Fees on Structured Products Rise as Sales Increase
(Apr 2013)
Kevin Dugan recently reported that fees on structured products linked to stocks have risen to their highest level in three years. In particular Kevin notes that "issuers and underwriters earned $137.7 million in disclosed fees, or 1.95 percent of the $7.08 billion of equity-tied securities" that have a stated commission. Average fees have ranged from less than 1.5% to nearly 2% over the past three years.
The increase in average fees is likely due to the increase in average term for products...
Private Equity Fund Advisers Charged with Misleading Investors about Valuation and Performance
(Mar 2013)
Earlier this week, the SEC charged Oppenheimer Asset Management (OAM) and Oppenheimer Alternative Investment Management (OAIM) with misrepresenting the performance of the Oppenheimer Global Resource Private Equity Fund I L.P. (OGR) in their marketing materials. The SEC found that OGR's manager used his own valuation methodology to value the fund's largest investment, Cartesian Investors-A LLC ("Cartesian"), at a significant markup. This inflated valuation led to a ten-fold increase in OGR's...
SEC Issues Letter Regarding Structured Product Valuation Disclosures
(Feb 2013)
Bloomberg's Kevin Dugan is reporting that the SEC has issued a letter to issuers of structured products late last week that offers guidance for the disclosures of estimated value in offering documents. The SEC letter addresses the concerns we and others have shared over the potential mispricing of structured products, which can be and are sold to retail investors -- you can read through our research papers on the topic.
The letter confirms that the SEC will require--though it is not clear...
SEC Examination Priorities 2013
(Feb 2013)
Last week, the Securities and Exchange Commission announced their examination priorities for 2013 "to communicate with investors and registrants about areas that are perceived by the staff to have heightened risk, and to support the SEC's mission to protect investors, maintain fair, orderly, and efficient markets, and facilitate capital formation."
For those that are unfamiliar, SEC staff conducts examinations of SEC registrants through their regional offices and headquarters
to determine...
Mis-sold Interest Rate Hedges
(Feb 2013)
The Financial Services Authority (FSA), Britain's highest financial regulatory agency, has ordered Barclays, HSBC, Lloyds, and Royal Bank of Scotland to review all of their interest rate linked swap agreements sold to small businesses. In an investigation, the FSA found that four banks had violated at least one of its rules in over 90% of the 173 cases reviewed. The London Evening Standard is reporting that seven other banks may also launch similar reviews.
Interest rate swaps -- and related...
Securities Class Action Filings Decrease in 2012
(Feb 2013)
Earlier this year, Cornerstone Research released 2012 review of Securities Class Action Filings in conjunction with the Stanford Law School -- see the press release. The report notes that the number of federal securities class action filings have decreased in recent years and, in particular, has fallen nearly 20% from 2011 to 2012. For the number of filings over the past sixteen years can be found below (Figure 2 in their report).
Cornerstone attributes the majority of the decline in class...
Oppenheimer to Pay US Airways $30 Million over Auction Rate Securities
(Feb 2013)
Oppenheimer & Co. has been ordered by a FINRA arbitration panel to pay US Airways $30 million in damages related to the purchase of several series of structured auction rate securities (ARS). The story is being covered by Caitlin Nish at the Wall Street Journal, Bill Singer at Forbes, and Keith Goldberg at Law360. You can find the US Airways v Oppenheimer award on our website.
ARS are debt instruments that paid interest rates that reflect the clearing prices of regular auctions. Oppenheimer...
NERA Releases Annual Report on SEC Settlement Trends
(Jan 2013)
Last week, NERA released their annual report on trends in SEC settlements for the 2012 fiscal year. The report represents the annual update to NERA's analysis of their proprietary database of SEC litigation releases and administrative proceedings published since July 21, 2002. We've been covering these reports for about a year now and we were excited to see the results of this updated study.
According to the report, the number of settlements rose nearly 7% from FY11. While the number of...
Structured Product Issuers Under Pressure to Disclose Estimated Value
(Jan 2013)
According to securities law firm Morrison & Foerster's Structured Thoughts newsletter, the SEC may soon require issuers of structured products to disclose the estimated value of the product on the front page of the prospectus. From the newsletter:
Elaborating on the [SEC's] sweep letter, the Staff noted that issuers must disclose the "issuer estimated value" on the cover page of the offering document, and share this information with investors prior to the time of sale. This estimated value...
Auction Rate Securities Responsible for $9.6 Billion Loss to Taxpayers
(Dec 2012)
In a complaint filed in Nevada against Goldman Sachs last year, the city of Reno states that it issued $73.45 million of Auction Rate Securities (ARS) in 2005 and $137.43 million ARS in 2006 on the advice of Goldman. Like many other municipalities, Reno subsequently saw the market crash in 2008 and yields skyrocket, leading to a $9.6 billion loss for issuers.
The ARS structure was promoted by Goldman as liquid, cash-equivalent investments that would allow Reno to borrow money for long term...
