A couple of weeks ago I got a mysterious phone call. The caller was asking for Roger, my wife’s late husband, so I told the guy that he was deceased. I told him that I was married to his widow. He then started telling me about some shares that he owned that they wanted to buy. Knowing nothing about any such thing, I told him to send an offer through the post, and we’d consider it after talking with our attorney. We don’t have an attorney, but it seemed like a good thing to say. Frankly, it sounded a bit “off” in the first place. Why would they continue talking with someone about a business matter who had just denied being the person they wanted to talk with? I hung up figured that if it meant anything we’d eventually hear more. I told my wife about it, but she wasn’t sure about shares in any company. So, never mind.

And then late last week we got another call, and my wife talked with the caller (while I listened in). The caller claimed to be with some investment services firm called “Blackridge Capital Associates” that was working with another firm that was working on a hostile takeover of Arriva plc, a UK transportation company (“plc” is a UK business entity type and stands for “public limited company” and is kind of like “LLC”, but not quite). This company was trying to buy as many shares of Arriva’s stock as they could, said some shares were owned by Roger, and this was the purpose of the call. Before proceeding further, they wanted Wendy to sign a non-disclosure agreement. They sent an NDA form to Wendy via email and requested her to sign and return it before they would discuss the offer further.

My wife didn’t remember if Roger had owned stock in Arriva, so called her sister,as she had been the estate executor, to see what she knew. It turns out that he did own stock in Arriva plc. As his estate executor, Sally had Roger’s stock certificates which he had bought back in 1998, and he had purchased about 800 shares. The potential offer for the shares was between 30 to 40 pounds, which would yield at least £24,000. Nice! The caller had, however, briefly mentioned the need to purchase an insurance bond. It was “Refundable,” the caller said. That was a caution flag. We were suspicious, but hopeful. Her sister and I wanted her to hold off for a bit while we checked this out further, but she decided to sign the NDA and send it back immediately, as they requested. Just in case this was legitimate — she didn’t want to miss a chance at selling the shares.

I then did a little research on Arriva. It turns out that Arriva had been bought out by Deutsche Bahn (DB), the German national railway, in 2010. Its until then publicly-traded stock was at that time delisted from the European stock exchanges. DB had in fact been trying to sell its ownership in Arriva, and had almost done so in 2019 — but doubts surrounding Brexit had caused that to be suspended. The question that immediately occured to me was “How can someone do a hostile takeover of a wholly-owned subsidiary?” The definition of being a wholly-owned subsidiary is that the majority of one’s shares are owned by the company one is subsidiary to! So how could someone find enough loose shares to overcome this?

I decided to research this “Blackridge Capital Associates” outfit. Their web URL could be deduced from the email address they were using, and their website looked kind of legit. The verbiage was well-worded, it seemed to describe what they seemed to be on about, but it was a bit too generic. A check of their code-behind indicated that they were using a generic contact management system, the kind that might be offered by one of those web hosters that you can sign up with for just a few bucks a month.

There were also suspicious omissions. Nothing about who ran the company, the kind of business entity it was, or any kind of business associations it might be part of (e.g. BBB). I then checked for NY state business entity registration in the Secretary of State’s database. There were a couple of similarly named outfits, but their own name was absent. They said they were a globally recognized firm, but a Bing search of their name yielded one and only one hit — and that was to their own website! And how long had the domain name existed? A WhoIs search revealed that the domain name had been registered on 29 May 2021. Finally, a check of the Wayback Machine (the Internet Archive) showed that their website was first archived on 2 June 2021.

What are they trying to scam us out of? The advance payment was revealed to be 15% of the value of the shares they allegedly want to buy. 15% of £56,000 is £8,400. That is what they are after from us.

An additional check I was able to make was due to them giving us a “share verification” document supposedly originating from Euroclear, a Belgium-based financial services company that specializes in the settlement of securities transactions. I contacted Euroclear’s fraud department and I received this response:

Euroclear UK & Ireland Limited can confirm this letter is not authentic, has not been sent by us, or with our knowledge or approval. To this end, as you suspected, our logo has been used fraudulently. … This ‘Share Verification scam’ is a repeat instance of a potential fraud event we have seen before which has been reported to Action Fraud UK.

The purported source of the letter Blackridge Capital Associates does not appear on the Financial Conduct Authorities list of recognised firms.  The website https://www.fca.org.uk does provide additional advice on how to protect yourself and a link to report any unauthorised firms.

In order to help others who may be being scammed by Blackridge Capital Associates, I have registered a domain name, blackridgecapitalassociates.com, and set up a website to tell those who do a web search that they are being scammed. The scam company’s own website blackridgecapitalassoc.com may not last long on the internet, so my own “shadow page” will not last much longer than theirs does. But for the moment, it will hopefully be of some help to some people.