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SEC Litigation Releases: Week in Review - February 15th, 2013

Court Enters Final Judgments Against Former Wall Street Banker, Downstream Russian Trader and Trader's Wife in Insider Trading Scheme
February 13, 2013, (Litigation Release No. 22617)
A final judgment has been entered against Alexander Vorobiev and his wife, "relief defendant Tatiana Vorobieva," for their involvement in an insider trading scheme that resulted in over $1 million in illegal profits. Vorobiev traded using insider information regarding "numerous health care-related acquisitions,...

FDIC Insurance and Structured CDs

As a continuation of our structured CDs week here on the SLCG blog, today we're going to discuss one of the biggest selling points for these products: FDIC insurance. FDIC insurance mitigates most of the credit risk found in structured products, but it may not be as significant a factor as the marking materials for structured CDs may suggest.

Structured products, the debt analog of structured CDs, are often maligned because of their exposure to credit risk. If the issuer of a structured...

What Does a Simple Structured CD Look Like?

Okay, we've talked a bit about what structured CDs are and why we think they are interesting. But what does a structured CD offering document actually look like? Unfortunately, it isn't possible to find such documents from Bloomberg or the SEC website since structured CDs are not registered securities. However, you can often find offering documents using Google. For example, as a relatively simple equity-linked CD, we're going to take a look at the "Global Opportunity Certificate of Deposit...

Mis-sold Interest Rate Hedges

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...

SEC Litigation Releases: Week in Review - February 8th, 2013

Steven Harrold Settles SEC Insider Trading Charges
February 6, 2013, (Litigation Release No. 22613)
Afinal judgment was entered against Steven Harrold, former executive at a Coca-Cola bottling company, for his alleged insider trading "based on confidential information he learned on the job" concerning Coca-Cola Enterprises Inc.'s planned acquisition of The Coca-Cola Company's " bottling operations in Norway and Sweden. "The judgment permanently enjoins Harrold from future violations of various...

Securities Class Action Filings Decrease in 2012

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).


A figure showing a stacked bar graph demonstrating the number of filings from 1997 to 2012.


Cornerstone attributes the majority of the decline in class...

More on Non-Traded REIT IPOs-via-Mergers

So far, two large non-traded REITs (Cole Credit Property Trust II and American Realty Capital Trust III) have merged with traded REITs. Merging with a traded REIT is one way for these otherwise largely illiquid investments to bring their assets to market and allow their investors to cash out. The more traditional 'exit strategy', and the strategy anticipated by most non-traded REIT offering documents, would be to have an independent initial public offering (IPO). So why are some non-traded...

Oppenheimer to Pay US Airways $30 Million over Auction Rate Securities

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...

FTC Releases Report on Debt Buying Industry

The Federal Trade Commission (FTC) released their report yesterday on the "Structures and Practices of the Debt Buying Industry". This rather lengthy report brings into focus the industry -- debt collection and debt buying -- that is responsible for more consumer complaints than any other industry.

"Debt buying" is the practice of purchasing debts from creditors. A creditor may decide that it is unlikely the debtor will repay a debt and as a result may sell the rights to collect the debt for...

SEC Litigation Releases: Week in Review -February 1st, 2013

SEC Charges Five Former Executives of Cay Clubs Resorts and Marinas in $300 Million Real Estate Investment Fraud
January 30, 2013, (Litigation Release No. 22607)
According to the complaint (opens to PDF), Cay Clubs Resorts and Marinas' former executives, Fred Davis Clark, Jr., Cristal R. Coleman, David W. Schwarz, Barry J. Graham, and Ricky Lynn Stokes conducted "an offering fraud and Ponzi scheme that raised more than $300 million from nearly 1,400 investors nationwide." Allegedly, from 2004...

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