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Did Cassano And AIG Commit Fraud?
AIG chief Edward Liddy endured his anticipated ritual flaying today by Capitol Hill lawmakers angered by those bonuses. But, as Josh has been writing about over at TPM, there's mounting evidence that some current and former AIG execs could have much more to fear than angry questions from Gary Ackerman when all is said and done.
Since at least June 2008, the Justice Department has been investigating (sub. req.) whether AIG intentionally -- and criminally -- overstated the value of its credit default swaps, hiding its dire position from investors and government regulators. Joseph Cassano -- who during the period at issue ran AIG's financial products unit, AIGFP, which made those disastrous swaps, out of a London office -- has reportedly hired a lawyer in connection with that investigation. Britain's Serious Fraud Office is said to be on the case as well.
So here at TPMmuckraker, we've spent much of today taking a close look at the reams of evidence contained in news reports, documents submitted to congressional investigations, SEC filings, and civil lawsuits filed by AIG shareholders -- one of which charges that Cassano "hid AIGFP's ballooning exposure from public markets and short-circuited alarms within the AIG organization." And from this mass of data, a clear picture emerges in which Cassano -- aided by other AIG execs, who appear to have given his AIGFP unit broad autonomy within the company -- repeatedly downplayed the risks his unit faced, publicly painting a rosy picture that was at odds with reality. Perhaps most egregiously, he actively shut out voices -- primarily those of AIGFP's own internal and external accountants -- that highlighted potential problems at the unit.
Here's a rough, and far-from-comprehensive, timeline of events that begins to suggest a level of deliberate fraud and deception on a level that goes beyond what's generally been acknowledged so far.
- 2004: AIG pays $80 million to settle criminal charges brought by the Justice Department against Cassano's unit, AIGFP. The unit had been charged with securities fraud for allegedly helping PNC Financial improve its reported financial results by shifting about $750 million in assets off PNC's balance sheet, in return for lucrative fees. AIG admits to engaging in transactions that violated accounting rules, and signs a deferred prosecution agreement with DOJ, meaning it has to be on its best behavior to avoid charges. The episode suggests that Cassano and AIGFP were, at best, happy to cut corners in the pursuit of profits. (Wall Street Journal, June 2008)
- Late 2005: AIGFP execs, worried about loosening lending standards in the subprime-mortgage market, decide to stop selling credit protection on certain swaps, partly due to "concerns that the model was not going to be able to handle declining underwriting standards," according to one AIG risk expert. In other words, Cassano and his colleagues were aware of the risk even at this early stage. (Wall Street Journal, October 2008)
- Mid 2007: Cassano is still providing assurances that AIGFP's accounting is on the level. Referring to the PNC episode from 2004, Cassano says publicly: "We made some mistakes in those transactions and we suffered dearly for that ... [T]hat was the only accounting driven transaction we've ever done." Cassano added that AIGFP had instituted new controls to prevent a recurrence of the problem.
- Aug 9, 2007: Referring to credit default swaps, Cassano tells investors: "It is hard for us, and without being flippant, to even see a scenario, within any kind of realm of reason that would see us losing $1 in any of those transactions....we see no issues at all emerging. We see no dollar of loss associated with any of that businesss."
- Aug 13, 2007: Summarizing those comments, the Wall Street Journal reports: "Exotic financial instruments linked to subprime mortgages are showing huge losses in debt markets and weighing on companies from lenders to banks to insurers. But not at American International Group Inc. -- or so it's executives say." In other words, Cassano's representations to investors achieved their goal of reassuring the press and public that AIG was doing fine. (Wall Street Journal, August 2007)
- August 2007: Cassano berates Joseph St. Denis, AIGFP's in-house accountant, for discovering accounting irregularities in a target company's hedge accounts. St. Denis had been brought in specifically to address problems in AIGFP's accounting cited by an auditor. (Letter from St. Denis to House Oversight committee)
- Sept 2007: Cassano tells St. Denis: "I have deliberately excluded you from the valuation of the Super Seniors [ CDS's] because I was concerned that you would pollute the process." St. Denis later told Congress he had no involvement in the process of valuing the CDS portfolio, because Cassano worked to exclude him from that process. (St. Denis letter.)
- Oct 2007: St. Denis resigns. He would later explain to Congress: "I resigned because on multiple instances beginning in the late summer of 2007, Mr. Cassano took actions that I believed were intended to prevent me from performing the job duties for which I was hired." (St. Denis letter)
- Nov 6, 2007: Michael Roemer, AIG's chief auditor, informs the firm's audit committee of the reasons St Denis gave for his departure. (St. Denis letter)
- Nov 29, 2007: Accountants for PriceWaterhouse Coopers (PWC), AIG's outside accounting firm, inform AIG CEO Martin Sullivan of their belief that the company has material weaknesses related to the credit default swaps, which could result in future errors on income statements or dislcosures. PWC later said that AIG was not interested in fully understanding the impact of the collateral disputes that at this point had been set off with AIG's counter-parties.
- December 2007: Cassano, preparing for an upcoming presentation to investors about potential losses associated with the credit default swaps, tells PWC accountants not to interfere.
- Dec 5, 2007: At that meeting, Sullivan and Cassano assure investors that everything's fine. Sullivan: "AIG has accurately identified all areas of exposure to the US residential-housing market ... we are confident in out markets and the reasonableness of our valuation methods. Cassano: "It is very difficult to see how there can be any losses in these portfolios." These statements, in particular, would later be looked by federal investigators as evidence of possible fraud.
- Jan 2008: In an audit opinion included in an SEC filing, PWC accountants write that AIG did not maintain "effective internal control over financial reporting" related to its credit default swaps. They assert that "there is a reasonable possibility that a material misstatement of the annual or interim financial statements will not be prevented or detected on a timely basis. (AIG SEC filing).
- Feb 26, 2008 -- In what appears to be an effort to absolve itself of responsibility, PWC accountants declare at an Audit committee meeting, that AIGFP alone conducted the process of valuing 4th quarter assets.
- Mar 31, 2008: Cassano "retires" with million dollar a month consulting contract and a $34 million golden parachute. According to one investor lawsuit filed in January, Cassano had earned $280 million over the previous 8 years -- more than AIG's CEO.
- June 13, 2008: In a statement put out in response to news of the DOJ investigation, AIG declares, "As is the case throughout AIG, our colleagues [in the financial-products division] have been rigorously focused on transparency and accuracy in all its disclosures. The goal is clear: make sure the numbers are right, whether it's good news or bad news." (Wall Street Journal, June 2008)

















Wow, reading that "retirement" contract AIG signed with Cassano, it's obvious that AIG's top lawyers a) expected him to get charged with fraud at some point, but b) were willing to keep paying him boatloads of cash. Loving this definition of grounds/cause for termination of the deal: "Cause means your intentional misconduct, fraud, knowing violation of the Company's Code of Conduct, or conviction of or entry of a plea of guilty or no contest to a felony." Not exactly boilerplate that. Were they bribing him to stay quiet just long enough to angle a bailout or some other rescue deal? Sure looks like it.
March 18, 2009 6:11 PM | Reply | Permalink
Man, this is jaw dropping information!
And the government noticed nothing awry???
March 18, 2009 7:00 PM | Reply | Permalink
Does anyone know the law firm(s) and/or consulting firm(s) responsible for advising the parties to these contracts and the retention contracts? Any chance they get pulled into the fray?
March 18, 2009 7:52 PM | Reply | Permalink
It's amazing to me that it got this far, considering how effective a free market is at naturally correcting these types of problems. Shouldn't the free market have sent a loud and powerful message that no, no, a thousand times no I say, this is wrong, and even if it makes a few of us obscenely wealthy, it must not be allowed to go on? Oh wait, it was not an absolutely totally-free free market? and if it HAD been, then all of this would have never happened?? My bad.
March 18, 2009 9:28 PM | Reply | Permalink
Another detail that is small but fascinating, is that Martin Feldstein, the renowned conservative Harvard economist and the former chief economic adviser under Reagan is on the Board of Directors of AIG, where he also serves on the Finance Committee**.
Further, he was the "hands-down favorite" in 2005 to replace Alan Greenspan upon his retirement. It was only his associations with AIG that took him out of the running.
__________________________________________________
**Excerpt from the Finance Committee Charter [edited for clarity]:
The Finance Committee (i) assists the Board in its oversight responsibilities by reviewing and making recommendations to the Board with respect to AIG’s financial and investment policies...
March 18, 2009 10:10 PM | Reply | Permalink
An article coming out of Hartford by an AP writer was saying that a CT law was being cited by AIG officials as a reason they must pay the bonuses. It also stated that the AIGFP group was headquartered in Wilton. Well, it is a small world after all. I happen to take the bus and my bus stop is...what do ya know...just across the street from the building housing, among other companies, AIGFP! Today, there was a Japanese film crew outside waiting for people to leave work at 5. The security crew had them pretty far from the building, so not sure they actually got to talk to anyone.
March 18, 2009 10:52 PM | Reply | Permalink
If not sooner, it should have been known when St. Denis resigned that honest engagement and transparency were not priorities of Cassano's group. The possibility that folks were hiding fraud should have been considered.
By the time PWC accountants distanced themselves from the audit a clear indication of fraud should have been flagged.
Yet Cassano got his golden parachute after all that. Guess the $250million he'd already 'earned' just wasn't enough doggoneit.
March 18, 2009 11:17 PM | Reply | Permalink
If they did commit fraud, it was via those brokers we now have on a handy list.
So, lets line em' up, ducks in a row, and see who quacks loudest. Let the ducks tell us all about those ganders.
March 19, 2009 12:46 AM | Reply | Permalink
The bonus controversy at AIG suggests that the private financial sector may be more powerful than the U.S. government. Mass arrests of AIG personnel may not only be necessary to quench all the populist outrage, but to rectify the power imbalance between the financial sector and the government. Unlike the government, the financial sector cannot prosecute or arrest people. A couple hundred financial execs doing the perp walk certainly would be satisfying, but it also might be the only way to fix the economy.
March 19, 2009 9:29 AM | Reply | Permalink
The scale of the possible criminality involved in the AIG fiasco and the attendant fallout is reminiscent of Bush administration war crimes in that it raises the question: Is this fraud too big to prosecute?
As is plainly clear, the players in this story are situated throughout a Finance Industrial Complex, with supporting accomplices in key positions on Capitol Hill and in the White House and Treasury, across administrations, apparently.
I came to believe during the Bush years that we were seeing glimpses of a fundamental struggle between a band of people willing to subvert and break constitutional principles, and laws, to achieve their aims versus an overwhelmed coterie of law-enforcement personnel across various agencies/departments/jurisdictions who were doing their best to uphold American values and law. It's still not clear how that struggle will turn out.
I believe we're seeing much the same here, where the criminality is of such a scale, with a reach that extends so deeply into American finance and government, that prosecuting it and upholding the law may be out of the question.
March 19, 2009 9:47 AM | Reply | Permalink
Good point. The big players in the financial industry seem to be venal and corrupt to the core. I particularly like the AIG statement:
"As is the case throughout AIG, our colleagues [in the financial-products division] have been rigorously focused on transparency and accuracy in all its disclosures. The goal is clear: make sure the numbers are right, whether it's good news or bad news."
If we don't see a rash of grand juries and indictments over this the only effective alternative may be to sharpen up the guillotine.
March 19, 2009 11:21 AM | Reply | Permalink
"I resigned because on multiple instances beginning in the late summer of 2007, Mr. Cassano took actions that I believed were intended to prevent me from performing the job duties for which I was hired." (St. Denis letter)
The money-line. (yuk yuk)
AIG's top level managers whould all be held culpable because, after this particular event, they should surely have known something was terribly suspicious.
Why would Cassano take the auditors out of the loop if he didn't have a gorilla hiding in the bushes?
One would assume that any time an auditor is denied access, there's a scam hiding nearby.
March 19, 2009 10:02 AM | Reply | Permalink
These folks really need to be indicted; something fundamental to our demcracy's future is at stake.
March 19, 2009 10:59 AM | Reply | Permalink
Question: Was Treasury, and Congress, aware of the FBI investigation of AIG at the time decisions were being made on whether, and if so, how, to provide Federal assistance?
March 19, 2009 11:09 AM | Reply | Permalink
They were aware AIG was as reputable and law abiding as any other major American financial enterprise, which means they are riddled with fraud but have good political connections.
March 19, 2009 11:28 AM | Reply | Permalink
Uh, yes - Cassano committed fraud. Anyone with a little common sense reading the Congressional testimony and other relevant documents coming to light can see this one out plain as day. This is like asking if there is such a thing as man-made global warming just because you don't have open visible connections between decades of ongoing industrial CO2 excess and polar bears dying as the arctic ice shelf recedes. Hopefully it is only a matter of time before this is fully brought into the light of a courtroom because there are enough grounds for indictment.
March 19, 2009 11:22 AM | Reply | Permalink
Does any of this sound ........ the same?
Remember kenronlay?
Anyone remeber you lie until the end and then lie some more?
Anyone think these guys all went to the smae class picnic?
Why is this a supprise?
They are wearing suits and worked during the previous admin.
Does that help in figuring this out?
You either have to step on the bug or get the bites.
Time to decide people.
Really!
They are not going anywhere as long as they keep you all baffled
March 19, 2009 11:26 AM | Reply | Permalink
It's looking like the next bubble industry ready to take off might be defense attorneys providing legal representation for potentially hundreds of perpetrators of what Jim Cramer calls "shenanigans", along with plaintiffs attorneys for hundreds of thousands of their victims.
March 19, 2009 11:39 AM | Reply | Permalink
It's not said often enough, but I for one am exceedingly grateful to you guys for doing all this comprehensive research and reporting, day in and day out, without fail. I'd be totally in the dark on this if I had to rely solely on NYT and WSJ.
March 19, 2009 2:56 PM | Reply | Permalink
You are wrong about fraud at AIGFP. The only thing that the division was guilty of, and Joe Cassano in particular, was arrogance and hubris. The AIGFP crisis is basically a Long Term Capital Management redux, but with bigger numbers and more counterparties involved (please read "When Genius Failed" for the whole story). Too much faith in the models. It was a cultural belief at AIGFP that its methodology was superior to anyone else's in the market. When Cassano said that it was hard for him to believe, without being flippant, that the portfolio would have any losses, he truly believed it. He wasn't trying to mislead anyone. He believed (as a result of AIGFP's extensive due dilgence) that the underlying assets had value and that such value intrinsically gave a value to the assets in the portofolio. He refused to accept the basic tenet of mark to market accounting. He believed in AIGFP's models. With the information they had, they could value the assets and it
didn't make sense to those that created and believed in those models to value them at zero (which mark to market accounting policy dictated they should be). The denied it and argued that the assets had value but in th end mark to market accounting policy prevailed and the markdowns kept coming. That led to parent AIG's credit rating being downgraded. Almost every transaction at AIG was guaranteed by AIG's credit rating (as opposed to having to actually post collateral for each trade). Once that tumbled, collateral calls came in by the billions and pushed AIGFP to the brink. AIG-FP was done in because it was the largest player in the field and, as such, it was hit the hardest in the perfect storm of the bottom falling out of the CDO market, mark to market accounting implementation and the downgrade of its parent's credit rating.
Yes, it is hard to believe that one firm and its leader could be so arrogant and stubborn. Yes, the desire to hold someone accountable is strong. But fraud? I truly believe if all the books and records are laid bare and examined, there will not be any evidence of any intent to defraud, though there will much to support that the leaders at AIG-FP refused to believe that they could be wrong about anything.
March 23, 2009 11:37 AM | Reply | Permalink