Lehman, CalPERS-Paulson Agree on New Bankruptcy Plan to Repay Creditors

Lehman Brothers Holdings has reached an agreement among several creditor groups, including Paulson & Co, a large Lehman bondholder, and Goldman Sachs, a derivatives counterparty to Lehman.

(June 29, 2011) — Lehman Brothers Holdings, once the fourth-largest US investment bank, has reached an agreement on a $65 billion liquidation plan with bondholders, Bloomberg has reported.

The deal gives more money to holders of guaranteed claims, ending the fight between Lehman bondholders, led by Paulson and the California Public Employees’ Retirement System (CalPERS), and its derivatives creditors including Goldman Sachs Group and Morgan Stanley, according to the news service.

Lehman Brothers had fought the Paulson group and the rival group of derivatives creditors for months over control of its liquidation plan. In a filing in US Bankruptcy Court in New York, Lehman said that amendments to the plan may “materially” change recoveries for creditors. If approved, the plan could enable Lehman to emerge from Chapter 11 protection and begin repaying creditors. In the largest bankruptcy in US history, the bank filed for Chapter 11 protection on September 15, 2008, marking the beginning of the global financial crisis.

Lehman has been criticized by its bondholders for mistreating pensions and retirees who own Lehman bonds. In April, CalPERS criticized Goldman Sachs and other creditors of Lehman Brothers Holdings Inc. (LBHI) for treating pensions and retirees who own Lehman bonds “unfairly.”

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“This plan treats members of pension funds, including retirees who hold LBHI bonds through their pension plans, unfairly,” said Joseph Dear, CalPERS’ chief investment officer, in a statement. “We’re disappointed that Goldman Sachs and other big banks are proposing to reward themselves at the expense of bondholders. We want a fair outcome for all stakeholders, which is why the Ad Hoc Group of Lehman Brothers Creditors filed its competing plan in December 2010.”

Earlier this year, the largest US public pension fund sued former Lehman executives and underwriters, alleging that they concealed Lehman’s exposure to subprime loans.

CalPERS said in a complaint filed in San Francisco federal court that the executives of 34 investment banks — including Citigroup, Wells Fargo Securities and Bank of New York Mellon — made misleading statements in offering documents for bonds issued from June 2007 to September 2008.

“Lehman’s executives…made materially false statements about its financial condition causing Lehman’s stock and bond prices to be artificially inflated,” the suit stated. “When Lehman’s losses and exposure came to light, the revelations led to severe declines in Lehman’s stock price and ultimately to its bankruptcy. Lehman also had engaged in manipulative quarter-end transactions called ‘REPO 105’ transactions that hid billions of dollars of Lehman’s debt from the public,” the lawsuit asserted, referring to the accounting practice that allegedly allowed Lehman to hide the extent of its use of borrowed money, or leverage.



To contact the <em>aiCIO</em> editor of this story: Paula Vasan at <a href='mailto:pvasan@assetinternational.com'>pvasan@assetinternational.com</a>; 646-308-2742

SEC May Propose Fiduciary Duty for Swap Dealers

Aiming to manage risk and guard clients from abusive practices, the SEC is laying out conduct rules for swap dealers.

(June 29, 2011) — The US Securities and Exchange Commission (SEC) may propose rules that would impose a fiduciary duty for public fund swap advisers.

The rules outlined in a more than 200-page SEC proposal are part of the government’s efforts to impose more stringent regulations on the trade in derivatives. “The rules we are proposing today would level the playing field…by bringing needed transparency to this market and by seeking to ensure that customers in these transactions are treated fairly,” SEC Chairman Mary L. Schapiro said.

Under the SEC’s plan to aid buyers in evaluating whether they’re getting a fair deal, dealers would be forced to disclose to their buyers the risks of transactions and any conflicts of interest. Additionally, dealers would be forced to disclose incentives and would have to adhere to rules aimed at prohibiting pay-to-play practices.

Large swap traders and dealers including Goldman Sachs, Morgan Stanley, and JP Morgan Chase would be subject to the rules, required by the Dodd-Frank Wall Street overhaul law.

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The proposal is subject to a period of public comment and a final vote.

In April, the SEC and the Commodity Futures Trading Commission (CFTC) laid out swaps definitions covered under the Dodd-Frank law. Under the proposals — aimed at limiting risk and boosting transparency in the $583 trillion global swaps market — swaps would include foreign exchange swaps and forwards, foreign currency options, commodity options, cross-currency swaps, and forward rate agreements. An exemption would apply to certain insurance products, consumer and commercial transactions.

“The proposed definitions balance several policy and legal issues in a way I believe is practical, takes into account the specific nature of derivatives contracts, and is consistent with existing securities regulations,” said SEC Chairman Mary L. Schapiro in a statement. “The proposal seeks to provide guidance in rules and interpretations by using clear and objective criteria that should clarify whether a particular instrument is a swap regulated by the CFTC, a security-based swap regulated by the SEC, or a mixed swap regulated by both agencies.”

President Obama signed the Dodd-Frank financial regulation bill last July, giving the CFTC and SEC oversight of the OTC derivatives market while forcing most swaps to be cleared on a regulated exchange. Obama’s signature marked a legislative push that has become increasingly aggressive since the 2008 financial crisis pummeled the US economy.



To contact the <em>aiCIO</em> editor of this story: Paula Vasan at <a href='mailto:pvasan@assetinternational.com'>pvasan@assetinternational.com</a>; 646-308-2742

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