In an ironic twist, just two days after the state of Massachusetts filed charges against Securities America for allegedly misleading investors about sales of Medical Capital notes, the Omaha-based broker/dealer issued a press release announcing new members for its 2010 Advisory Council. The irony is the council itself. According to the release, its purpose is to provide an “opportunity for advisors to give feedback on the strategy, tactics and marketing message of Securities America.”

Considering the recent allegations against Securities America, those messages might need some serious review indeed.

Massachusetts Secretary of State William Galvin sued Securities America on Jan. 26, accusing the company of committing securities fraud on a “massive scale.” In the complaint, Galvin alleges that Securities America committed “acts of material omissions and misleading statements” when it sold nearly $700 million of promissory notes to Medical Capital investors.

According to the complaint, Securities America kept investors in the dark about various risks and other information concerning MedCap notes. “These risks were known to [Securities America]. Year after year, the due diligence analyst, retained by [Securities America] to conduct a review of the various Medical Capital offerings specifically requested, and at many times pleaded, that investors be informed of certain heightened risks,” the complaint reads.

Those risks included Medical Capital’s lack of audited financials.

The Massachusetts investigation also uncovered evidence that top executives at Securities America enjoyed vacation trips to Pebble Beach and Las Vegas resorts courtesy of Medical Capital.

From 2003 through 2009, Medical Capital issued more than $1.7 billion in notes; Securities America placed $697 million of that amount. In return, Securities America took in more than $26 million in compensation, according to the complaint.

Securities America has denied all charges levied by Massachusetts regulators.

Medical Capital currently is in receivership. It was sued by the Securities and Exchange Commission (SEC) in July 2009 for allegedly defraudeding investors out of at least $18.5 million. On Aug. 3, 2009, the SEC obtained an emergency court order halting a $77 million offering fraud perpetrated by the company.

If you suffered investment losses in Medical Capital notes sold by Securities America, please contact us. A member of our securities fraud team will help you determine if there is a viable claim for recovery.

The state of Massachusetts apparently thinks so. Secretary of State William Galvin filed charges against Securities America on Jan. 26, accusing the broker/dealer of keeping investors in the dark about the risks of nearly $700 million in private placement securities issued by Medical Capital Holdings. 

Medical Capital, which raises money from investors and then provides loans to hospitals and other healthcare-related entities, is the same company that the Securities and Exchange Commission (SEC) sued in July for allegedly defrauding investors. In its complaint, the SEC says Medical Capital misappropriated $18.5 million of investors’ money, as well misrepresented its own business record by keeping several defaults under wraps.

As it turns out, Securities America was a big seller of Medical Capital notes. According the Massachusetts complaint, Medical Capital issued more than $1.7 billion in notes from 2003 through 2009. Securities America placed $697 million of that amount. In return, Securities America pocketed more than $26 million in compensation.

“People invested their life savings, while this dealer hid from them the truth of what they were getting into,” said Galvin in a statement.

Securities America denies the charges.

Coincidentally, the Massachusetts complaint was filed four days after Steve McWhorter, Securities America’s CEO, announced his retirement from the company. 

In October 2009, Securities America was sued by Ilene Grossbard of Sarasota, Florida, over allegations that the broker/dealer failed to warn her and other investors about what she says was a multibillion-dollar Ponzi scheme involving Medical Capital notes. The parent company of Securities America, Ameriprise Financial, was named in that lawsuit, as well.

If you suffered investment losses from Medical Capital notes sold by Securities America, please contact us. A member of our securities fraud team will evaluate your situation to determine if you have a viable claim for recovery.

Things are heating up for Securities America, which finds itself at the center of a regulatory probe involving sales of private placement securities. On Jan. 26, Massachusetts’ top securities regulator, William Galvin, filed the first state enforcement case against Securities America, accusing the Omaha-based broker/dealer of failing to tell investors about all of the risks associated with promissory notes issued by Medical Capital Holdings.

The Securities and Exchange Commission (SEC) sued Medical Capital for fraud in July 2009. A court-appointed receiver subsequently revealed that most of the account receivables on MedCap’s books did not exist. 

According to a statement issued by Galvin’s office, Securities America marketed Medical Capital notes for several years through seminars and other marketing tactics. The company continued to sell the notes to investors even after a senior-level company officer expressed concerns about Medical Capital and its fiscal health. 

As reported Jan. 26 by Investment News, Securities America’s due-diligence team discovered numerous red flags about Medical Capital Holdings between 2005 to 2007. Among those issues: The company invested up to $50 million in equity securities of all types, as well as made mortgage loans to entities within the health care industry but “outside of Medical Capital’s core expertise.” 

Securities America was one of the biggest sellers of MedCap notes. From 2003 through 2009, it sold nearly $700 million in Medical Capital investments. That comes to 37% percent of the $1.7 billion in notes that MedCap issued. 

In turn for its sales prowess, the administrative complaint alleges that Medical Capital treated Securities America’s top executives to all-expense paid trips to Las Vegas and Pebble Beach.

If you have a story to tell involving Securities America and/or Medical Capital Notes, contact a member of our securities fraud team.

Securities America, a broker/dealer division of Ameriprise Financial, is facing charges by Massachusetts Secretary of State William Galvin for allegedly making omissions and misleading statements in connection to sales of some $700 million in promissory notes. 

“Our investigation showed that Securities America ignored their own due diligence analysts and sold these notes to unsophisticated investors without telling them the risks involved,” Galvin said in a statement. “People invested their life savings, while this dealer hid from them the truth of what they were getting into.” 

The notes in question were issued by special-purpose corporations owned by Tustin-based Medical Capital Holdings, which was charged this past summer by the Securities and Exchange Commission (SEC) in a $77 million offering fraud. 

Private placement securities are supposed to be for “accredited” investors, but unsophisticated investors placed their life savings into Medical Capital notes based on recommendations from Securities America that the investments were suitable, according to the Massachusetts complaint. More than 400 registered reps of Securities America sold the notes using private placement memorandums, marketing flyers and pamphlets, the complaint states. The notes were characterized as “secured” in material from Medical Capital and Securities America, the division says. 

From 2003 through 2009, Medical Capital issued more than $1.7 billion in notes, and Securities America placed $697 million. For that work, Securities America received more than $26 million in compensation. 

Since August 2008, Medical Capital has defaulted on all of its outstanding notes and currently is in permanent receivership. As a result, millions of dollars of investors’ life savings remain frozen and illiquid.

If you have suffered investment losses connected to sales of private placements by Securities America and wish to discuss filing an individual arbitration claim with the Financial Industry Regulatory Authority (FINRA), please contact us. A member of our securities fraud will evaluate your situation to determine if you have a viable claim for recovery.

Goldman Sachs just announced a compensation pool- which translates into year-end bonuses and executive pay – of $16.2 billion for 2009. That’s up 47% from the previous year. The news come amid a backlash of criticism from investors and lawmakers alike who say Goldman and other Wall Street players continue to reap the benefits of a financial crisis that they, in large part, created through excessive risk taking and the marketing and selling of complex, highly leveraged financial instruments. In the meantime, Main Street is left to do the clean up work – paying for their errors in judgment via federal bailouts.

Goldman Sachs in particular has taken public heat lately, following news reports on the way the investment bank allegedly packaged and sold risky securities to investors as sound investments and then made bets that those same securities would fail. Goldman wasn’t the only investment firm using this “shorting” strategy, but it certainly made some huge profits as a result of it.

The products in question are known as synthetic collateralized debt obligations, and they ultimately produced billions of dollars in losses for individual and institutional investors. Among those investors: pension funds and insurance companies across the country.

Goldman’s shorting tactics are now the subject of an investigation by Congress and its newly established Financial Crisis Inquiry Commission. So far, some of the most interesting insight has come from Phil Angelides, chairman of the Commission. When folks like Goldman Sachs Chairman and CEO Lloyd Blankfein and JPMorgan’s Jamie Dimon gave their explanation for the near-collapse of the nation’s financial markets, they described what amounted to a “perfect storm.” Angelides, however, cut to the chase, saying:

“Was it a perfect storm or a man-made storm?”

The White House is calling for tougher regulations and oversight of the nation’s banking industry – an idea that is long past due. An independent consumer financial protection agency is part of the proposed overhaul plan. Even more important, speculation and other risk taking on the part of commercial banks and financial institutions – something that previously put the nation’s entire economy in peril – would be drastically limited.

Investors of Freddie Mac Preferred Stock, Series Z are unlikely to forget the date of Sept. 6, 2008. It was on that day the U.S. government made the unprecedented move to place both Freddie Mac and Fannie Mae under the conservatorship of the Federal Housing Finance Agency (FHFA).  In doing so, investors holding preferred shares of Freddie Mac Series Z saw the value of their investment plummet overnight.

The initial offering of Freddie Mac Preferred Stock, Series Z occurred in late 2007 when the mortgage giant – whose financial health already was in jeopardy – found itself severely undercapitalized. Underwriters of the Series Z offering included Goldman Sachs, J.P. Morgan and Citigroup Global Markets, as well as others.

As it turns out, the offering circulars associated with Freddie Mac Preferred Stock Series Z failed to alert investors to a number of possible risks that the preferred shares posed. Among the missing information: Freddie Mac was extremely undercapitalized. It had significant exposure to an undetermined amount of mortgage-related losses. The company also lacked proper risk-management procedures. Most important, insolvency was a real possibility in Freddie Mac’s future.

It’s now believed that many of the brokerage firms that acted as underwriters of the Freddie Mac Preferred Stock Series Z offering knowingly kept this information from investors. Not only did they allegedly fail to disclose the true risks associated with the offering itself but they also may have kept the facts about Freddie Mac’s financial condition under wraps, as well.

Freddie Mac’s Series Z offering initially was issued at a price of $25.55 in November 2007. In September 2008, the preferred stock had declined 95%, trading at $1.25 per share.

If you experienced investment losses in Freddie Mac’s Preferred Stock, Series Z or another preferred stock, please contact us. A member of our securities fraud team will evaluate your situation to determine if you have a viable claim for recovery.

Inland American Real Estate Trust is among several unlisted real estate investment trusts (REITs) to face a wave of backlash from investors lately. Why? Because many independent broker/dealers and their financial advisers misrepresented the risks and characteristics of unlisted REITs like the Inland American Real Estate Trust. Only now are many retail investors coming to terms with the collateral damage that has taken place in their portfolios.

To be sure, sales of unlisted (also known as non-traded) REITs are booming. Unlisted REITs raised more than $10 billion in 2008.

Sold through broker/dealers, shares in unlisted REITs do not trade on national stock exchanges. Redemptions are limited and usually include a minimum holding period. If an investor does decide to get out of the trust entirely, he or she can usually only do so on a specified date.

There are several other caveats associated with unlisted REITs, not the least of which is an exorbitant fee of up to 15% to get in. And that’s in addition to ongoing management fees and other expenses. Even more important: Unlisted REITs often offer no independent source of performance data. They also fail to offer investors a guarantee that their dividend payments will continue throughout their planned investment period in the REIT. 

Non-Traded REITs: Considerations for Hotel Investors by John B. Corgel and Scott Gibson provides an in-depth look at unlisted REITs and the unintended consequences that the products may create for individual investors who do not conduct their own due diligence.

Specifically, the study – which claims to be the first professional and academic report to analyze the structure of non-traded REITs – shows that investors who purchased hospitality REITs early in the investment cycle saw a diminished return as a result of subsequent sales. In other words, the early investors subsidize the commissions paid to the dealers who sell to late-term investors, the report says. 

One of the criticisms cited in the report – and one which has been touted in general by critics of unlisted REITs – is the vague prospectus language regarding exit strategies.

The fixed share prices of non-traded REITs are another bone of contention with naysayers of the products. Often marketed to investors as a selling point, the fixed share price can actually become an unwanted feature. Says Non-Traded REITs: Considerations for Hotel Investors: 

“ . . . this policy of maintaining fixed share prices in companies that continually offer shares at the same or similar fixed prices throughout the investment cycle will have adverse consequences to investors who buy into programs early in the cycle.” 

To their detriment, investors throughout the country may have purchased shares in non-traded REITs like the Inland American Real Estate Trust based on misrepresentations by their brokerage firm. That advice has now proven to financially disastrous. Instead of access to their cash, investors are finding themselves left out in the cold – their money locked up for an undetermined period of time in these illiquid, high-commission products. 

Maddox Hargett & Caruso continues to investigate the selling practices of brokerage firms such as UBS, Merrill Lynch, Citigroup, LPL Linsco, Morgan Keegan & Company, as well as others that may have recommended unsuitable investments in non-traded REITs to their clients. If you have a story to tell about your investment losses in non-traded REITs, contact us. 

 

Oren Eugene Sullivan, a former broker with New York Life Securities, was a master at pulling the wool over investors’ eyes. For decades, the former South Carolina broker fleeced investors out of millions of dollars in an elaborate Ponzi scheme. What makes Sullivan’s case truly shocking, however, are the victims Sullivan allegedly preyed upon. Many were more than 80 years of age, mentally and physically impaired, widows, church members and/or long-time family friends. One investor who gave Sullivan $70,000 suffered from Alzheimer’s disease. Another investor was confined to a wheelchair, her legs amputated. She invested tens of thousands of dollars with Sullivan.

In August 2009, the Financial Industry Regulatory Authority (FINRA) permanently barred Sullivan for life from working in the securities industry. On Jan. 4, 2010, Sullivan pleaded guilty to one felony count of mail fraud in connection to operating a Ponzi scheme.

Sullivan apparently ran his scam from 1998 to October 2008, obtaining money from investors for his personal use while leading clients to believe they were investing in promissory notes or other legitimate financial products issued by New York Life and its affiliates.

The scheme came crashing down after one of Sullivan’s elderly customers and her daughter discovered that he had misappropriated $10,000 given to him for the purchase of variable annuities. Instead of investing the money as promised, Sullivan used the funds to pay for his son’s wedding. Over a period of approximately three years, the customer had never received a statement showing the purchase or the investment performance of the variable annuities.

Most of Sullivan’s victims had previously invested in one or more NYLife products sold by the former South Carolina broker. In exchange for the money he took from customers, Sullivan usually provided a one-page note that outlined the amount of principal and the promised annual interest rate. That rate ranged from 6% to 12%.

In total, federal authorities say Sullivan misappropriated $3.7 million from investors.

As for Sullivan, he faces a maximum fine of $250,000 and the possibility of up to 20 years in federal prison. Sentencing is scheduled for April 2010.

Thomas Seaman, the court-appointed receiver in the Medical Capital fraud case, filed his sixth status report on Medical Capital Holdings on Jan. 11, 2010. Among the highlights revealed in the document: Investors are owed more than $1.7 billion and Medical Capital’s lending activities have been deemed unprofitable beginning with the creation of its first Medical Provider Financial Corporation, or MPFC 1. (MPFC 1 is one of several wholly owned special-purpose corporations that Medical Capital used to raise money from investors via offerings of notes.) 

Other interesting details found in Seaman’s latest report include the following:

• Medical Capital requested and was paid administrative fees in excess of $323 million.
• No MPFC ever generated enough profit to pay investors’ principal and interest.
• Medical Capital transferred loans and other assets valued at just under $1 billion between eight money-raising MPFCs, which facilitated payments of earlier investors’ principal from new investors’ funds.

In July 2009, the Securities and Exchange Commission (SEC) shut down Tustin-based Medical Capital for allegedly defrauding investors out of at least $18.5 million. In an amended lawsuit filed in November 2009, however, the SEC alleges a much more systematic fraud against Medical Capital and its subsidiaries. 

The amended complaint accuses Medical Capital of “faking” receivables, which the SEC says were then sold to MPFC-VI. In turn, the fake receivables allowed Medical Capital to charge investors millions of dollars in unjustified fees. 

A Nov. 12 article in the Orange County Register describes how the process allegedly worked: 

“In August 2008, MP-VI bought receivables of NLV, Inc. from an older fund, Medical Provider-V, for $3.39 million in cash. In fact, NLV had been out of business for four years. The receivables were fake.

“In August and September 2008, MP-VI bought three batches of receivables for Trace Life Sciences, a Denton, Texas, radio medicine maker that Medical Capital had just seized. Two of the three batches of receivables were fake. 

“Medical Capital took the first 72 receivables from the first batch and created a fake second batch by adding the number 1045 to each line number to create a new line, the SEC alleged. It also upped the amount for each receivable by $100,000. It created the fake third batch by taking those same receivables and increasing the amount due on each receivable by $200,000.” 

The end result of Medical Capital’s alleged “accounting” was this: Trace Life Sciences generated more than $21 million in fake receivables in less than a month. The SEC alleged that MP-VI paid two earlier Medical Capital funds $9.7 million for the right to collect the fake bills.

Maddox Hargett & Caruso continue to file arbitration claims against various brokerage firms that sold investors Medical Capital Notes. If you suffered investment losses in Medical Capital Holdings, contact us today.

 

Kevin O’Brien’s past has come back to haunt him. After learning the former Robert W. Baird & Co. broker was kicked out the brokerage industry, a group of Cincinnati residents have waged a campaign to get O’Brien to resign from his position as the newly elected trustee of Anderson Township.

O’Brien took office in November. As trustee, he shares management responsibilities for overseeing the town’s finances.

The residents who are calling for O’Brien’s resignation cite the former broker’s records with the Financial Industry Regulatory Authority (FINRA). On Sept. 14, O’Brien was banned for life from the working in the securities industry over allegations that he misappropriated for his own use some of the $378,000 he transferred from a client’s account. O’Brien accepted the sanction without admitting or denying FINRA’s findings. He was later fired from Robert W. Baird & Co., the brokerage firm where he worked when the alleged violations occurred.

O’Brien’s records can be viewed here.

As reported Jan. 15, 2010, by Investment News, a group of Anderson Township citizens have filed a subpoena requesting O’Brien’s records from Robert W. Baird. According to the article, the information will offer additional evidence as to why a court should order O’Brien to significantly increase the $1,000 bond all Ohio township trustees must have before they take office. The higher bond would give the township greater protection in the event possible legal action against O’Brien occurs from the securities case.

“The right thing for him to do would be to resign,” said Courtney Laginess, an Anderson Township resident, in an article posted on Cincinnati.com. “To be permanently barred from practicing securities is a very big deal. It really goes to the honesty and trust issue.”