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David Fiderer

David Fiderer

Posted: July 15, 2010 08:55 PM

Why Goldman Got the S.E.C. to Back Off

What's Your Reaction:

The weaknesses in the S.E.C.'s case against Goldman were always obvious. To win, the government needed to prove that Goldman lied, and that the lie mattered. The truth is that the bigger deceptions were not lies, but distractions. All the marketing materials and legal documents for Abacus 2007-AC1 were distractions from the most important part of the deal, which was accessible from data service providers but never disclosed by Goldman. Nowhere did Goldman divulge the current performance data on the assets insured by the CDO, 90 deeply subordinated tranches of subprime mortgage bonds.

At the end of the day, an investor who bought Abacus 2007-AC1 was buying a static portfolio of risks. It didn't matter who chose the underlying investments in the CDO, or whether John Paulson was destined to receive a windfall. If you were a sophisticated investor who had done his due diligence, you didn't need to be told that the deal was designed to fail. You would have figured it out for yourself. If you actually reviewed the performance of mortgage backed securities held by the CDO and understood how cash flow waterfalls and delinquency triggers worked, then you could see that subordinate tranches being insured for the benefit of Goldman were already worthless when the CDO closed. You could also figure out that the rating agencies had deliberately delayed announcing downgrades of the RMBS within the CDO, in order to keep the markets and the deal flow moving.

But the dirty little secret on Wall Street was that all too often, due diligence was a sham. People went through the motions without a thorough understanding of what they were doing, like school kids who write reports by plagiarizing the encyclopedia. Investors saw triple-A ratings and stopped thinking. Goldman didn't need to lie in order to sell "shitty deals." It only needed to find a greater fool with an impressive resume at a multibillion-dollar institution who didn't ask too many questions. And it was able to keep the scam going because all CDOs remain shrouded in secrecy to this day. The only people who can buy access to CDO performance data on ABSNet are actual investors, who are subject to nondisclosure agreements.

The risk to Goldman is that more of its dirty laundry would be exposed. As we learned from David Viniar's testimony before the Financial Crisis Inquiry Commission, the company remains in lockdown mode. And once again, the S.E.C. shows little appetite for digging deeper, especially since its new COO of the Enforcement Division is a 30-year-old kid from Goldman.

 
The weaknesses in the S.E.C.'s case against Goldman were always obvious. To win, the government needed to prove that Goldman lied, and that the lie mattered. The truth is that the bigger deceptions w...
The weaknesses in the S.E.C.'s case against Goldman were always obvious. To win, the government needed to prove that Goldman lied, and that the lie mattered. The truth is that the bigger deceptions w...
 
 
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HUFFPOST SUPER USER
AmeriGus
Wore On Terror
11:21 AM on 07/18/2010
I remember at the time reports that the rating agencies themselves were about to fail and were artificially propped up by the Bush Administration.

Between this and the Madoff scandal they repeatedly ignored, it's clear the SEC is either in the pocket of Wall Street or is too incompetent to do it's job. Elizabeth Warren for reform!
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HUFFPOST SUPER USER
Carolab
Walking an 87-year-old in the sand isn't easy
08:50 PM on 07/17/2010
Bill Black weighs in on the SEC's "deal" with Goldman.

Well worth watching.

http://www.youtube.com/watch?v=PklHCn8pcsE
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HUFFPOST SUPER USER
Snarkyone
10:17 AM on 07/17/2010
Distraction in this case is just a three syllable word for lie. Let me give an example. If you are talking to someone and then excitedly point behind them and say something like "Look! It's Madonna" and you know full well it's not her but only used that to distract them say to reach into their purse and grab their wallet. You used a lied in order to distract them which no matter how you try to break it down or explain it away it's still deceitful, unethical, and unlawful when used for personal gain. The SEC backed down because they KNEW that the MONEY would win due to corruption and greed in our elected leaders and judicial system.
06:33 PM on 07/17/2010
Money always wins
09:10 AM on 07/17/2010
US needs a president like Roolvest to put Goldman an Co under RICO law. This gang must be put in jail like any other outlaw.
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HUFFPOST SUPER USER
LawTalkingGuy
Rational human male.
02:52 AM on 07/17/2010
"If you were a sophisticated investor who had done his due diligence, you didn't need to be told that the deal was designed to fail. You would have figured it out for yourself."

It almost seems that in American justice not being clever enough to catch your fraudster at the time means he gets to walk away.
06:33 PM on 07/17/2010
Yeah pull yourself out of this you greedy investors
EdinFL
It is what it is.
11:14 PM on 07/16/2010
Goldman did lie; their defense is "hey, we sold it to sophisticated investors, so they should do their own due diligence". Although the argument they present is true, the instruments they were selling were junk and Goldman itself was betting against them , which tells you all you need to know. They have lost all respectability.
09:49 PM on 07/16/2010
Thank you for writing this David. Great piece.

I predicted Goldman would settle this case. A nice slap on the wrist.
Please help us save, preserve, and grow the middleclass at beingmiddleclass.org
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rikster
buy the ticket-take the ride
09:45 PM on 07/16/2010
very simple GS is a major stockholder of the Federal government...!
06:31 PM on 07/17/2010
Most Big Corporations are...tell us something we don't know
08:34 PM on 07/16/2010
The settlement was little more than a slap on the wrist for Goldman. They and everyone else who participated in these extremely high risk investments that they knew would eventually backfire should be held responsible for paying back every cent of invester losses especially all pension fund losses. Salaries cut and bonuses suspended until further notice. Paulson should be forced to refund the windfall. Goldman and all the rest should eat the subprime losses alnog with heavy penalties and fines being levied on them. But according to PBS news it may be Leaman Bro's who are the prime target of the SEC. I still think all should suffer significantly and make reparations until all losses are made whole. I'd agree in one respect: If you are not sophisticated enough to understand the investment you are buying into you shouldn't be playing the game. On the other hand I believe the American people should be able to trust the institutions on Wall Street are not out to purposely swindle them (that sounds a bit odd because that seems like that's what they are there for).
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billstu
Doing the least if not less
06:53 PM on 07/16/2010
No matter Republican or Democrat the fix is always in ...
06:31 PM on 07/17/2010
I need a fix
06:31 PM on 07/16/2010
Lets take a good look a the money laundering from Goldman Sachs.
1. gets 12.9 Billion of taxpayer money
2. pays back 10 billion (gain of 2.9 billion)
3.Staff gets 10% on top of basic salary
4.AIG gets 182 Billion of bailout money
5. Goldman Sachs wants share of AIG bailout money
6. Goldman sells 5Billion stock to pay back tarp money
7. Oh, my they paid off the tarp money with our money-cool

Goldman Sachs has had huge profits since the bailout and used our (taxpayer)money to reinvest in it's own company and we (the taxpayers) get what???

Yeah, it's a nice gig if you can get it...tell it to the unemployed who can't even get extensions on unemployment benefits.
There is a reason why the "GOLDEN CALF" is in front of Wall Street and it's not because they have been good (good as in moral behavior) business people.
05:58 PM on 07/16/2010
Looking into what you are agreeing to do on a written page and not seeing if it is true or not? Welcome to the post Reagan era.
05:54 PM on 07/16/2010
Goldman Sachs needs to be pulled down, they have created world wide poverty and hunger from their speculation.
06:26 PM on 07/16/2010
Goldman Sachs puts Enron to shame. Goldman should fail...many to jail.
05:50 PM on 07/16/2010
Rule 10b-5 requires that the statements made not be misleading. You admit that the statements were misleading. Your argument implies that investors are required to look behind the written materials. That is just wrong.
04:13 PM on 07/16/2010
Interesting...I've heard this same excuse used for the Mortgage companies and banks that gave out loans whether or not people could afford the houses. It was the "investors" responsibility to know the little details in the transactions.
It seems to me that lying by "omission" is grounds for accountability from Goldman whether or not it was a third party (data service) involved or not. When buying a house with a contract there are closing statements that list all monies, costs, expenses and deductions and given to each party. Goldman isn't exempt from these disclosing practices anymore than a mortgage company is.