conspiracy; (2) to deprive plaintiff of equal protection or equal privileges and immunities; (3)
an act in furtherance of the conspiracy; and (4) an injury or deprivation resulting therefrom.” Tilton
v. Richardson, 6 F.3d 683, 686 (10th Cir. 1993) (citing Griffin v. Breckenridge, 403 U.S. 88, 102-03
(1971)). The statute specifically contemplates conspiracies “aimed at interfering with rights that are
protected against private, as well as official, encroachment.” Id. (quoting United Bhd. of Carpenters
& Joiners of Am. Local 610 v. Scott, 463 U.S. 825, 833 (1983)). Section 1985 does not apply to all
conspiracies; rather, it applies “only to conspiracies motivated by ‘some racial, or perhaps otherwise
class-based, invidiously discriminatory animus.’” Id. (quoting Griffin, 403 U.S. at 101-02).
Plaintiff's § 1985 claim against Realta is based on the allegation that Realta conspired with
the other named defendants to “issue unregistered securities, to fraudulently misrepresent the nature
of the securities being issued . . . while intentionally not disclosing their respective affiliations,
‘compensation’, [sic] and conflicts of interests as required under the federal securities regulatory
scheme.” Dkt. # 1,954. More specifically, plaintiff claims that, in his “Broker Check Report,”
Thompson “stated he was working for, with, and had ownership in Sine-Pari, LLC, Sparta Wealth
Partners, Innovation Partners, LLC, and REALTA Equity Partners, LLC.” Realta’s alleged
involvement in this conspiracy stems from Thompson’s association with Realta as an investment
agent. See id. 9/3, 44, 52. Beyond Thompson’s general association with Realta, it is unclear in what
ways or in what actions Realta engaged, in furtherance of a conspiracy to deprive plaintiff of equal
protection or privileges and immunities, and what injury plaintiff suffered as a result. Nor does
plaintiff’s complaint make clear what the relationship between Thompson and Realta was, such that
Thompson’s actions or omissions are attributable to or impact Realta. Although an allegation of
conspiracy may give rise to a plaintiff asserting that multiple defendants acted in concert, the
minimum pleading requirements imposed by Rule 12(b)(6) still mandate “that the complaint make
clear exactly who is alleged to have done what to whom, to provide each individual with fair notice
as to the basis of the claims against him or her, as distinguished from collective allegations.” Robbins
v. Oklahoma, 519 F.3d 1242, 1250 (10th Cir. 2008) (emphases in original) (discussing the importance
of notice pleading in the context of allegations against multiple government actors and agencies).
Most critically, while plaintiff alleges that Thompson stated he was working for Realta, he
does not specify that Thompson was affiliated with Realta during the events that comprise plaintiff’s
claim. See Dkt. # 1, ¶ 55. As Realta underscores, plaintiff’s conspiracy claim is entwined with the
signing of two promissory notes, both of which are dated September 20, 2021; however, Thompson’s
affiliation with Realta began on May 12, 2023. Dkt. # 38, at 7 (citing Dkt. # 11, at 2). Plaintiff’s own
complaint supports this argument. Attached as an exhibit to plaintiff’s complaint is a FINRA report
for Thompson, showing that Thompson’s affiliation with Realta dates back to May 12, 2023. See
Dkt. # 1, at 26 (showing his approval as an agent for Realta in the states of Florida, Nevada, and
South Carolina as dating to 5/12/23). Plaintiff argues that it is Realta’s burden to show that
Thompson is not and was not a registered representative working with them during the events alleged
in his complaint and that this constitutes a disputed fact for which discovery would be appropriate.
Dkt. # 28, at 5. This argument misstates both Realta’s burden and the facts as alleged in plaintiff’s
complaint. Rather, on a motion to dismiss for failure to state a claim, the Court’s role is “to assess
whether the plaintiff’s complaint alone is legally sufficient to state a claim for which relief may be
9
granted.” Sutton, 173 F.3d at 1236 (quoting Miller v. Glanz, 948 F.2d 1562, 1565 (10th Cir. 1991)).
Based on the facts alleged in plaintiff’s complaint as to Realta, plaintiff fails to establish any
connection between Realta and Thompson during the events at issue in this case, nor does plaintiff
assert any facts that show that Realta was connected to or acted in furtherance of a conspiracy. Even
construing plaintiff’s complaint as a pro se litigant liberally and accepting as true all well-pled
allegations, plaintiff fails to allege how Realta acted in furtherance of a conspiracy to deprive plaintiff
of equal protection or privileges and immunities. Plaintiff has failed to state a claim upon which
relief can be granted as to his claim of conspiracy under § 1985 against Realta.
2. Count Two: Wrongful Securities Issuance Under § 12 of the Securities Act
Realta next argues for dismissal of plaintiff’s claim of “wrongful securities issuance,” under
§ 10(b) of the Exchange Act, and “Rule 12(2)[,] and 10(b)(5), et[] al.” As Realta points out, although
plaintiff’s complaint refers to § 10(b) of the Exchange Act, plaintiff’s claim seems to arise not under
the Exchange Act or SEC Rule 12, but rather under § 12 of the Securities Act. See 15 U.S.C.
§ 77l(a)(2). Section 12(a)(2) “imposes liability on any person who ‘offers or sells a security . . . by
means of a prospectus or oral communication, which includes an untrue statement of a material fact
or omits to state a material fact necessary in order to make the statements, in light of the
circumstances under which they were made, not misleading.” Section 12(a)(2) has no requirement
that a plaintiff “allege scienter, reliance, or loss causation.” United Food & Comm. Workers Union
Local 880 v. Chesapeake Eng’y Corp., 774 F.3d 1229, 1233 (10th Cir. 2014) (quoting In re Morgan
Stanley Info. Fund Sec. Litig., 592 F.3d 347, 359 (10th Cir. 2010)). Rather, a plaintiff can allege any
one of three possible bases for liability, “based on registration statements and prospectuses filed with
the SEC: (1) a misrepresentation; (2) an omission in contravention of an affirmative legal disclosure
10
obligation; and (3) an omission of information that is necessary to prevent existing disclosures from
being misleading.” Id. (quoting Morgan Stanley, 592 F.3d at 360).
For the purpose of this motion, Realta accepts as true that the promissory notes, which are the
subject of plaintiff’ s claims, are securities.* Dkt. # 8, at 6; id. n.2. At issue is whether plaintiff alleges
facts to support the conclusion that he was the “purchaser” of the notes and therefore has standing
under the Securities Act. Id. Realta contrasts the Securities Act, under which plaintiff's claim for
“wrongful securities issuance” arises, from the Exchange Act, in that the Exchange Act applies to
both purchasers and sellers of securities, whereas the Securities Act applies only to purchasers. Dkt.
# 8, at 5-6. The Tenth Circuit, in Katz v. Gerardi, 655 F.3d 1212 (10th Cir. 2011), addressed this
issue, stating that § 12(a)(2) of the Securities Act “provide[s] relief only for purchasers—not
sellers—of securities.” Id. at 1220 (emphases in original) (citing 15 U.S.C. § 77a) (“Any person
who ... offers or sells a security . . . shall be liable . . . to the person purchasing such security.” )).
In the absence of a showing that a plaintiff is the purchaser of a security, a plaintiff lacks standing to
bring a claim under the Securities Act. Id, at 1223. Here, both promissory notes name as “makers”
plaintiff and Live To Be Happy Inc, of which plaintiff signed the notes as chief executive officer.
Dkt. # 11, at 2-4; Dkt. # 26-6, at 1-2. One note was issued to “payee” Singh for $210,000 and the
other was issued to “payee” Sine-Pari for $42,000, and both notes were to be paid by December 30,
2021, subject to a 9% annual interest rate. Dkt. # 11, at 2; Dkt. # 26-6, at 1. By plaintiffs own
4 Realta assumes that the notes at issue here are securities, but it observes that in order to
determine whether these promissory notes are securities, the Court would conduct the
“family resemblance” test as applied in Securities & Exchange Commission v, Thompson,
732 F.3d 1151, 1161 (10th Cir. 2013), and set out in Reves v. Ernest & Young, 494 U.S. 56
(1990), analyzing such factors as “motivation, distribution, expectation, and risk,” to
determine “whether a note is a security” on both factual and legal bases. Thompson, 732
F.3d at 1161 (quoting U.S. v. McKye, 734 F.3d 1104, 1108-09 (10th Cir. 2013)).
11
admission, he and Live To Be Happy “issued” the notes. Dkt. # 28, at 7; Dkt. # 1, ¶ 51. Although
plaintiff argues that he was advised to issue these securities through fraud and misrepresentation, he
does not meaningfully dispute that he was the issuer or maker, nor does he allege facts to support the
conclusion that he was the purchaser. Rather, plaintiff and his company received an immediate influx
of cash from Singh and from Thompson’s company, Sine-Pari, in exchange for plaintiff’s issuance
of the two notes. See Thompson, 732 F.3d at 1164 (characterizing “buyers” of non-securities notes
as motivated by profit, whereas “sellers” are “ordinarily consumers or businesses motivated to correct
temporary cash-flow difficulties or to make one-time purchases of items which will function as direct
collateral in case of default”). Based on the facts as alleged in the complaint and on the language of
the promissory notes on which plaintiff’s claim for “wrongful securities issuance” is predicated,
plaintiff fails to allege facts that would allow the Court to find that he has stated a claim under §
12(a)(2) of the Securities Act.
3. Count Three: Fraud and Misrepresentation Under § 10(b) of the Exchange Act
and SEC Rule 10b-5
Finally, Realta argues that plaintiff has failed to state a claim of fraud and misrepresentation,
under § 10(b) of the Exchange Act and Rule 10b-5. Dkt. # 8, at 5-8. “Section 10(b) of the Securities
Exchange Act and Rule 10b-5 promulgated thereunder ‘prohibit making any material misstatement
or omission in connection with the purchase or sale of any security.’” Lingam v. Dish Network Corp.,
167 F.4th 1094, 1099 (10th Cir. Feb. 17, 2026) (quoting Smallen v. W. Union Co., 950 F.3d 1297,
1304 (10th Cir. 2020)). A plaintiff alleging a violation of § 10(b) and Rule 10b-5 must make a
showing to meet five elements of the claim:
(1) the defendant made an untrue or misleading statement of material fact, or failed to state
a material fact necessary to make statements not misleading; (2) the statement complained of
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was made in connection with the purchase or sale of securities; (3) the defendant acted with
scienter, that is, with intent to defraud or recklessness; (4) the plaintiff relied on the
misleading statements; and (5) the plaintiff suffered damages as a result of his reliance.
Smallen, 950 F.3d at 1304 (emphasis in original) (quoting In re Zagg, Inc. Sec. Litig., 797 F.3d 1194,
1200 (10th Cir. 2015)). As the Tenth Circuit has noted, a “§ 10(b) plaintiff ‘bears a heavy burden at
the pleading stage.’” Zagg, 797 F.3d at 1201 (quoting Weinstein v. McClendon, 757 F.3d 1110, 1112
(10th Cir. 2014)); Meitav Dash Provident Funds & Pension Ltd. v. Spirit AeroSysems Holdings, Inc.,
79 4th 1209, 1216 (10th Cir. 2023). This is because § 10(b) and Rule 10b-5 are governed by the
pleading standard established in the Private Securities Litigation Reform Act of 1995 (PSLRA), Pub.
L. No. 104-67, 109 Stat. 602 (codified as amended in scattered sections of 15 U.S.C.), which requires
“plaintiffs to state with particularity both the facts constituting the alleged violations, and the facts
evidencing scienter, 1.e., the defendant’s intention ‘to deceive, manipulate, or defraud.’” Tellabs v.
Makor Issues & Rights, Ltd., 551 U.S. 308, 313 (2007). “[S]ecurities plaintiffs cannot allege
generally that the defendant acted with scienter, as Fed. R. Civ. P. 9(b) allows”; rather, they must
“state with particularity facts giving rise to a strong inference that the defendant acted with the
required state of mind.” Overstock, 119 F.4th at 798 (quoting 15 U.S.C. § 78u-4(b)(2)). Strong proof
of scienter may be shown through allegations about a defendant’s conduct alone; however, this
requires a showing that “defendants (1) acted in ‘an extreme departure from the standards of ordinary
care’ and (2) presented ‘a danger of misleading buyers or sellers’ that was . . . known to the
defendants or. . . so obvious that the defendants must have been aware of the danger.” Meitav Dash
Provident Funds & Pension, 79 F.4th at 1216 (alterations in original) (quoting Anderson v. Spirit
13
Aerosystems Holdings, Inc., 827 F.3d 1229, 1237 (10th Cir. 2016)).5
Plaintiff’s central allegation as to Realta’s involvement in fraud or misrepresentation is that,
based on Thompson’s employment at Realta, Realta owed plaintiff a “statutory and fiduciary duty to
supervise the disclosure and regulatory compliance and activity of . . . Thompson as a registered
individual under contract with [it].” Dkt. # 1, ¶ 44. Yet, this allegation is a legal conclusion lacking
well-pled facts to support it. The only well-pled facts contained in the complaint relating to Realta,
specifically, are that Thompson is presently a general securities and investment agent of Realta (id.
¶ 3), that Realta did not provide plaintiff with disclosures prior to the receipt of the notes from
plaintiff (id. ¶ 52), and that Realta is a “related party” to all other named defendants (id. ¶ 68).
Plaintiff offers no factual basis that would allow the Court to reach the conclusion plaintiff draws.
It is unclear from plaintiff’s complaint whether Realta employed Thompson during such a time and
in such a capacity that liability for Thompson’s actions as alleged would be appropriate.
Even if plaintiff had properly alleged that Thompson failed to provide plaintiff with a
statement of material facts necessary to correct misleading statements he had made in connection with
the making and giving of the promissory notes, and even if plaintiff had properly alleged sufficient
facts to show that Thompson’s actions in 2021 were attributable to Realta such that it owes a fiduciary
duty to plaintiff, plaintiff would still have to meet the heavy burden of alleging that Realta had the
scienter required to be liable for a violation of § 10 or Rule 10b-5. Plaintiff’s burden under § 10(b)
and Rule 10b-5 is to show that “the danger of misleading buyers . . . must be actually known or so
5 The parties dispute the requisite pleading standard for a claim arising under Rule 10b-5, in
that plaintiff asserts that conduct alone is sufficient to prove scienter (Dkt. # 28, at 4) and
Realta argues that a heightened pleading standard for an allegation of fraud comparable to
that of Rule 9(b) applies here (Dkt. # 38, at 4).
14
obvious that any reasonable man would be legally bound as knowing.” City of Phila. v. Fleming Cos.,
264 F.3d 1245, 1260-61 (quoting Sclifke v. Seafirst corp., 866 F.2d 935, 946 (7th Cir. 1989)).
Allegations of simple negligence cannot satisfy the scienter requirement. Id. As discussed above,
the heavy burden that the PSLRA imposes on § 10 and Rule 10b-5 claims cannot be met with
allegations of generalized intent to defraud. Accepting as true all well-pled facts and construing
plaintiff’s complaint liberally, as is required of pro se litigants’ pleadings, plaintiff still fails to show
that Realta knew of the potentially material fact (i.e., the existence of a purported connection between
Thompson and the other parties), and that Realta knew that the failure to reveal the potentially
material fact would likely mislead investors. Plaintiff’s complaint lacks allegations to support the
conclusion that Realta’s conduct—that it employs Thompson, did not provide plaintiff with
disclosures prior to the issuance of the notes, and is connected to the other defendants—was “an
extreme departure from the standards of ordinary care, and . . . presents a danger of misleading buyers
and sellers that is either known to the defendants or is so obvious that the actor must have been aware
of it.” Fleming, 264 F.3d at 1258. For these reasons, the Court concludes that plaintiff has not stated
a claim upon which relief can be granted as to his claim for fraud and misrepresentation against
Realta.
B. Motion to Dismiss for Lack of Personal Jurisdiction
Next, defendants Thompson, Singh, Sine-Pari, and Sparta move to dismiss plaintiff’s
complaint for lack of personal jurisdiction under Federal Rule of Civil Procedure Rule 12(b)(2).
When a defendant moves under Rule 12(b)(2), the plaintiff bears the burden of establishing that the
Court has personal jurisdiction over the defendants. OMI Holdings, Inc. v. Royal Ins. Co. of Canada,
149 F.3d 1086, 1091 (10th Cir. 1998). “When a district court rules on a Fed. R. Civ. P. 12(b)(2)
15
motion to dismiss for lack of personal jurisdiction without holding an evidentiary hearing, . . . the
plaintiff need only make a prima facie showing of personal jurisdiction to defeat the motion.” Id.
(citing Kuenzle v. HTM Sport-Und Freizeitgerate AG, 102 F.3d 453, 456 (10th Cir. 1996)). “The
plaintiff may make this prima facie showing by demonstrating, via affidavit or other written materials,
facts that if true would support jurisdiction over the defendant.” Id. at 1091. “In order to defeat a
plaintiffs prima facie showing of jurisdiction, a defendant must present a compelling case
demonstrating ‘that the presence of some other considerations would render jurisdiction
unreasonable.’” Id. (quoting Burger King Corp. v. Rudzewicz, 471 U.S. 462, 477 (1985)). The
allegations of the complaint must be accepted as true to the extent they are uncontroverted by a
defendant’s affidavit. Taylor v. Phelan, 912 F.2d 429, 431 (10th Cir. 1990). If the parties provide
conflicting affidavits, all factual disputes must be resolved in the plaintiffs favor. Id. As with other
motions to dismiss, and as discussed above, a court must construe the complaint of a pro se litigant
liberally, “holding him ‘to a less stringent standard than formal pleadings drafted by lawyers.’” Greer
v. Moon, 83 F.4th 1283, 1292 (10th Cir. 2023) (quoting Hall, 935 F.2d at 1110). In practice this
means that “if the court can reasonably read the pleadings to state a valid claim on which the plaintiff
could prevail, it should do so despite the plaintiff s failure to cite proper legal authority, his confusion
of various legal theories, his poor syntax and sentence construction, or his unfamiliarity with pleading
requirements.” Hall, 935 F.2d at 1110. However, it is not “the proper function of the district court
to assume the role of advocate for the pro se litigant.” Id.
Plaintiff's claims against Thompson, Singh, Sine-Pari, and Sparta arise under 42 U.S.C.
§ 1985, § 10(b) of the Exchange Act, § 12 of the Securities Act, and SEC Rule 10b-5, all of which
are federal statutes within the meaning of federal question jurisdiction. In a case that arises under a
16
federal question, a district court cannot exercise personal jurisdiction over a defendant until it
determines “(1) ‘whether the applicable statute potentially confers jurisdiction’ by authorizing service
of process on the defendant and (2) ‘whether the exercise of personal jurisdiction comports with due
process.’” Peay v. BellSouth Medical Assistance Plan, 205 F.3d 1206, 1209 (10th Cir. 2000) (quoting
Republic of Pan. v. BCCI Holdings (Lux.) S.A., 119 F.3d 935, 942 (11th Cir. 1997)).
Three statutes are at issue here. First, 42 U.S.C. § 1985 “does not, by itself, confer nationwide
service of process or jurisdiction upon federal courts to adjudicate claims.” Trujillo v. Williams, 456
F.3d 1210, 1217 (10th Cir. 2006) (discussing 42 U.S.C. § 1983, which, like § 1985 does not authorize
nationwide service of process or jurisdiction). Rather, under Federal Rule of Civil Procedure
4(k)(1)(A), service of process is limited by the Oklahoma long-arm statute, which is coextensive with
constitutional limitations imposed by the Due Process Clause. Conoco, Inc. v. Agrico Chem. Co.,
115 P.3d 829, 834-35 (Okla. 2004). Given that the Oklahoma long-arm statute extends jurisdiction
to the fullest extent allowable by the Constitution, the personal jurisdiction analysis becomes a
single-step inquiry. See Old Republic Ins. Co. v. Cont’l Motors, Inc., 877 F.3d 895, 904 (10th Cir.
2017) (analyzing Colorado’s long-arm statute, which, like Oklahoma’s, “extends jurisdiction to the
Constitution’s full extent”).
Next, both the Exchange Act and the Securities Act authorize service of process by the
following identical language: “Any suit or action to enforce any liability or duty created by this
[act] . . . may be brought in any such district or in the district wherein the defendant is found or is an
inhabitant or transacts business, and process in such cases may be served in any other district of which
the defendant is an inhabitant or wherever the defendant may be found.” 15 U.S.C. §§ 78aa(a),
77v(a). Both acts, therefore, “permit[] the exercise of personal jurisdiction to the limits of the Due
17
Process Clause.” Application to Enforce Admin, Subpoenas Duces Tecum of Sec. Exch. Comm’n
v. Knowles, 87 F.3d 413, 417 (10th Cir. 1996) (citing Sec. Exch. Comm’n v. Unifal SAL, 910 F.2d
1028, 1033 (2d Cir. 1990)). The Court is therefore left to determine whether exercising jurisdiction
over defendants comports with the Due Process Clause. Peay, 205 F.3d at 1212 (“Accordingly, we
hold that in a federal question case where jurisdiction is invoked based on nationwide service of
process, the Fifth Amendment requires plaintiff's choice of forum to be fair and reasonable to the
defendant.”).°
“The Due Process Clause permits the exercise of personal jurisdiction over a nonresident
defendant ‘so long as there exist minimum contacts between the defendant and the forum State.’”
Intercon, 205 F.3d at 1247 (quoting World-Wide Volkswagen, 444 U.S. at 291). Such minimum
must be shown to support the exercise of either general jurisdiction or specific jurisdiction. Id.
6 In his response to this motion, plaintiff argues, inter alia, that the Exchange Act authorizes
nationwide service of process, such that he need only show that defendants have minimum
sufficient contacts with the United States and not any particular state. Dkt. # 29, at 6.
Plaintiff finds support for this proposition in Securities Investor Protection Corp. v.
Vingman, 764 F.2d 1309 (9th Cir. 1985), and Ritter v. Zuspan, 451 F. Supp. 926 (E.D. Mi.
1978), two cases from authorities not binding on this Court. Dkt. # 29, at 10-11. As
defendants argue, the Tenth Circuit, a binding authority, has addressed and rejected the
adoption of “the so-called ‘national contacts test,’ [under which] a plaintiff could sue a
defendant in any federal court of the United States, regardless of the defendant’s contacts
with the forum or the burden on the defendant of litigating in that forum.” Peay v. BellSouth
Med. Assist. Plan, 205 F.3d 1207, 1211 (10th Cir. 2000). Of that test, the Tenth Circuit
concluded the following: “We are convinced that due process requires something more.” Id.
(distinguishing the holding from Application to Enforce Admin. Supboenas Duces Tecum
of the Sec. Exch. Comm’n v. Knowles, 87 F.3d 413 (10th Cir. 1996), in that the national
contacts test was applicable in that limited circumstance, in which extraterritorial service of
an SEC subpoena duces tecum was held to be appropriate based on national contacts). As
that the Tenth Circuit has held that the proper jurisdictional analysis for a statute authorizing
nationwide service of process remains an analysis of minimum contacts with the state and
an assessment of whether “the assertion of personal jurisdiction would comport with fair play
and substantial justice,” the Court analyzes those in turn. Peay, 205 F.3d at 1212 (quoting
Burger King Corp., 471 U.S. at 476).
18
“When a plaintiff's cause of action does not arise directly from a defendant’s forum related activities,
the court may nonetheless maintain general personal jurisdiction over the defendant based on the
defendant's business contacts with the forum state.” Id. (citing Helicopteros Nacionales de Colom.
v. Hall, 466 U.S. 408, 414-16, 414 n.9 (1984)). Alternately, a court “may, consistent with due
process, assert specific jurisdiction over a nonresident defendant ‘if the defendant has purposefully
directed his activities at the residents of the forum, and the litigation results from alleged injuries that
arise out of or relate to those activities.’” Id. (quoting Burger King Corp., 471 U.S. at 472).
1. General Personal Jurisdiction
Plaintiff does not argue that the Court has general jurisdiction over any of the defendants, and
the Court finds that it could not exercise general jurisdiction over Thompson, Singh, Sine-Pari, or
Sparta. For the Court to exercise general personal jurisdiction over a defendant, the defendant’s
contacts with the state must be “so ‘continuous and systematic’ that the person is essentially at home
in the State.” Xmission, L.C. v. Fluent LLC, 955 F.3d 833, 840 (10th Cir. 2020) (quoting Old
Republic, 877 F.3d at 904). Plaintiff alleges that Thompson and Singh are not residents of Oklahoma.
Dkt. # 1, ¶ 2 (alleging that Thompson is a resident of North Carolina); id. ¶ 8 (alleging that Singh is
a resident of North Carolina); Dkt. # 26, at 7; Dkt. # 26-1, ¶ 2 (affirming that Thompson is a resident
of North Carolina); Dkt. # 26-2, ¶ 2 (affirming that Singh is a resident of South Carolina). Likewise,
Sine-Pari, by and of which plaintiff alleges Thompson is employed and a principal (Dkt. # 1, ¶ 7), and
Sparta, which plaintiff alleges Thompson owns and operates (Dkt. # 1, ¶ 13), are North Carolina
limited liability companies, with principal places of business in North Carolina and no affiliations
with the state of Oklahoma (Dkt. # 26 4, ¶¶ 1-2; Dkt. # 26, ¶ 4). Plaintiff offers no evidence that
defendants, as residents of North Carolina and South Carolina, conduct business or have systematic
19
and continuous contacts with the state of Oklahoma, such that they could be considered “at home in
the State.” Xmission, 955 F.4d at 840. Therefore, the only path for asserting personal jurisdiction
would be through a showing that the Court can exercise specific personal jurisdiction.
2. Specific Personal Jurisdiction
Specific jurisdiction requires courts to complete a two-step analysis. First, courts “must
consider whether ‘the defendant's conduct and connection with the forum State are such that he
should reasonably anticipate being haled into court there.’” Benton v. Cameco Corp., 375 F.3d 1070,
1075 (10th Cir. 2004) (quoting World-Wide Volkswagen, 444 U.S. at 297). To do so, courts
“determine whether the defendant has sufficient minimum contacts with the forum.” Zenergy, Inc.
v. Coleman, No. 19-CV-381-CVE-FHM, 2009 WL 3571314, at *5 (N.D. Okla. Oct. 26, 2009) (citing
OMI Holdings, 149 F.3d at 1091). If such minimum contacts exist, then courts must “consider
whether the exercise of personal jurisdiction over the defendant offends ‘traditional notions of fair
play and substantial justice.”” Benton, 375 F.3d at 1075 (quoting OMI Holdings, 149 F.3d at 1091).
A defendant must have such minimum contacts with the forum state that it has “purposefully
avail[ed] itself of the privilege of conducting activities within the forum [s]tate, thus invoking the
benefits and protections of its laws.” Burger King, 471 U.S. at 475 (quoting Hanson v. Denckla, 357
USS. 235, 253 (1958)). “Within this inquiry we must determine whether the defendant purposefully
directed its activities at residents of the forum, and whether the plaintiff's claim arises out of or results
from ‘actions by the defendant himself that create a substantial connection with the forum state.’”
OMI Holdings, 149 F.3d at 1091 (citing Burger King, 471 U.S. at 472; Asahi Metal Indus. Co. v. Sup.
Ct. of Cal., 480 U.S. 102, 109 (1987)). Contacts exist “where the defendant ‘deliberately’ has
engaged in significant activities within a State, or has created ‘continuing obligations” between
20
himself and residents of the forum.’” Burger King, 471 U.S. at 475-76 (first quoting Keeton v.
Hustler Magazine, Inc., 465 U.S. 770, 781 (1984), then quoting Travelers Health Ass’n v. Virginia,
339 USS. 643, 648 (1950)). In order for a defendant’s contacts with the forum state to serve as the
basis for personal jurisdiction, the plaintiff's claims must also arise out those contacts. See OMI
Holdings, 149 F.3d at 1095 (citing Asahi, 480 U.S. at 109). The Court will separately consider
whether plaintiff has alleged facts as to each defendant that would meet plaintiff's burden to make a
prima facie showing that the defendant has sufficient minimum contacts with the forum to support
this Court's exercise of personal jurisdiction. Only once the Court establishes that minimum contacts
exist—such that the defendants directed their conduct and activities toward the forum state and
plaintiff's claims arise out of those contacts—must the Court then determine whether exercising
personal jurisdiction would be “reasonable.” OMI Holdings, 149 F.3d at 1091.
Here, plaintiffargues that defendants have purposefully directed their activities at the residents
of the forum in that they have conspired to fraudulently “double-recover on plaintiff's promissory
notes by both accepting stock issuances that resulted from the default on those notes and are suing
plaintiff in the District Court of Tulsa County for the cash value of the notes. Dkt. #29, at 10-11;
see Sine-Pari LLC v. Cox, No. CV-2024-2413 (Tul. Cnty. Okla. 2024); Singh v, Cox, No. CV-2024-
2414 (Tul. Cnty. Okla. 2024). Plaintiff asserts that defendants’ decision to pursue a collection action
against plaintiff in Oklahoma state court demonstrates “purposeful availment” of the state’s benefits
and protections. Id. at 11. Defendants respond that their contact with Oklahoma is limited to the
domestication of a judgments they received from a North Carolina court, related to the promissory
notes at issue here. Dkt. #39, at 4. Defendants argue that domestication of a foreign judgment is
insufficient, unto itself, to confer personal jurisdiction over a foreign defendant. Dkt. # 39, at 5-6.
21
They underscore that the domestication of the North Carolina judgment is their sole connection to the
forum and they otherwise have no contact with Oklahoma, such that they could have anticipated being
haled into Oklahoma court and the exercise of jurisdiction would not have offended “traditional
notions of fair play and substantial justice.” Int’l Shoe, 326 U.S. at 316; see Dkt. # 26, at 9-10.
Thompson and Singh affirm that they have never resided in Oklahoma, maintained an office or owned
property in the state, conducted business in the state, paid taxes in the state, or otherwise have any
connection to the state, aside from the collection action related to the promissory notes at issue. Dkt.
# 26-1; Dkt. # 26-3; Dkt. # 26-2. On behalf of Sparta, Thompson affirms that the company has never
had an office in the Oklahoma, paid taxes in the state, or conducted or solicited business in the state.
Dkt. # 26-4. Likewise, defendants assert that Sine-Pari is a North Carolina limited liability company,
the sole member of which is Thompson, who has no connections to and has not conducted business
in Oklahoma. Dkt. # 26, ¶ 4. It is plain that defendants’ contacts with the forum are limited to only
their domestication of a judgment following a lawsuit in North Carolina, in which plaintiff entered
a confession of judgment pursuant to the terms of a settlement agreement. Sine-Pari v. Cox, No. CV-
2024-02413 (Tul. Cnty. Okla. Oct. 10, 2024), Dkt. # 3 (quoting Sine-Pari, LLC v. Cox, No. 24-CV-
14868-590 (N.C. Mecklenburg Cnty. Sup. Ct. Div. Nov. 3, 2023)); Singh v. Cox, No. CV-2024-
02414 (Tul. Cnty. Okla. Oct. 10, 2024), Dkt. # 3 (quoting Singh v. Cox, No. 24-CV-15249-590 (N.C.
Mecklenburg Cnty. Sup. Ct. Div. Nov. 3, 2023)).
As defendants argue, the Tenth Circuit in Anzures v. Flagship Restaurant Group, 819 F.3d
1277 (10th Cir. 2016), held that a defendant whose contacts with the state of Colorado were primarily
based on activity related to a lawsuit, which did not suffice to support a finding of personal
jurisdiction, in that there were insufficient minimum contacts. There, the court concluded that
22
“defendants’ suit-related conduct did not create any meaningful contacts with Colorado itself, and the
fact that [plaintiff] was affected in Colorado (because he resides there) is insufficient to authorize
personal jurisdiction over defendants.” Id. at 1281. In that case, the Tenth Circuit applied the holding
in Walden v. Fiore, 571 U.S. 277 (2014), in which the Supreme Court concluded that “a defendant’s
contacts with the forum State may be intertwined with his transactions or interactions with the
plaintiff or other parties[,] [b]ut a defendant’s relationship with a plaintiff or third party, standing
alone, is an insufficient basis for jurisdiction.” Id. at 286. Plaintiff argues that, contrary to Tenth
Circuit and Supreme Court precedent, the domestication of the North Carolina judgment in an
Oklahoma court and the activities that arise therefrom alone are sufficient minimum contacts to
establish personal jurisdiction. Dkt. # 29, at 12. Plaintiff cites to no authority to support this
proposition. Id. at 12.7 The Court is unable to conclude that Thompson, Singh, Sine-Pari, and Sparta
have sufficient minimum contacts with the state of Oklahoma such that they purposefully availed
themselves of the privilege of conducting activities in the forum state, invoking the benefits and
protections of its laws, based solely on collection actions by Singh and Sine-Pari seeking to
domesticate a North Carolina judgment against plaintiff, as an Oklahoma resident. See Hanson, 357
U.S. at 253. Because the Court does not find that defendants deliberately engaged in significant
activities in the state or created continuing obligations between themselves and the forum, it need not
7 Defendants, not plaintiff, point out that in one case decided by the Ninth Circuit, the court
found that defendants had sufficient minimum contacts with the forum sufficient to confer
specific jurisdiction based on both the domestication of a foreign judgment because they had
attempted to extract greater payment than was lawfully due by the foreign judgment. See
Menken v. Emm, 503 F.3d 1050, 1061 (9th Cir. 2007). Defendants meaningfully distinguish
the facts of Menken, given that, unlike in this case, Singh and Sine-Pari’s Oklahoma
collection actions seek no more than the amount awarded in the North Carolina judgment
Dkt. # 39, at 5.
23
determine whether plaintiff’s claims arise out of such contacts. See OMI Holdings, 149 F.3d at 1091,
1095. As these defendants do not have minimum contacts with Oklahoma, the claims against
Thompson, Singh, Sine-Pari, and Sparta will be dismissed for lack of personal jurisdiction.
C. Preliminary Injunction/Temporary Restraining Order
Plaintiff has moved for a preliminary injunction and temporary restraining order to enjoin
Singh and Sine-Pari from pursuing a collection action in Oklahoma state court, which is based on the
domestication of a judgment that was entered in state court in North Carolina. Dkt. # 30, at 1. Singh
and Sine-Pari have begun an action in Tulsa County District Court, in an attempt to enforce a
judgment from a North Carolina state court, in which plaintiff swore a confession of judgments based
on his failure to pay Singh and Sine-Pari for defaulting on the promissory notes plaintiff signed under
allegedly fraudulent pretenses. See Dkt. # 42, at 3; Dkt. # 30, at 2. At issue is whether plaintiff has
met the burden required to merit a preliminary injunction or temporary restraining order. The Tenth
Circuit has described a preliminary injunction as an “extraordinary equitable remedy designed to
‘preserve the relative positions of the parties until a trial on the merits can be held.’” Westar Energy,
Inc. v. Lake, 552 F.3d 1215, 1225 (10th Cir. 2009) (quoting Univ. Of Tex. v. Camenisch, 451 U.S.
390, 395 (1981)). To be entitled to a preliminary injunction, the moving party must establish the
following:
(1) a substantial likelihood of success on the merits of the case; (2) irreparable injury to the
movant if the preliminary injunction is denied; (3) the threatened injury to the movant
outweighs the injury to the other party under the preliminary injunction; and (4) the injunction
is not adverse to the public interest.
Kikumura v. Hurley, 242 F.3d 950, 955 (10th Cir. 2001). Given that a preliminary injunction is such
an extraordinary remedy, the “right to relief must be clear and unequivocal.” Utah Licensed Beverage
24
Ass’n v. Leavitt, 256 F.3d 1061, 1066 (10th Cir. 2001) (quoting SCFC ILC, Inc. v. Visa USA, Inc.,
936 F.2d 1096, 1098 (10th Cir. 1991)).
Of the four factors a plaintiffis required to establish to be entitled to a preliminary injunction,
“probable irreparable harm is the single most important prerequisite for the issuance of a preliminary
injunction.” DTC Energy Group, Inc. v. Hirschfeld, 912 F.3d 1263, 1270 (10th Cir. 2018). To meet
his burden, the “moving party must demonstrate that such injury is likely before the other
requirements will be considered.” Id, “Proving irreparable harm. . . is not ‘an easy burden to
fulfill,” and there must be “a significant risk that [the moving party] will experience harm that cannot
be compensated after the fact by money damages.” Husky Ventures, Inc. v. B55 Investments, Ltd.,
911 F.3d 1000, 1011 (10th Cir. 2018). “Purely speculative harm will not suffice,” and a plaintiff must
show that the threatened harm “is likely to occur before the district court rules on the merits of the
case.” RoDa Drilling Co. v. Siegal, 552 F.3d 1203, 1210 (10th Cir. 2009). The Tenth Circuit has
summarized its precedent as to irreparable harm to require that the moving party’s injury “must be
both certain and great, and that it must not be merely serious and substantial.” Dominion Video
Satellite, Inc. v. Echostar Satellite Corp., 356 F.3d 1256, 1262 (10th Cir. 2004). The Tenth Circuit
has also consistently held that economic loss, by itself, does not generally constitute irreparable harm.
Port City Props. v. Union Pac. R. Co., 518 F.3d 1186 (10th Cir. 2008); Schrier v. Univ. of Colo., 427
F.3d 1253 (10th Cir. 2005); Heideman v. S. Salt Lake City, 348 F.3d 1182 (10th Cir. 2003).
Plaintiff has not met his burden to establish that he will suffer irreparable harm if the
collection action is allowed to proceed. Plaintiff argues that without interim injunctive relief, he
would risk “cascading harms” that “monetary damages would be inadequate” to remedy. Dkt. # 30,
at 7. Plaintiff generally asserts that his business relationships, credit, and goodwill would be in
25
jeopardy because he risks “execution, liens, and garnishments” as a result of the Oklahoma court’s
enforcement of and defendants’ collection on the notes at issue. Id. Although plaintiff argues that
the harms he faces would be irreparable, each of the harms he enumerates is synonymous with
economic loss. “[I]ntangible harms such as the loss of goodwill or competitive market position” may
be the basis for a finding of irreparable harm beyond economic loss that would meet a litigant’s
burden. Dominion Video, 356 F.3d at 1264. However, even if harm other than pure economic loss
is alleged, when those losses can be quantified and money damages would adequately make that
litigant whole, those injuries do not suffice to show irreparable harm. First W. Cap. Mgmt Co. v.
Malamed, 874 F.3d 1136, 1143 (10th Cir. 2017). The relief sought in plaintiff’s motion is insufficient
to merit temporary injunctive relief because each type of injury can be remedied by a judgment on the
merits. See Greater Yellowstone Coal. v. Flowers, 321 F.3d 1250, 1258 (10th Cir. 2003) (requiring
a showing of “significant risk that [the litigant] will experience harm that cannot be compensated after
the fact by money damages”). Each of the “cascading harms” listed—impaired credit or business
relationships, garnishment and reputational injury, and loss of customers and forced
liquidation—squarely meets the Tenth Circuit’s descriptions of losses quantifiable by money damages
that do not meet the heavy burden required of the extraordinary remedies sought. As plaintiff has not
met the “single most important prerequisite for the issuance of a preliminary injunction,” his motion
for temporary injunctive relief, both as to a preliminary injunction and a temporary restraining order,
must be denied. See DTC Energy Group, Inc. v. Hirschfeld, 912 F.3d 1263, 1270 (10th Cir. 2018).
26
D. Joinder of Plaintiff CAVU Resources, Inc.
Finally, plaintiff moves for leave to add a plaintiff, seeking to join as a proposed additional
plaintiff his company, CAVU Resources, Inc. Dkt. # 45. Plaintiff argues that CAVU, a Nevada
corporation that is headquartered in Tulsa, Oklahoma, “stands in the same position as plaintiff,”
asserting materially similar claims that arise from the same transaction and share common questions
of law and fact as those raised by plaintiff. Id. at 2. Rule 20 permits joinder of plaintiffs in one action
if plaintiffs “assert any right to relief jointly, severally, or in the alternative with respect to or arising
out of the same transaction, occurrence, or series of transactions or occurrences,” and “any question
of law or fact common to all plaintiffs will arise in the action.” FED. R. CIV. P. 20(a)(1). Even if a
plaintiff makes the requisite showings, “the rule is permissive; whether to allow such joinder is left
to the discretion of the trial judge.” Hefley v. Textron, Inc., 713 F.2d 1487, 1499 (10th Cir. 1983).
Plaintiff alleges that he sought the investment advice at issue in his claims in an effort to raise capital
and strategize on behalf of CAVU, in preparation for an initial public offering. Dkt. # 1, ¶ 18.
Plaintiff does not, however, allege that CAVU was a signatory to either promissory note at issue.
Plaintiff’s claims arise out of the issuance of securities, which plaintiff argues are the two promissory
notes dated 2021. Id. ¶¶ 58-80. Without any stated nexus between the so-called securities at issue
and CAVU, the Court sees no avenue by which CAVU could assert the same or similar claims arising
out of the same transaction or occurrence with similar questions of law and fact. Having failed to
show that CAVU could assert a right to relief arising out of the same transaction or occurrence with
common questions of law or fact, plaintiff’s motion to join CAVU under Rule 20(a)(1) must be
denied.
27
III.
In sum, plaintiff fails to state a claim upon which relief can be granted as to Realta. Plaintiff
fails to allege sufficient facts to show that Realta acted in furtherance of a conspiracy under § 1985.
His claim against Realta as to a breach of § 12 of the Securities Act must also fail as a matter of law,
in that plaintiff did not allege that he was the purchaser of the notes at issue. Finally, his claim under
§ 10 of the Exchange Act and SEC Rule 10b-5 are similarly subject to dismissal because plaintiff
does not allege sufficient facts to show that Realta, specifically, rather than defendants in general, had
any fiduciary duty to plaintiff. Next, plaintiff has failed to show that this Court has personal
jurisdiction over Thompson, Singh, Sine-Pari, and Sparta. Although Singh and Sine-Pari have
commenced a collection action in Oklahoma state court, in an attempt to collect on a judgment
rendered in a North Carolina court pursuant to plaintiff’s non-payment of the promissory notes, that
is insufficient to provide minimum contacts out of which personal jurisdiction can be established.
Barring the one collection action, it is evident that Thompson, Singh, Sine-Pari, and Sparta have no
other connections to this forum on which the exercise of personal jurisdiction could be predicated.
Furthermore, plaintiff’s motions for interim injunctive relief are denied, given that plaintiff does not
show how the collection action proceeding in Tulsa County District Court by Singh and Sine-Pari
would pose irreparable harm. Plaintiff’s arguments rest on the same basis of economic loss, which
the Tenth Circuit has established is, unto itself, insufficient to support a finding. Without any other
showing of irreparable harm, plaintiff’s motion for interim injunctive relief must be denied.
Additionally, plaintiff’s motion to join CAVU Resources as a proposed plaintiff must also be denied,
as plaintiff does not show how CAVU, which is not a signatory to the two notes at issue here, could
28
have similar or the same claims arising out of the same transaction or occurrence with similar
questions of law or fact.
Finally, one defendant, DragonFly, has not yet entered an appearance. Service of process on
DragonFly was due on or before January 7, 2026; however, plaintiff neither served DragonFly nor
sought an extension of time in which to do so. The Court has no basis on which to conclude that
DragonFly is a properly served defendant in this case and therefore dismisses any claims against it.
IT IS THEREFORE ORDERED that the motion to dismiss for failure to state a claim upon
which relief can be granted under Federal Rule of Civil Procedure 12(b)(6) by Realta Equities, Inc.
(Dkt. # 8) is granted. Realta Equities, Inc. is terminated as a party to this action.
IT IS FURTHER ORDERED that the motion to dismiss for lack of personal jurisdiction
under Federal Rule of Civil Procedure 12(b)(2) by David Thompson, Pradeep Singh, Total Solutions
Enterprise, LLC (d/b/a Sparta Wealth Partners), and Sine-Pari, LLC (Dkt. # 25) is granted. David
Thompson, Pradeep Singh, Total Solutions Enterprise, LLC (d/b/a Sparta Wealth Partners),
and Sine-Pari, LLC are terminated as parties to this action.
IT IS FURTHER ORDERED that plaintiff’s motions for preliminary injunction (Dkt. # 30)
and temporary restraining order (Dkt. # 31) are denied.
IT IS FURTHER ORDERED that plaintiff’s motion for leave under Federal Rule of Civil
Procedure 20(a)(1) to add CAVU Resources, Inc. (Dkt. # 45) as a plaintiff is denied.
IT IS FURTHER ORDERED that all claims against Dragon Fly Capital Partners, LLC are
dismissed as for lack of service of process. Dragon Fly Capital Partners, LLC is terminated as
a party to this action.
29
DATED this 4th day of August, 2026.
CLAIRE V. EAGAN C
UNITED STATES DISTRICT JUDGE
30