Connecting Kinder Morgan, ENRON, Southern Pacific, CBRE, Virginia Beach, Vinson Elkins, PG&E, Paradise and AEG
During Bennett v. Southern Pacific a witness was murder.
TextText
col-3
col-9
col-12
Showing posts with label Securities and Exchange Commission. Show all posts
Showing posts with label Securities and Exchange Commission. Show all posts
HAROLD LITWIN v. Blackhawk Network Holdings, Inc. COMPLAINT FOR VIOLATIONS OF THE FEDERAL SECURITIES LAWS
Pete Bennett former ComputerLand programmer legal documents (originals) were stolen in 2004 members of Alamo 1st Ward (Danville Stake, Oakland Temple). The Strack Family was murdered weeks after Bennett sent letters to the FBI, CPUC, City of Walnut Creek, City of San Bruno and other interested parties.
Bennett is also a former PG&E Contract Programmer with connections to the energy sector, telecommunications plus retained as an expert witness in the matter of Keithley v. Homestore, Realtor.com, Move.com, National Association of Realtors over a patent case. Bennett's 2004 proposal was pivotal in winning their case. Represented by Alston Bird their took their win and forget to pay their witness.
SilverLake Partners, P2 Capital Partners and executives named in this document are linked via many notable private equity transactions
NATURE OF THE ACTION
1. Plaintiff brings this action against Blackhawk Network Holdings, Inc. (“Blackhawk” or the “Company”) and its Board of Directors (the “Board” or the “Individual Defendants”) for their violations of Sections 14(a) and 20(a) of the Securities Exchange Act of 1934 (the “Exchange Act”), 15 U.S.C. §§ 78n(a), 78t(a), and U.S. Securities and Exchange Commission (“SEC”) Rule 14a-9, 17 C.F.R. 240.14a-9, and to enjoin the vote on a proposed transaction, pursuant to which Blackhawk will be acquired by Silver Lake Partners (“Silver Lake”) and P2 Capital Partners, LLC (“P2 Capital Partners,” and together with Silver Lake, the “Sponsors”), through BHN Holdings, Inc. (“Parent”) and Parent’s wholly-owned subsidiary, BHN Merger Sub, Inc. (“Merger Sub”) (the “Proposed Transaction”).
ANIL D. AGGARWAL, ARUN SARIN, Blackhawk Network Holdings, Inc., MOHAN GYANI, Paul Hazen, RICHARD H. BARD STEVEN A. BURD, ROBERT B. HENSKE, ROBERT L. EDWARDS, TALBOTT ROCHE, WILLIAM Y. TAUSCHER,
Through years of research, details hidden in the catacombs of the SEC, banking, cover-ups and plenty that are now cataloged on DeadWitness.com where Mr. Pete Bennett has chased the powerful to kidnappings, mistresses, evangelicals and Mormons can connect cases from Virginia Beach to San Francisco to Barcelona.
About Silver Lake Partners and TPG
Sabre Holdings to Be Acquired by TPG and Silver Lake ...
(NYSE:TSG), Silver Lake Partners and Texas Pacific Group (TPG) today announced that they have signed a definitive agreement under which Silver Lake Partners and TPG will acquire Sabre Holdings for $32.75 per share in cash. The transaction is valued at approximately $5 billion, including the assumption of approximately $550 million in net debt ...
About the Federal Bribery Case involving TPG Growth and TPG Partners
William E. McGlashan Jr. (born November 20, 1963) is an American businessman and former international private equity investor. McGlashan founded TPG Growth[1], the growth equity and smaller buyout investment arm of TPG Capital, a global private equity investment firm.[2] He is also a founder and was the initial-CEO of The Rise Fund, a social impact fund he co-founded with Bono and Jeff Skoll.[3]
McGlashan is a co-founder and a former board member of STX Entertainment, an American film and television studio launched in 2014 with Robert Simonds,[4] and a cofounder and director of Evolution Media Capital.[5]
McGlashan was arrested March 12, 2019, after being caught on FBI audio recordings, for participating in a college admissions bribery scandal. He was then fired for cause by TPG.
- McGlashan was a senior associate with Bain Capital and Information Partners.
- McGlashan was active on a number of boards, including Fender Musical Instruments Corporation.
- He is also the founder of The Rise Fund, a social impact fund started by TPG Growth in partnership with Elevar Equity.[16]
Connecting Blackhawk Networks, Bank of America and AB Acquisition
SUBSEQUENT EVENT
Distribution of Blackhawk Shares On March 24, 2014, Safeway's Board of Directors declared a special stock dividend to its
stockholders of all of the 37.8 million shares of Class B common stock of Blackhawk owned by Safeway,
representing approximately 94.2% of the total outstanding shares of Blackhawk's Class B common stock
and approximately 72% of the total number of shares of Blackhawk common stock of all
classes outstanding. On April 14, 2014, Safeway distributed the special stock dividend to all Safeway
stockholders of record on April 3, 2014 (the "Record Date"). The distribution took place in the form of
a pro rata dividend of Blackhawk Class B common stock to each Safeway
stockholder of record on the Record Date. Safeway stockholders
received 0.164291 of a share of Blackhawk Class B common stock for every share of
Safeway common stock held as of the Record Date, less any shares withheld in
respect of applicable withholding taxes. No fractional shares of
Blackhawk stock were distributed. Instead, Safeway stockholders
received cash in lieu of any fraction of a share of Blackhawk stock.
Assuming the acquisition by AB Acquisition is completed as contemplated by
the Merger Agreement (see Note A), it is expected that Safeway’s distribution of Blackhawk shares will be
taxable to Safeway and Safeway’s stockholders. Based on Safeway’s
preliminary estimates and after the application of tax payments previously
made in connection with Safeway's sale of shares in the initial public
offering of Blackhawk's Class A common stock in April 2013, Safeway expects
that the distribution of Blackhawk shares will result in an incremental tax
to Safeway of approximately $360 million.
PCB00001
Lafayette and Walnut Creek: Local investment fund accused of defrauding Bay Area investors out of $700 million
Bar-K Investors
The interesting story begs where are the local authorities investigating we've got the SEC and FBI interested in cleaning up the billion dollar fraud cases in Contra Costa County which lead to Seeno Construction, Walter Ng and Benny Chetcuti Jr. who are connected to high level Contra Costa Politics.
Local investment fund accused of defrauding Bay Area investors out of $700 million
By Karina Ioffee Bay Area News Group
POSTED: 07/19/2014 04:51:39 PM PDT6 COMMENTS| UPDATED: ABOUT A MONTH AGO
In Walnut Creek, Calif., on Tuesday, June 10, 2014, John McGuire of Walnut Creek, has his photo taken next to letters and statements from a Lafayette based
In Walnut Creek, Calif., on Tuesday, June 10, 2014, John McGuire of Walnut Creek, has his photo taken next to letters and statements from a Lafayette based investment brokers firm that he and other investors say defrauded them out of more than $700 million. McGuire is one of 1,500 investors who say they were defrauded by a fund created by Walter Ng, a well-known Lafayette investment manager, who they say ran a Ponzi scheme. (Doug Duran/Bay Area News Group)
RELATED STORIES
Aug 7:
Lafayette fund fined $5 million for defrauding investors
Phyllis Christopher and her former husband spent years pinching pennies so they would be comfortable in retirement. As part of their financial plan, the couple invested their savings -- more than $600,000 -- into a fund run by Bar-K, a Lafayette company.
But when they tried to cash out in 2007, fund manager Walter Ng told them that the funds were not available because of "a minor cash flow problem." Christopher recalls sitting in the investment office and crying upon hearing the news. Her first thought: She would have to sell her house.
John McGuire of Walnut Creek, places his hand on letters and statements from a Lafayette based investment brokers firm as he talks about how he and other
John McGuire of Walnut Creek, places his hand on letters and statements from a Lafayette based investment brokers firm as he talks about how he and other other investors were defrauded out of more than $700 million in Walnut Creek, Calif., on Tuesday, June 10, 2014. McGuire is one of 1,500 investors who say they were defrauded by a fund created by Walter Ng, a well-known Lafayette investment manager, who they say ran a Ponzi scheme. (Doug Duran/Bay Area News Group)
It didn't take long for the "minor cash flow problem" to become a major crisis, not just for the Christophers but for an estimated 1,500 other Bay Area investors who had deposited millions with the company. Today, the 84-year-old Ng, youngest son Kelly, 57, and business associate Bruce Horwitz stand accused in a civil action of conning investors out of more than $700 million in IRA accounts, inheritances and other assets cobbled together over a lifetime -- in what may be one of the biggest Ponzi schemes in California's history.
Investors, most of them residents of Contra Costa and Alameda counties, have lost their savings and their homes. But despite the staggering losses, the managers who ran the fund have never been prosecuted for the alleged theft, leaving investors bitter and angry at a system they say failed them.
"When someone literally steals your money from you, it's a horrible feeling," says the 69-year-old Christopher, who lives in Rossmoor. "It's embarrassing and humiliating. But what is worse is that nothing has been done about it."
HUMBLE BEGINNINGS
For decades, Bar-K Inc., one of several LLCs run by the Ngs, offered its clients what seemed like an easy -- and reliable -- return: It collected their cash, lent the money to local homebuyers and developers, and then paid dividends to investors from the loan proceeds. Investors received returns averaging 8 percent annually in exchange for a small fee, according to a class-action lawsuit investors have filed.
Bolstered by Walter Ng's standing as a trustworthy financier, investors flocked to Bar-K. But as the real estate market heated up in the early 2000s, the Ngs grew more ambitious, especially as Walter's older son, Barney, now 60, and Kelly took over the day-to-day operations and Walter spent more time on the golf course.
In 2002 the Ngs, together with Horwitz, a retired Orinda pediatrician, formed a new fund, called R.E. Loans. Rather than staying local, Walter Ng's sons began to lend money to developers for projects in at least 22 states, including condominiums in Atlanta and Las Vegas and a casino in Reno. They appraised the properties themselves, even though neither one was a certified appraiser. Doing so was a conflict of interest, attorneys say, since the Ngs stood to gain from higher appraised values.
In the increasingly profitable real estate market, business was booming. By 2007, R.E. Loans had raised more than $700 million and had more than $55 million in cash on hand, according to the lawsuit.
As a way of thanking investors, the Ngs held annual appreciation dinners. A string quartet entertained guests and Walter, Barney and Kelly Ng made speeches about how well the fund was performing.
"You could meet other investors, so it gave us all a very secure feeling," recalled Christopher, who met the Ngs through her former husband.
Dwight Christopher, 80, now suffers from Parkinson's disease and is worried about how he will afford his medical care after losing a significant portion of his savings.
THE END OF THE PARTY
In early 2007, R.E. Loans ran into trouble: Managers were told the fund was in violation of federal securities laws because more than half its investments were in out-of-state projects. The discovery meant they were prohibited from taking in new funds and had to contact investors, tell them about the violation, and offer to return their money.
Instead of disclosing the violation, the Ngs sent letters assuring clients their investment was safe. They did this even as the real estate market began its meteoric decline and more developers defaulted on their loans.
To stay solvent, the fund needed a new source of cash. On the advice of Greenberg Traurig, a global law firm with offices in Palo Alto and San Francisco, R.E. Loans applied for and received a $50 million loan from Wells Fargo Capital Finance in July 2007. Today, Greenberg is one of the defendants in the class-action lawsuit filed by investors in 2011, claiming the firm facilitated the fraud and delayed action that could have helped investors.
In addition to the bank loan, fund managers also structured a transaction that exchanged investors' equity for promissory notes, essentially trading clients' shares in properties around the country for IOUs. Managers pitched the move as necessary in order to reorganize the fund. Attorneys for investors now say the real intent was to hide their securities violation and conceal the fund's quickly deteriorating financial situation.
"It was a combination of events -- a perfect storm, if you will -- that sunk the company," said Richard Brown, one of the attorneys in a class-action lawsuit. "The first was the inability of the managers to see the risk involved in their type of investments in an economy that suffered a large financial shock. The second was their loose appraisals, and the third was their securities violation because they depended heavily on new money to pay investors their dividends.
"So when the banking markets failed and their stream of money stopped, they were doomed."
After the Wells Fargo loan, things improved temporarily for R.E. Loans, but the company risked not being able to pay dividends to investors, some of whom collected a monthly or an annual payment.
In December 2007, managers created a new investment, called Mortgage Fund '08. Investors flocked again, depositing a total of $40 million in the first three months and another $40 million in the next year, attorneys say. But instead of investing the proceeds, the Ngs used them to pay dividends to R.E. Loans clients, creating a classic Ponzi scheme, attorneys allege.
"There were so many people who didn't want to believe that they had been had. It's incredibly disappointing," said Deborah Kurtin, 65, a Piedmont investor who lost more than $2 million. The money included a settlement the Kurtins received after their son, Jared, was struck and killed by a truck in 2005; the family hoped to use that money to set up a music therapy program in Jared's memory at a local children's hospital.
They received only two checks before being told the fund was insolvent.
By 2009, R.E. Loans and Mortgage Fund '08 had stopped paying dividends. By 2011, both had filed for bankruptcy.
WARNINGS IGNORED
Wells Fargo has declined to comment on the case, citing ongoing litigation. Greenberg Traurig issued a statement calling the litigation "meritless" and saying accusations were baseless and defamatory. Walter Ng said he could not comment, and numerous calls and emails to Walter Ng's and Kelly Ng's attorneys were not returned.
In 2009, the FBI began an investigation, then handed its files to the Department of Justice. But when it came time to prosecute, the DOJ brought only one charge against Walter and Kelly Ng: keeping cash withdrawals under $10,000 to avoid detection. Both the FBI and the DOJ have refused to comment on the case.
Kelly Ng was sentenced to 18 months in prison and is now at federal prison in Lompoc. Walter Ng was given five years probation and was ordered to participate in a mental health treatment program and pay a $1,100 fine.
Barney Ng has never been charged in the case.
Last year the Securities and Exchange Commission sued Walter Ng, Kelly Ng, Bruce Horwitz and Mortgage Fund '08, alleging they ran a "multimillion-dollar securities fraud." The agency has reached a settlement with the plaintiffs, but has not yet disclosed the details. But the SEC is a regulatory agency and can only impose fines, not prison sentences.
The minor penalties have bewildered investors.
"Bernie Madoff was sentenced to life in prison, but these guys got a slap on the wrist," said John McGuire, 51, a Walnut Creek investor who lost $300,000. McGuire, who uses a wheelchair, hoped the money would help his family once he could no longer work, and pay for his children's college. Instead, his older son went to a junior college and his mother-in-law, also an investor, was forced to move in with the family.
Investors' attorneys say without a criminal case, a class-action lawsuit against the institutional players -- Greenberg and Wells Fargo -- is the only chance to recoup the lost money. Regardless, it will be a small comfort to investors, most of them in their 70s and 80s, many now wondering how they will support themselves.
"Seven hundred million dollars goes up in smoke and nothing gets done?" said Jerry Clair, a retired banker who said he lost $700,000 to the Ngs. "It's just unreal."
Contact Karina Ioffee at kioffee@bayareanewsgroup.com. Follow her on Twitter @kioffee.
WHERE DiD THE MONEY GO?
Investors claim that Walter Ng's Bar-K investment firm and affiliated funds lost hundreds of millions of their dollars to shaky real estate investments and poor management. Here is a timeline of events as recounted in a class-action suit filed by investors:
1975: Bar-K is created to loan money to local developers. The company draws clients, who are rewarded with an average return of 8 percent.
2002: The Ng family launches R.E. Loans, a high-liquidity fund that promises to let investors cash out any time. The company begins investing in out-of-state real estate projects.
2007: R.E. Loans faces a cash-flow crisis after attorneys tell fund managers that the company's sizable out-of-state real estate portfolio puts it in violation of federal securities law. The company secures a $50 million loan from Wells Fargo Capital Finance, which negotiates a clause calling for it to be first in line for repayment, before investors.
December 2007: Managers launch a new fund, called Mortgage Fund '08, and encourage investors to deposit their money, collecting an estimated $80 million. Walter and Kelly Ng, along with Bruce Horwitz, begin to transfer funds from MF '08 into other accounts.
January 2009: R.E. Loans stops making payments to its investors.
June 2009: Mortgage Fund '08 stops making payments to investors.
2011: Both funds file for bankruptcy.
