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Moody's Scandal: The Firm Has Leaked Inside LBO Information

Tyler Durden's picture




 

As if Moody's needed any more black marks against it, going through the Galleon indictment indicates that Raj Rajaratnam used, among many other tricks, a leak at Moody's to provide him with information on the Hilton Hotel LBO in which Galleon ended up making $4 million, and throwing a $10,000 kickback to the Moody's leaker. This is not one isolated incident: one can extrapolate that this kind of behavior was prevalent at Moody's (and probably at the other legacy rating agency) throughout the LBO boom. Just how many hedge fund managers made a killing by being stupid enough to buy stocks, or, a little smarter, to buy CDS or steepeners in the 2006-2007 period courtesy of Moody's leaks? Perhaps it is time to go through the phone records of every single Moody's analyst in that two year time period.

We quote from the filing:

Based on documents provided by Moody's, I have learned that in 2007, an Associate Analyst employed at Moody's (the "Moody's Analyst") was involved in Moody's rating of Hilton...The Moody's analyst owed duties of trust and confidence not to disclose for personal gain material, non-public information regarding Moody's and its clients.

Based on documents provided by Hilton and Moody's, I have learned that on or about July 2, 2007, at approximately 2:20 pm, certain executives of Hilton placed a phone call to a Vice President and Senior Analyst at Moody's who served as Moody's Lead Analyst for the rating of Hilton. During the call, which lasted approximately seven minutes, the Hilton executives informed Moody's that Hilton would be acquired by the Blackstone Group LP, and that Hilton would likely announce the acquisition sometime before July 4, 2007 (the "Hilton Inside Information")

Based on my conversations with the CW [Cooperating Witness], I have learned that on or about July 2, 2007, the Moody's Analyst told the CW that Hilton was going to be taken private the following day at a price substantially above its publicly traded stock price. [And a deal that Blackstone is kicking itself in the ass now for completing].

I have reviewed phone records from a telecommunications company for a cell phone used by the Moody's analyst at all times relevant to this Complaint (the "Moody's Cell Phone"). Consistent with what the CW told me, these phone records show that on or about July 2, 2007, at approximately 3:06 p.m., a telephone call was made from the Moody's Cell Phone to the CW's home phone, lasting approximately one minute. A second such call was made at approximately 3:10 p.m., lasting approximately two minutes. A third such call was made at approximately 3:14 p.m., lasting approximately one minute.

Based on conversations with the CW, I leaned that on or about July 2, 2007, the CW provided Hilton Inside Information to Raj Rajaratnam, the defendant. Specifically, the CW informed Rajaratnam that Hilton was going to be taken private and that it was a "sure thing." The CW informed Rajaratnam that the source of the Hilton Inside Information was very good. The CW further informed me that Rajartnam understood that the CW was providing him with Inside Information.

Based on my review of account records for the Galleon Technology Funds, I have learned that on July 3, 2007, Raj Rajaratnam, the defendant, caused the Galleon Technology Funds to purchase 400,000 shares of Hilton stock at an average price of approximately $35.13 per share.

Based on my review of public records and news reports, I have learned that on July 3, 2007, following the close of the market, Hilton announced that it had agreed to be acquired by Blackstone for $20.1 billion in cash , and that Blackstone had agreed to buy all outstanding shares of Hilton for $47.50 per share, representing a premium of approximately $10 per share. [Can you say Blackstone did the greatest market top ticking exercise ever?]

Based on my review of account records for the Galleon Technology Funds I learned that on July 5, 2007 and July 16, 2007, Rajaratnam caused the Galleon Technology Funds to sell all 400,000 shares of Hilton stock, collectively, at prices ranging from $45.25 to $45.63 per share, for a profit of approximately $4 million.

Based on conversations with the CW, I learned that following the announcement that Blackstone would acquire Hilton, the CW arranged to pay the Moody's Analyst $10,000 in exchange for the Hilton Inside Information.

We present the Moody's report from July 5, 2007, authored by Margaret Holloway and John Rogers, SVP's in Moody's Corporate Group.

 

 

We would like to inquire of the regulators just how much leakage by Ms. Holloway and Mr. Rogers (if they are in fact those contacted by Hilton), and broadly within Moody's might have occurred in the span of a few short hours from the point Hilton disclosed on a very limited basis it would be LBO'ed, to subsequently this information making its way to the Associate Analyst and from there to the entire investing world?

This is actually a rather serious issue, as Moody's was traditionally notified in advance of every LBO in the 2006-2007 period, and that begs the question: just how much leakage of insider deals has Moody's been responsible for?

Going back to the actual trade, what likely occurred is that Raj and his accomplices further leaked the information in order to dilute their tracks, and as a result, numerous other hedge funds (both equity and credit) lapped up Hilton's stock and CDS on the holiday shortened July 3 Tuesday. The leakage was so blatant it prompted Dealscape to pen this article on July 5, 2007:

Blackstone Group LP’s announcement of its
$26
billion buyout
of Hilton Hotels Corp. at 6 p.m. on the eve of a major
summer holiday may have been made earlier than the two parties wanted.

Trading volume of Hilton shares more than doubled before the deal was
announced, soaring from a daily average of 3.36 million to 7.47 million in
Tuesday’s half-day session that ended at 1 p.m. EDT. The last time Hilton’s
stock was in such demand was June 1, the day after it paid its dividend. With
the word evidently out about Hilton, Blackstone sat back and watched the 40%
premium it would have paid Monday shrink to 32% by Tuesday’s close, as the
stock had one of its best days this year, gaining 6.4% to close at $36.05.

With the number of bankers, lawyers, advisers, board members and management
involved in the recent megabuyouts growing, it has become more difficult than
ever to keep the lid on an impending deal. But with private equity firms
drawing ever more attention from politicians, the press and ultimately the
public, the last thing they need is a rash of Securities and Exchange
Commission investigations into how they do deals. —George White

As disclosed, Galleon accounted for a mere 400,000 of this 7.5 million shares (4 million above average). This means that numerous other funds were also tipped off, likely by Galleon itself in order to not focus too much attention on itself. Also, as we have pointed out on numerous occasions, Galleon apparently was sufficiently stupid not to trade on this information via CDS. The first chart below shows the price/volume of HLT from July 2 to July 5.

One critical question here is how did the conversation between Galleon's head trader and whoever their key equity sales coverage was:

Galleon: "Yo [Joe] can you pick me up 400,000 shares of HLT. VWAP. Stat: gotta get me some golf time in today, it's July 4th tomorrow after all and the Hamptons beckons."

[Joe]: "Sure Galleon. But why? That's a huge block. Should I know something about this?"

Galleon: "Donchu worry about that. Wink wink. Call me cell [Joe]. Let's discuss over pops."

And likelewise for all the other funds who all of a sudden had a huge appetite for HLT.

Yet where the real money was made was not stock, but CDS. The chart below shows the dramatic move in HLT 5 year CDS from the day before the transaction to the day after.

The 5 year CDS contract jumped from 120 bps to over 220 bps: a 100 bps change. On a $100 million CDS trade, this is a juicy $4.5 million profit. Apply a 20x leveraged TRS notional courtesy of Goldman Sachs and you have a $100 million return in 24 hours. Also, another way, to have played this preannouncement would be with a 3s5s steepener, which was also a popular way to play insider trading preannouncements with CDS.

May we suggest that the SEC carefully analyze any and all stock and CDS trades (both 3 and 5 maturities) in HLT, and than back into who may have been speaking to a trading desk shared with Galleon, or alternatively, who was directly speaking to Galleon.

Either way, Zero Hedge is confident that Galleon's implosion will be the reason for comparable such insider trading charges being filed at many other major linked hedge funds, which did not differ in how they procured information (illegally) or how they traded on it. We also expect an aggressive retaliation against expert networks where this kind of illegal information exchange is a daily occurrence.

We continue going through the Galleon indictment and will present any additional findings.

 

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Fri, 10/16/2009 - 13:30 | 100999 Anonymous
Anonymous's picture

Oh c'mon ... "The Firm leaked" ? Or 1 person .. an "associate analyst" ?

Please stop hyperventilating and be responsible !

Fri, 10/16/2009 - 16:17 | 101224 Anonymous
Anonymous's picture

No you c'mon.

If Moody's wants to firewall the rest of the company from the actions of one of their own -- that's their job. We're waiting to hear their defense.

Fri, 10/16/2009 - 13:34 | 101005 SWRichmond
SWRichmond's picture

If anyone cares about why I am am out of this market, look no further than this.

Fri, 10/16/2009 - 13:53 | 101007 Benthamite
Benthamite's picture

You better send some calculators, abaci, pencils, erasers, graph paper, and staplers the SECs way as this one looks like it could be a bit of a challenge.  

Fri, 10/16/2009 - 16:19 | 101229 Anonymous
Anonymous's picture

Challenge? What challenge? Moody's who? Insider what? Some guys in New York are flying me to a conference in Hawaii. I like golf.

Fri, 10/16/2009 - 13:42 | 101015 Stuart
Stuart's picture

Given what we know now of the complicit role the rating agencies willfully played in carrying out widescale MBS et al, fraud over the past several years,  why on earth are these companies still around, let alone even being sought out for opinion, let alone any of the top execs not behind bars.  A nation of patsies we are. 

Fri, 10/16/2009 - 13:44 | 101019 Anonymous
Anonymous's picture

Please! This is all so ridiculous.

Just yesterday, IBM dropped 4% less than a minute after it beat on earnings and revenue. Later, it was revealed that signed contracts fell. How can anyone know this if not in advance of the release?

Far from being an isolated incident, it's the norm. I guess in this case it just wasn't sanctioned in advance by Govt-GS.

Fri, 10/16/2009 - 13:50 | 101023 Careless Whisper
Careless Whisper's picture

Paid the tipster $10,000 to make $4,000,000

Proves that:

1. hedge funds are run by greedy bastards.

2. the people at Moody's really are stupid.

Fri, 10/16/2009 - 14:02 | 101038 NYPoke
NYPoke's picture

Must be really stupid.  Prearrange & buy 2 Pre-Paid Cell Phones.  Could go with mobile computers these days.  Setup 2 random GMail Accounts, accessed through the Cell or Mobile.

Once a deal is done, throw away (destroy) the phones/mobiles.  Kill the GMail Accounts, after well coded emails of course.  Never access GMail from your own computers, of course.

Next, start over again.  Leave...no...trail.

Fri, 10/16/2009 - 14:59 | 101107 cougar_w
cougar_w's picture

No no no. That would be an admission of wrong-doing.

They are all probably at this point shocked and morally outraged -- outraged I tell you -- that any of this is raising a stir. Does not anyone anymore understand how business works in America? My God man, we have profits to protect here.

cougar

Fri, 10/16/2009 - 13:52 | 101029 Assetman
Assetman's picture

Moody's = Can of Worms

SEC = Blind Bird

Raj Rajaratnam = Unlucky Worm Eaten

Fri, 10/16/2009 - 14:06 | 101040 Zro
Zro's picture

The SEC doesn't have access to CDS information, remember?

Fri, 10/16/2009 - 14:09 | 101042 Anonymous
Anonymous's picture

I smell me some RICO indictments and civil actions against Moody's. Can you say "Arthur Andersen"?

Fri, 10/16/2009 - 15:00 | 101111 Cognitive Dissonance
Cognitive Dissonance's picture

Silly rabbit, they aren't trying to bring people to justice and ferret out the bad guys, they're trying to slaughter one unlucky sacrificial lamb.

Mission Accomplished!

Fri, 10/16/2009 - 15:02 | 101115 cougar_w
cougar_w's picture

Moody's is too important to the extraction of money from the middle class to be allowed to suffer any fate as cruel as that.

They'll trot out some minor player to be evicerated, should something like that even be required.

End of story. Immediately forgotten.

cougar

Fri, 10/16/2009 - 14:15 | 101050 Fritz
Fritz's picture

So what other wallstreet titans had a stoolie inside Moodys?

How much did the squid make on the same transactions?

Fri, 10/16/2009 - 14:28 | 101066 Anonymous
Anonymous's picture

I'm gonna guess the list without stoolies isn't terribly long.

Fri, 10/16/2009 - 14:32 | 101072 Anonymous
Anonymous's picture

Imagine that the squid must get wise to the activity on occasion and thus plants a false rumor that it can capitalize on!

How hard is it to run a report by stock that shows an abnormal return? Once the same name pops up on a secondary basis, shouldn't it be forwarded for investigation if, for nothing else, to determine what they are doing right?

This totally explains how a 24 year old can be hired as a VP of fraud investigation.

Fri, 10/16/2009 - 14:16 | 101051 Anonymous
Anonymous's picture

Tyler, please please PLEASE provide a link to the filing. I wanna read all about the role of the McKinsey director in this thing. Has McKinsey's surfeit of duplicity begun catching up with it?

Fri, 10/16/2009 - 14:25 | 101061 Anonymous
Anonymous's picture

Off Topic:

I don't know if anyone knows or cares, but the RSS feed no longer seems to work with IE. It stopped working nearly a week ago. I deleted the feed, and tried to re-add it, but that does not work either. Someone said it also does not work with Google. It does still work with Firefox Live Bookmarks.

Anyone have an update?

Fri, 10/16/2009 - 14:55 | 101100 Marla Singer
Marla Singer's picture

Well, we are using Feedburner now, so it would surprise me if it didn't work.

We did switch the URL, make sure you're using the right one?

http://feeds.feedburner.com/zerohedge/feed

Fri, 10/16/2009 - 14:32 | 101071 digalert
digalert's picture

Leak: only disclosed to ZH readers, you have been and will continue to get shafted. It's illegal to use this information for financial gain.

Fri, 10/16/2009 - 14:47 | 101090 aldousd
aldousd's picture

This is not really all that surprising.  Though, I do want to compliment you on your selection of the meta tag "Juicy."  Very nice touch!

Fri, 10/16/2009 - 15:20 | 101143 Cognitive Dissonance
Cognitive Dissonance's picture

IMHO, some of Marla's and Tyler's best work is seeing which tags they place on each article. There's always at least one that tickles my funny bone.

Fri, 10/16/2009 - 15:28 | 101155 Gilgamesh
Gilgamesh's picture

Tantalizing

Thu, 01/06/2011 - 11:52 | 852571 kenny56
kenny56's picture

I was trying to search for some pictures of famous actress Eva Angelina and found this essential information about Moody's scandal. I remember this scandal and this information which you have shared for us is really interesting. Many facts I do not know so it is really great that you have mentioned them. Thanks a lot for that!

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