Investors In Hedgehog Promissory Notes May Have Legal Claims

Investors who have purchased promissory notes or other securities offered by Utah-based Hedgehog Investments LLC and its affiliates (“Hedgehog”) may have legal claims.  Hedgehog advertises itself on its website and elsewhere as a private lending and investment firm, offering investors fixed returns between 12% and 20% annually.  Hedgehog represents that it is engaged in a business of lending funds to small businesses or otherwise assisting small businesses in raising capital.

Hedgehog advertises itself on its website and elsewhere as a private lending and investment firm, offering investors fixed returns between 12% and 20% annually.  Hedgehog represents that it is engaged in a business of lending funds to small businesses or otherwise assisting small businesses in raising capital.

On June 7th, 2025, Hedgehog disclosed on its website that it was under investigation by the Utah Division of Securities (“UDS”).  This announcement followed an Emergency Order to  Cease and Desist (“UDS Order”) issued by UDS on May 23, 2025 that discusses activities by Hedgehog and other persons, which is accessible here. SD-25-006 Order to Cease and Desist – Hedgehog et al. (1) (1)

Included among the various Hedgehog entities that appear to have offered securities to the  public are Hedgehog Holdings I, LLC (“Hedgehog I”) and Hedgehog Holdings II, LLC (“Hedgehog II”), as well as another entity known as Sunnyside Equity Holdings, LLC (“Sunnyside”).

The UDS Order alleges that Hedgehog Investments and Hedgehog I offered and sold investment opportunities in the form of promissory notes or investment contracts (“Hedgehog Notes”) to more than three hundred (300) investors and collected more than $54 million. The UDS Order alleges Hedgehog Notes purportedly pay interest between 12% and 20% for a 12- or 24-month note, depending on the amount invested, and some notes pay as high as 49% for a two-year note.  The UDS Order further alleges that “between the Hedgehog Notes and Sunnyside Notes, Respondents have fraudulently taken at least $84 million from more than 300 investors… .”

The UDS Order alleges that notes “issued by Hedgehog Investments and the Sunnyside Notes are unregistered securities.”  The UDS Order further alleges that Hedgehog I and II purport to rely on Regulation D, Rule 506(b ), a “safe harbor” under Section 4(a)(2) of the 1933 Securities Act, for an exemption from registration. Pursuant to Utah Code Ann. § 61-1-14.5, the burden of proving an exemption from registration is on the person claiming such exemption.  The UDS Order alleges that “Respondents have not provided evidence to show they meet an exemption from registration. Therefore, based upon the record developed through the [UDS’s]investigation, the Notes issued by Hedgehog Investments and the Sunnyside Notes are unregistered securities.”

The UDS Order alleges that Gilbert, Arizona-based Stronghold Wealth Partners, LLC has a “solicitor agreement” with Hedgehog Investments to refer investors, for which Stronghold Wealth receives transaction-based compensation of 3.5% of the investment principal after a referred individual invests.

While the State of Utah’s investigation does not prove that there has been any wrongdoing by Hedgehog or its affiliates or sales agents, several facts in the UDS Order are concerning including the UDS’s allegations that the subject notes constitute unregistered securities and that some of the investor funds do not appear to have been used in the manner represented to investors.  The subject notes were purportedly private placements offered under an exemption from registration often referred to as Securities and Exchange Commission “Regulation D”.

Investors who wish to discuss a possible claim involving Hedgehog or other persons, including any  sales agents who may have solicited an investment, may contact Law Office of Christopher J. Gray, P.C. at (866) 966-9598 or via email at newcases@investorlawyers.net for a no-cost, confidential consultation. The firm has handled numerous cases involving securities and commodities, both in state and federal court and in arbitration. Attorneys at the firm are admitted in New York, Wisconsin and various federal courts around the country, and handle cases nationwide (in cooperation with attorneys located in those states when required by applicable rules).

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