SEC Charges Goldman Sachs With Fraud On Subprime Mortgages, Paulson & Co. Implicated

Tyler Durden's picture

Washington, D.C., April 16, 2010 — The Securities and Exchange Commission today charged Goldman, Sachs & Co. and one of its vice presidents for defrauding investors by misstating and omitting key facts about a financial product tied to subprime mortgages as the U.S. housing market was beginning to falter.

The SEC alleges that Goldman Sachs structured and marketed a synthetic collateralized debt obligation (CDO) that hinged on the performance of subprime residential mortgage-backed securities (RMBS). Goldman Sachs failed to disclose to investors vital information about the CDO, in particular the role that a major hedge fund played in the portfolio selection process and the fact that the hedge fund had taken a short position against the CDO.

"The product was new and complex but the deception and conflicts are old and simple," said Robert Khuzami, Director of the Division of Enforcement. "Goldman wrongly permitted a client that was betting against the mortgage market to heavily influence which mortgage securities to include in an investment portfolio, while telling other investors that the securities were selected by an independent, objective third party."

Kenneth Lench, Chief of the SEC's Structured and New Products Unit, added, "The SEC continues to investigate the practices of investment banks and others involved in the securitization of complex financial products tied to the U.S. housing market as it was beginning to show signs of distress."

The SEC alleges that one of the world's largest hedge funds, Paulson & Co., paid Goldman Sachs to structure a transaction in which Paulson & Co. could take short positions against mortgage securities chosen by Paulson & Co. based on a belief that the securities would experience credit events.

According to the SEC's complaint, filed in U.S. District Court for the Southern District of New York, the marketing materials for the CDO known as ABACUS 2007-AC1 (ABACUS) all represented that the RMBS portfolio underlying the CDO was selected by ACA Management LLC (ACA), a third party with expertise in analyzing credit risk in RMBS. The SEC alleges that undisclosed in the marketing materials and unbeknownst to investors, the Paulson & Co. hedge fund, which was poised to benefit if the RMBS defaulted, played a significant role in selecting which RMBS should make up the portfolio.

The SEC's complaint alleges that after participating in the portfolio selection, Paulson & Co. effectively shorted the RMBS portfolio it helped select by entering into credit default swaps (CDS) with Goldman Sachs to buy protection on specific layers of the ABACUS capital structure. Given that financial short interest, Paulson & Co. had an economic incentive to select RMBS that it expected to experience credit events in the near future. Goldman Sachs did not disclose Paulson & Co.'s short position or its role in the collateral selection process in the term sheet, flip book, offering memorandum, or other marketing materials provided to investors.

The SEC alleges that Goldman Sachs Vice President Fabrice Tourre was principally responsible for ABACUS 2007-AC1. Tourre structured the transaction, prepared the marketing materials, and communicated directly with investors. Tourre allegedly knew of Paulson & Co.'s undisclosed short interest and role in the collateral selection process. In addition, he misled ACA into believing that Paulson & Co. invested approximately $200 million in the equity of ABACUS, indicating that Paulson & Co.'s interests in the collateral selection process were closely aligned with ACA's interests. In reality, however, their interests were sharply conflicting.

According to the SEC's complaint, the deal closed on April 26, 2007, and Paulson & Co. paid Goldman Sachs approximately $15 million for structuring and marketing ABACUS. By Oct. 24, 2007, 83 percent of the RMBS in the ABACUS portfolio had been downgraded and 17 percent were on negative watch. By Jan. 29, 2008, 99 percent of the portfolio had been downgraded.

Investors in the liabilities of ABACUS are alleged to have lost more than $1 billion.

The SEC's complaint charges Goldman Sachs and Tourre with violations of Section 17(a) of the Securities Act of 1933, Section 10(b) of the Securities Exchange Act of 1934, and Exchange Act Rule 10b-5. The Commission seeks injunctive relief, disgorgement of profits, prejudgment interest, and financial penalties.

# # #

For more information about this enforcement action, contact:

Lorin L. Reisner
Deputy Director, SEC Enforcement Division
(202) 551-4787

Kenneth R. Lench
Chief, Structured and New Products Unit, SEC Enforcement Division
(202) 551-4938

Reid A. Muoio
Deputy Chief, Structured and New Products Unit, SEC Enforcement Division
(202) 551-4488

Full Lawsuit:

 

SEC GOLDMAN

Fabrice Tourre's FINRA record:

 

Fabrice Tourre

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El Hosel's picture

Does this mean we ( the US Gov ) are going to re-criminalize fraud on a wide scale?

-1Delta's picture

WHO CARES THE SPX IS FINALLY F****** DOWN!!!!!!!!!!

Cognitive Dissonance's picture

Of course, this could all be made to disappear if a middle east shooting war were to appear.

You don't think those news stories about an "imminent" war were just a coincidence, do you?

IBelieveInMagic's picture

This story explains why Ambac (ABK) has been rocketing up for the last week -- insider trading at it's best. SEC will of course do nothing about such regular frauds.

dumpster's picture

more information ..

 

the forward sniffing stock market lol a

April 17 (Bloomberg) -- Goldman Sachs Group Inc., which fell 13 percent yesterday after U.S. regulators announced fraud accusations, didn’t disclose that it was warned nine months ago that investigators wanted to bring a case, people with direct knowledge of the talks said

Ned Zeppelin's picture

I was wondering about that. This fraud case is very simple and the suit tells a compelling story if the base facts are true: 10b-5 fraud, and it is a material amount, $1B.  (Anyone who says the case is weak has either not read the complaint, or has and is in GS's thrall.) The next step is that the possibility of suit and the strong probability of a recovery should have been disclosed by GS Inc. to all of the potential buyers and sellers of GS INc. stock.  This is a securities plaintiff's lawyer's wet dream case.  That part of this may serve to bring GS down. You heard it here first. 

ArkansasAngie's picture

NOpe they are asking for money not jail.

The money will come from Goldman's investors.

I'm good with a confiscation of personal property and clawback of all bonuses paid but ... I also would like to see jail.

 

 

Ripped Chunk's picture

Jail is a requirement to keep the natives from becoming restless.

A list of fall guys is probably already compiled.

WaterWings's picture

I wonder how many years this will take and if this is a diversion...

Sorry, ZH has allowed me to metamorphose into a 100% cynic. Nothing short of public executions will please me.

Ripped Chunk's picture

If I may: "The great mid-term elections ratings sweep must see TV spectacular"

 

 

Clinteastwood's picture

Right. A veto-proof majority in both houses of Congress for the Rip-off Publicans, who would have to do the will of the people............or else they'd know we'll rip them.

ZakuKommander's picture

"Would have to do the will of the people"??????

In what alternative universe would this happen?

thegreatsatan's picture

nah, you're not cynical enough. any fines would be paid with money GS borrows from the Fed at 0%

dumpster's picture

Sorry, ZH has allowed me to metamorphose into

Franz Kafka .. become a beetle in the closet

Miles Kendig's picture

How does one incarcerate a company?  This is the issue that renders the legal process of turning a corporation into a person false.

Commander Cody's picture

At the expense of being branded a lunatic, let's try to use logic here: Since a corporation has the rights of an individual, it also is liable as is an individual; therefore, everybody goes to jail.

Wilderman's picture

At what point did we, as a society, conclude that violating moral code (our common belief of right vs. wrong) is was acceptable, when it did  not violate any legal statutes?

 

Most all of the business dealings I've had in the previous 10 years involved shadings or lobbying of the laws or rules, in attempts to save clients money, but, not once, did I shade or stretch rules in order to screw someone else.  You can break the rules all you want, but there better not be any aggrieved parties.  It there are, man, you are f*&ked.

 

Our legal system, our legal code, and the lawyers/lobbyists/politicians that clog it up have created a universe where dirty deeds are dirt cheap, and, not illegal. 

 

 

 

 

Ned Zeppelin's picture

Rule 10b-5 fraud is simple and elegant: the failure to disclose a material fact to an investor. Do you think it was material to disclose that Paulson hand picked the basket of CMBSs from which ACA would choose the reference securities, and that Paulson made known its intention to short the living  sh*t out of them? Would you want to know that GS made falso statements to ACA to the effect that Paulson would be long the "equity" tranche of the CDO issuance, to assuage their concerns about Paulson's involvement? I would have wanted to know that.

Done, done, done from a 10b-5 perspective.  GS does not wiggle out from under this one.  It is not a witch hunt, or sort of shaky, or not quite right. The allegations are dead on, and no doubt easily proved.  That is the purpose of 10b-5: a demonstration of intent is not required, only a failure to disclose a material fact.  Read the complaint: GS hid the Paulson side of the equation from the mark, er ha, investor. GS took steps to make sure ACA stayed in the deal, knowing the mark was assured by the presence of an independent portfolio "expert" making the choices of reference securities.

Go ahead, don't be cynical: be outraged.

parallaxview's picture

we are a nation of laws, not a nation of ethics.

abalone's picture

So true Miles

'Corporations have neither bodies to be punished nor souls to be damnned'

damage's picture

Miles, so then I assume you are okay with politicians who are already in power, enforcing laws which limit the speech of non-profit political corporations?  Your statement is unebelievably ignorant. The corporation only derives its rights from the people who created it. Part of the rights of the individual is to group together and pool resources with other individuals, this is all a corporation is. To deny any corporation its right to free speech is denying the individuals who form the corporation's right to free speech AND their right to free association, and without corporate personage you wouldn't even be able to sue a corporation at all.

The issue you should be looking at is how individuals use corporations as legal shields against their own misdeeds. This is what needs to be changed. Go fucking read a book for once please.

NP40's picture

Ever hear of a PAC ? It allows "individuals" within the corporation to pool their "own" money to voice political speech. They were never denied free speech. The case before the SCOTUS was very limited and was ruled on correctly, namely, their freedom of speech had been violated. The SCOTUS should have simply struck down the law that banned corporate speech within a certain time frame before an election. However, the SCOTUS has now ruled that corporations are entitled to use the entire company treasury to influence elections of all stripe. Congressional races, judegeships, etc.

This ruling has effectively crippled the free speech of the "individual." We, individually stand no chance of being heard among the corporate wheelbarrows of cash being driven around. One of the most horrendous rulings ever supplied by the SCOTUS.

A corporation is not person. If so, what language do they speak in ? English ? French ? Portugese ? When a corporation writes, what hand do they use ? The left or right ?

A corporation does not derive rights from those that created it. It's only an operating charter. Individuals within the corporation have the freedom of speech but a corporation itself has no rights except those entitled by contract or law.

 

Clinteastwood's picture

SCOTUS is encouraging the well-educated US population to vote such that money doesn't buy elections.   Until our country gets this idea and gets it good, we'll never have free speech, or fair elections.  C'mon people, get with the program.

damage's picture

Exactly, the law prevented nothing, and only served to act as a protection mechanism for incumbents. Politicians were still bought out, with or without campaign finance reform.

damage's picture

Are you sure? I thought they kept the "soft money" bans in place. and only Thomas' partial dissent removed those bans. But I agree with Thomas. All "campaign finance reform" does is stack the deck against new blood in favor of the incumbents. It allows those already in power to limit their opposition's funding while still taking all the bribes they want since they run the system.

However, I think you are wrong that it removed the "soft money" bans (even if I agree they should be removed too)... you've just been taken by the MSM or idiots down at HuffPo or something...

 

Edit: I should also add the media had special exemptions for themselves carved out, which is exactly why the media bashed this decision so hard, because they would still be unrestricted either way. (media corporations)

Miles Kendig's picture

damage, you know that what I am saying is how can a corporation enjoy disparate treatment under the law with respect to loss of freedom through incarceration, with all of the rights that are limited for those that are, including speech and still claim equality under the law. Can you explain this one to me without moving the subject from violations under the law and their punishments to enjoyment of speech?  

Dburn's picture

Good point. Good time to test the Corporate Personhood theory. Here's one for the legal guys here. If they are still a regulated bank they really can't file a Chapter 11. That would be my choice of actions if the lawsuits mounted. Call it the great final rape pillage and plunder as they toss back their bank status ( Hey , we just don't need it anymore thanks) , file an eleven and the managing directors lay in one huge priority claim on unpaid wages as their brand new supersonic jets rev up outside the courtroom to whisk them the fuck out of there .

Criminal Charges would have to be filed then or would they still get away with it. I know I'll really be pissed if they get the office furniture too. How about last minute sex change operations. It's in each Managing directors health insurance policy. How long do those take? Sounds like they'll need them, Jail or otherwise.

hbjork1's picture

It is a civil suit.  There can be recovery of losses and damages. GM and Ford were sued by enterprising car owners for decades.  Toyota is currently being sued in CA.

Individuals are found guilty of fraud and sent to jail.

Kinda hard to put a company in jail.

 

Richard Weed's picture

Love you to death, Chunk, but it's "restive" not "restless"... as in, "the natives are restive"...

I know... I know... I am a Dick Weed.

Thurifer's picture

The reason the Goldmanites aren't scared is because they think that the populist threat to them comes from the pacifist girly men on the left. But as a resident of rural Alabama I can tell them that there are many, many heavily armed men here who are walking breathing definitions of the term "beefsteak nazi". Be afraid GS, be very afraid. s

Dburn's picture

It's Deliverance time

Cue Dueling Banjos. Lloyd gets to play Ned Beatty. He always wanted to be a star.

hbjork1's picture

People with a foot in the South will know what you mean but, no matter how serious they are it will be better for them to stay in the world they know.

Back in the late 60's, there was a article (note) in Time (magazine) about two"boys" from what was apparently New Jersey syndicate that may have been sent down to "organize" the moonshine business in Northern Georgia. I no longer remember the details.  It is easy to get lost in those mountains.  It seems that they were found in a snake pit.  Died of snakebite.  Probably just got lost and fell in.

 

Rip Toff's picture

Maybe in honor of Arnie and CA IOUs, they can pay the fines in mark-to-fantasy paper!

Mark McGoldrick's picture

Imagine you and your friend sell baskets of apples.

Your friend purposely puts poison in some of the apples, while you (knowing of the poison) continue to sell those apples.  Additionally,  you tell your customers that these particular apples are the most delicious that you've ever had for sale. 

Then that same devious friend of yours buys life insurance contracts on those customers who ate the apples. Your customers die as expected, and your friend makes billions of dollars in profits off of those insurance contracts. 

Then everyone in the apple industry marvels at how smart the both of you are.  And you spend the next two years pretending that you're the Master of the Universe. 

Whats that smell's picture

Good one, best way I have heard it explained!

A village mayor grew tired of complaints about freight trains blocking the villages blocking the town's only crossing. Under a local law on the books he could ticket them and the fine was about $200.

People knew he wrote them at least one ticket a week, and the town collected the $200. Once they figured out how to give the RR the bill.

People said "I can't beleive they still block the crossing" It was  just like they alway s did before the tickets were issued.

Would you quit running stop signs if you were fined $.10?

faustian bargain's picture

I would quit running stop signs when I saw that there was traffic going the other way, regardless of the fine.

Gold...Bitches's picture

one flaw.  just because the apples are poisoned in no way automatically precludes it from being a delicious apple.  You just aint gonna make it long enough to have a second one...

Winston Smith 2009's picture

No, not at all. The legalized Mark to Myth accounting fraud will continue along with innumerable other crimes, many of them even being committed by government agencies, that are being ignored and will almost certainly continue to be ignored.

Gold...Bitches's picture

First, if there is no jail time and its just a fine, then its a travesty.  Second, if this is the only one or one of just a few, then its a sham.  Third, if there is no action by the CFTC regarding JPM and the massive silver manipulation, then its a travesty of a mockery of a sham of a mockery of a travesty of two mockeries of a sham. 

 

Jail time, lots of jail time.  And not just a couple scapegoats.

Vendetta's picture

Agree. The 'fines' the government has 'dished' are so measly that they've simply been categorized by these businesses as a cost of doing business.

Wilderman's picture

Never like to piss on a candle, but civil actions carry no penal weight (kinda like most lawyers lol).  We need criminal prosecution by NYC, NJ, NY State, hell, even DOJ in order to see 'perp walks'.  Damned shame, there once was honor among men (no, really, I've read so many novels...).

 

 Circus won't be complete without some deserving sinners being tossed to the lions.

cossack55's picture

Are you saying 6 wrongs make a right? Or 8 wrongs make a -2 rights, or -6 rights make +12 wrongs?  Please elaborate?

SayTabserb's picture

Fried vampire calamari.  The appetizer or the whole meal?

sgt_doom's picture

Negative!  It means the 2010 elections are coming in November 2010, and the pols want to look like they are actually doing something???

Then, after the election, the case quietly, like all the others, evaporates.  (With the only people going to jail being Bradley Birkenfeld, the UBS banker who attempted to be a whistleblower on all those American tax evaders, including most of those politicians in Congress who call the shots on the SEC, et al., and the NSA wiretapping whistleblower, I think his name is Thomas Drake.)

Paulson & Co., isn't that Alan Greenspan's company???  Figures.....

Clinteastwood's picture

You wouldn't have all this bullshit if you had a currency based on gold. No derivatives!  Gold bicheses!

ToNYC's picture

There was not enough Gold to make a modern society currency in 1968 and 1971...without enriching the miners for no special reason. We don't need to be worshipping the basis of our currency..It is a tool to trade around between specialised labor-efforts, stored human work-energy. What we do need is a Congress that has a computer program to exercise its Constitutional function by making sure the fiat currency is tied to maybe 2% growth in real GNP. Gold is so Old Testament for currency, forget about Old School.

 

http://www.zerohedge.com/forum/golden-rule-superceded-government-alchemy

tip e. canoe's picture

gold just wants to be free