Whistleblower says buyout firms gain in transaction fees by brokering takeover deals

By Rizza Sta. Ana

Dec 03, 2013 10:13 AM EST

Crain's New York relayed how private equity remained to be the most lucrative venture in Wall Street. Crain's has been covering the economy of New York in the last 25 years.

Citing the largest leveraged buyout ever between Texas-based utility TXU and Kohlberg Kravis Roberts & Co., TPG and Goldman Sachs, the report said despite the renamed Energy Future Holdings amassing USD18 billion in losses, a massive USD44 billion debt from the deal, and an underperformance in revenue, KKR and TPG were said to have taken home USD107 million each while Goldman received USD80 million as "transaction fees", based on a regulatory filing.

An insider, who was said to be a veteran in the private equity industry, has come out to shed light on the suspicious fees that could violate federal securities law. The report said brokers need to have a license in order to collect transaction fees. The insider, who was not named, filed a complaint with the US Securities and Exchange Commission earlier this year, claiming that KKR, TPG and Goldman acted as unlicensed brokers when they collected the transaction fees.

Labaton Sucharow partner Jordan Thomas, who is also credited for helping with the establishment of the whistleblower program of the SEC, said, "The widespread, systematic and flagrant nature of these violations is likely to be deeply troubling to the new, more aggressive SEC under Chairman Mary Jo White's leadership."

Private equity firms who manages around USD3.3 billion in assets for pension funds struggled to provide reason on the percentage of fees it applies to fund investors, which is typically 2% of assets under management and 20% of gains from investment, plus a plethora of other fees.

The report also noted that there are some major issues that regulators need to address before tackling such issues. The actual victims from the suspicious activity are hard to define, alongside the fact that private firms are hesitant to reveal such fees.

Information sifted from regulatory filings over the years indicated that KKR received a USD260 million payment for the First Data buyout in 2007 for USD28 billion, a USD75 million fee co-shared with Goldman for buying out Dollar General. Bain Capital Partners and Thomas H. Lee Partners a year later co-shared an USD87.5 million fee after closing a Clear Channel Communications buyout for USD18 billion.

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