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Tag: Bank of America

Ex-Bank of America CFO Is in Cuomo’s Crosshairs

This story is republished from CFOZone, where you’ll find news, analysis and professional networking tools for finance executives.

We briefly discussed work-inspired nightmares yesterday but as professionarobably don’t get a whole lot more unsettling than Joe L. Price’s.

Price, the former CFO at Bank of America, must be tossing and turning lately, what with the attorney general of New York naming him personally last week in a lawsuit over the bank’s handling of the ugly Merrill Lynch acquisition/investor-subsidized bailout/compensation party in late 2008.


Now, Price and former BofA CEO Ken Lewis face another unpleasant twist in what they must’ve thought originally was a slam dunk in an awkward but palatable settlement with the SEC over the Merrill Lynch deal (beware that slam-dunk feeling [see Tenet, George]).

Recall how Jed Rakoff, the irascible U.S. District Court judge presiding over the BofA/Merrill Lynch case, last year rejected a settlement between the SEC and BofA, saying that $33 million wasn’t nearly enough for the bank to make things right with investors who were kept in the dark about the unsavory downside – if that’s not too generous a word – for taking on Merrill Lynch’s baggage. And then on Monday Rakoff started asking mean questions about the second rendition, in which the SEC and BofA are saying, okay, fine, how does $150 million sound?

Going by some of the doubts Rakoff raised, he isn’t leaning toward letting the BofA executives ease on out of their difficult litigation-riddled winter into a springtime of sun-dappled redemption and new life. Easter, as it were, may yet be cold and wet (as may Passover, choose your festival). But don’t blame Rakoff because there are better scapegoats – the SEC, Andrew Cuomo, Punxatawny Phil …

Cuomo, that pesky AG in Albany, asserted in his allegations against Price et al. that BofA lawyers who had counseled against pulling the curtain aside on certain details about Merrill Lynch were essentially operating in the dark and that they were, therefore, misled. “Bank management failed to provide any of their lawyers with accurate information about the losses which the disclosure issue concerned,” the civil-suit complaint says, adding painful elaboration that alleges “false and incomplete information provided by Price.” (Ron Fink explains here).

This is not the kind of thing a CFO likes to read about himself or herself, which is why it may be best as a rule to come clean from the get-go. At the heart of the controversy is the assertion that BofA execs were simply not forthright about how they allowed Merrill Lynch brass to receive billions of dollars in bonus bucks in exchange for having lost billions of investor dollars.

In such a context, Radoff has implied, $33 million is chicken feed and $150 million is – I don’t know – cat food? The good judge apparently wants the bankers to throw some steak over the wall.

Also at issue, and fundamental to how BofA is managed going forward, are questions about how certain aspects of corporate governance are handled, perhaps especially about how compensation is set. Rakoff suggested that there might be better ways to come up with a reasonable pay scheme than leaving it to BofA’s compensation committee to pick its compensation consultant of choice.

A big clue about how he might rule on this is in his observation on Monday as to the “incredibly bloated compensation of too many executives in too many American companies.”

(UPDATE) Was Deloitte’s Warning to Merrill Lynch Lacking Urgency?

– Updated to included statement from Deloitte

By now you’ve heard that Ken Lewis and former BofA CFO Joe Price are in a bit of pickle, thanks to NYAG Andy Cuomo.

Long/short is that Drew has filed civil charges claiming that these two ignored advice to disclose information about the losses at Merrill Lynch and went ahead with their plans that ended up screwing just about everyone in the entire world.


According to the complaint, Deloitte was right in the middle of the action back in December of ’08 as the auditor of ML and from the sounds of it, they kinda-sorta encouraged ML’s counsel to disclose the losses saying:

given the losses through what it looks like will be November when it closes, given the fact that you have another couple of billion of dollars coming down the road in goodwill impairment, we believe it’s prudent that you might want to consider filing an 8K to let the shareholders, who are voting on this transaction, know about the size of the losses to date

Okay, so “prudent that you might want to consider” sounds like a “you can disclose the losses if you want to but we’re not making a BFD out of this” but Andy’s complaint sure presents it as a legit warning. We’re not saying that Thomas Graham, the Deloitte partner on Merrill, needed to be hyperventilating while telling ML’s Chief Accounting Officer David Moser that they “might want to consider” the disclosure but Moser was worried enough to tell in-house counsel about it.

Maybe Moser didn’t bring it up because he knew that lawyers don’t take anything auditors say too seriously. If everyone who claims to be worried, was legitimately concerned, perhaps they should’ve considered some double exclamation point usage. Oh well; next time!

We haven’t seen a statement from Deloitte anywhere and they haven’t gotten back to us at this time. Deloitte provided us with the following statement:

Deloitte personnel have testified as part of the New York attorney general’s investigation. Some of that testimony is cited publicly in the attorney general’s complaint. Deloitte is not a party to this proceeding, and due to professional standards, we cannot comment further on confidential client matters.

At the end of the day, BofA’s own general counsel tried to tell KL what’s what and he ultimately got fired so Deloitte ends up being a small fish in this whole situation (i.e. “not a party to proceeding”). Cuomo wants to be governor for crying out loud. Voters don’t give a shit if you file civil complaints against auditors.

NYAG_Complaint

Preliminary Analytics | 12.17.09

ben_old.jpg• Ben Bernanke: Time’s “Person of the Year” – The JDA almost fools you into thinking that she wasn’t that upset over Time’s selection. [JDA]
• BofA Taps Moynihan as CEO – The search is now on for the location for the Ken Lewis send-off. [WSJ]
• Proxy Disclosure Of Stock-Based Comp To Change Under SEC Final Rule Approved Today [FEI Financial Reporting Blog]
• SAC Capital, Steve Cohen (And His Brother) Sued By Ex-Mrs. C – She’s alleging insider trading, concealing of assets during their divorce, and wants $300 mil for her trouble. [DB]
• Citi to Suspend Foreclosures for 30 Days – “The New York-based bank said Thursday the suspension will run from Friday through Jan. 17. It applies only to borrowers whose loans are owned by Citi. Borrowers who make payments to Citi but whose loans are owned by other investors are out of luck.” [AP via NYT]

Scoping | 07.17.09

paulson2.jpg• What’s email? – Paulson doesn’t use it, thanks for asking. Next question. [FT Alphaville]
• Bank of America Posts a Profit on Trading Gains – “Bank of America, one of the nation’s largest and most troubled banks, announced on Friday a $3.2 billion second-quarter profit, a figure that exceeded analyst expectations.” Ken Lewis will be starting happy hour a little earlier than usual on this Friday. Circa now. [New York Times]
• Citigroup profit soars on Smith Barney sale – “Citi’s profit was not driven by improved trading like other banks, and instead came from the gain on the sale of its Smith Barney unit and the increasing values of some of its riskier assets that had plunged during the credit crisis. The New York-based bank recorded an after-tax gain of $6.7 billion on the sale of a majority stake in its Smith Barney brokerage unit to Morgan Stanley.” Selling profitable assets usually ends up looking good. This should not be surprising. [AP via Miami Herald]

Hey California, Bank of America was Just Joking About Taking the IOU’s

california.gifLast week we told you about Bank of America doing California a solid by taking the busted state’s IOU’s. Well, the banks had the holiday weekend to think about it and after some barbecue, beers, and shooting roman candles at Ken Lewis, they pretty much decided that they weren’t so cool with the idea.
“A group of the biggest U.S. banks said they would stop accepting California’s IOUs on Friday, adding pressure on the state to close its $26.3 billion annual budget gap.”
Included in “biggest U.S. Banks” just happened to be BofA.
Turns out Bank of America had their fingers crossed all along because 1) There must have been talk about Cali’s so called “good word” over the grill; and 2) Ken Lewis was completely serious about getting the interest paid back in bourbon.
Big Banks Don’t Want California’s IOUs [WSJ]

Not To Worry California! Ken Lewis is Here!

In the spirit of the recessionary season, Bank of America, being no stranger to asking for assistance, has said that it will accept California’s IOU’s.
Here is BofA’s statement, courtesy of FT Alphaville:

Bank of America Announces Limited Acceptance of California State-Issued Registered Warrants for Customers and Clients

SAN FRANCISCO, July 1 /PRNewswire/ — Bank of America today issued the following statement regarding its decision to accept California state-issued registered warrants:
“Bank of America recognizes the State of California budget crisis will impact our clients and customers. To support our customers, while giving the state legislature additional time to pass a budget, we will accept California state-registered warrants – or IOUs – from existing customers and clients. Based on state disbursement estimates, we will accept the registered warrants through July 10.
(Logo: http://www.newscom.com/cgi-bin/prnh/20050720/CLW086LOGO-b )
“As always, we will work with customers who are impacted by the state budget issues on a case-by-case basis to address their short-term needs using our existing products and services.”

An interest rate has not been announced but Ken Lewis is most certainly pulling for something in the nabe of one case of bourbon per $1 million.

BofA to accept Cali IOUs [FT Alphaville]