RefcoRefco (OTCBB: RFXCQ) is a New York-based financial services company, primarily known as a broker of commodities and futures contracts. It was founded in 1969 as "Ray E. Friedman and Co." Prior to its collapse in October, 2005, the firm had over $4 billion in approximately 200,000 customer accounts, and it was the largest broker on the Chicago Mercantile Exchange. The firm's balance sheet at the time of the collapse showed about $75 billion in assets and a roughly equal amount in liabilities. Though these filings have since been disowned by the company, they are probably roughly accurate in showing the firm's level of leverage. Refco became a public company on August 11, 2005 with the sale of $26.5 million shares to the public at $22. It closed the day over 25% higher than that, valuing the entire company at about $3.5 billion. Investors had been pleased to buy shares because of Refco's history of profit growth -- they had reported 33% average annual gains in earnings over the four years before their initial public offering. The ScandalRefco, Inc. entered crisis on Monday, October 10, 2005 when it announced that its chief executive officer and chairman, Phillip R. Bennett had hidden $430 million in bad debts from the company's auditors and investors, and had agreed to take a leave of absence. Refco said that through an internal review over the preceding weekend it discovered a receivable owed to the company by an unnamed entity that turned out to be controlled by Mr. Bennett, in the amount of approximately US$430 million. Apparently, Bennett had been buying bad debts from Refco in order to prevent the company from needing to write them off, and was paying for the bad loans with money borrowed by Refco itself. He arranged at the end of every quarter for a Refco subsidiary to lend money to a hedge fund called Liberty Corner Capital Strategy, which then lent the money to Refco Group Holdings. Bennett's company then paid the money back to Refco, leaving Liberty as the apparent borrower when financial statements were prepared. It is not yet clear if Liberty knew it was hiding sham transactions; management of the fund has claimed that they believed it was borrowing from one Refco subsidiary and lending to another Refco sub, and not lending to an entity that Mr. Bennett secretly controlled. On October 20, they announced plans to sue Refco. The law requires that such financial connections between corporation and its own top officers be shown as what is known as a related-party transaction in various financial statements. As a result, Refco said, "its financial statements, as of, and for the periods ended, Feb. 28, 2002, Feb. 28, 2003, Feb. 28, 2004, Feb. 28, 2005, and May 31, 2005, taken as a whole, for each of Refco Inc., Refco Group Ltd. LLC and Refco Finance Inc. should no longer be relied upon." This announcement triggered a number of investigations, and on October 12 Mr. Bennett was arrested and charged with one count of securities fraud for using U.S. mail, interstate commerce, and securities exchanges to lie to investors. His lawyer has said that Bennett plans to fight the charges. As of October 19, trading of Refco's shares has been halted on the New York Stock Exchange, which is moving to permanently delist the shares. Before the halt, the shares were trading for more than $28 per share, and as of October 19, they had dropped (on the pink sheets) to $0.80 per share. Refco, Inc. filed for chapter 11 for a number of its businesses, to seek protection from its creditors on Monday, October 17, 2005. At the time, it declared assets of around $49 billion, which would have made it the fourth largest bankruptcy filing in American history. However, the company subsequently submitted a revised document, claiming it had $16.5 billion in assets and $16.8 billion in liabilities. Refco also announced a tentative agreement to sell its regulated futures and commodities business, which isn't covered by the bankruptcy filing, to a group led by J.C. Flowers & Co. LLC for about $768 million. However, other bidders have emerged, including Interactive Brokers and Dubai Investments, the investment division of the country of Dubai, who have offered to buy the entire company. These offers were for a time rebuffed, as the Flowers-led group would receive a "break-up" fee if Refco were to sell itself to one of these other parties. However, the bankruptcy judge in charge of the case decided that the break-up fee was unjustified due to the other interested parties not demanding a similar fee, leading to the Flowers group withdrawing their bid. Though of much smaller size, the regulatory impact of the scandal will be larger than for probably any other corporate failure except for Enron. Refco had sold shares to the public in a public offering only two months before revealing the apparent fraud. Their auditors, Grant Thornton, and the investment banks that handled the IPO, Credit Suisse First Boston, Goldman Sachs, and Bank of America Corp., all supposedly completed due diligence on the company, and all missed the CEO's hiding $430 million in bad debts. Their largest private investor was Thomas H. Lee Partners, L.P., a highly regarded buyout fund, and the reputation of its managers has been similarly sullied. As of October 27, shareholders of Refco have filed class action lawsuits against Refco, Thomas H. Lee Partners, Grant Thornton, Credit Suisse First Boston, and Goldman Sachs. The company's bankruptcy auction of its commodities and futures business ended on November 10th, with the final purchaser being announced as Man Financial, a rival in the commodities and futures fields. The company is an arm of the UK-based Man Group. The purchased Refco units will cease the use of the Refco name on Monday, November 28th. On January 25, 2006, Refco asked the bankruptcy court to approve appointment of Christie's auction house to sell Refco's prized art collection, which includes photographs by Charles Ray and Andy Warhol. The hearing on Refco's request is scheduled for February 14. The $430 millionThough no detailed report on Bennett's transactions has been made public, anonymous sources cited by the Wall Street Journal and other publications have stated that the debt stemmed from losses in as many as 10 customer trading accounts, including that of Ross Capital, and the widely reported October 27, 1997, trading losses of hedge fund manager Victor Niederhoffer. Niederhoffer said on his Web site in response to these news articles that Refco wanted to take over the assets in his accounts and assume all the liabilities in order to meet capital requirements, and that he and Refco signed a formal agreement to that effect on Oct. 29, 1997, in the presence of two major law firms and under the close scrutiny of regulators. "There were no debts, loans, or any other financial obligations left open between us," Niederhoffer said. "Refco received considerable assets from us as part of our agreement. I don't know how much money Refco received for these assets, or how it accounted for the transaction, or whether it ended up with a profit or loss. If Refco did suffer a loss, I am confident that it was quite minimal relative to the $460 million receivable said to have been a key link in the firm’s debacle, or to the actual sums that the principals and key players of the firm took out many years later." The story in the Journal implies that Refco settled Niederhoffer's debt for positions that were worth less than he owed them, or perhaps that they accrued trading losses unwinding those positions. Ross Capital has also been named by the Wall Street Journal's anonymous sources as one of the firms with losses that somehow led to Bennett's $430 million debt. Ross Capital is run by Wolfgang Flottl, whose father used to run Bawag P.S.K. Group, an Austrian bank that lent Bennett the money to repay Refco. In 1999, Bawag purchased 10% of Refco in a private transaction, and had an outstanding loan of 75 million euros to Refco at the time the firm collapsed. On October 5, before news of the hidden loan was made public, Phillip Bennett applied for a 350 million euro loan, to be collateralized with his shares in Refco. The loan was granted on October 10, and Bennett used it to pay off the hidden $430 million. The Refco stock that collateralized the loan is now worthless, and on November 16, Bawag joined the line of people suing Refco, demanding 350 million Euros plus punitive damages in compensation for the company's failure to disclose information that would have discouraged Bawag from lending the money to Bennett. The Austrian National Bank and Financial Market Authority are investigating Bawag's involvement with Refco. The apparent fraud was caught by Peter James, Refco's newly hired controller. Apparently, in the fiscal quarter before the story broke, Bennett failed to execute his temporary Liberty Strategies-hidden repayment of debt. This left the position on the books for James to find. It is unclear why the firm's Chief Financial Officer had not spotted the loan, but the firm's previous CFO, Robert Trosten, left Refco in October 2004 with a $45 million payout that was not disclosed in the firm's IPO prospectus. He is currently under investigation by regulators who suspect he may have known something about Bennett's malfeasance. Older ScandalsRefco has not enjoyed a clean reputation with regulators. The Commodity Futures Trading Commission and the National Futures Association took action against Refco and its units more than 100 times since the firm's founding. According to the Wall Street Journal, it was "among the most cited brokers in the business, according to data provided by the NFA." The 1978 "cattle futures" trading scandal in which Hillary Clinton was allowed to trade large positions on inadequate capital, and possibly the allocation of profitable trading by others into her account, was played out in Refco accounts. In 2001, the NFA ordered Refco to pay $43 million to 13 investors after their Refco broker used bogus order tickets to clear trades. On May 16, 2005, the company disclosed that it had received a "Wells Notice," indicating it might face charges related to improper short selling at its Refco Securities unit and other matters. The company had been implicated in "naked" short sales on the stock of a company called Sedona Corp., disclosed that it was negotiating the SEC and hoped to reach a settlement that would likely include an injunction against future violations and "payment of a substantial civil penalty." Refco put $5 million in reserve in anticipation of the settlement. The company has also been sued by Sedona in connection with this trading. 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The company has also been sued by Sedona in connection with this trading. [citation needed]. The company had been implicated in "naked" short sales on the stock of a company called Sedona Corp., disclosed that it was negotiating the SEC and hoped to reach a settlement that would likely include an injunction against future violations and "payment of a substantial civil penalty." Refco put $5 million in reserve in anticipation of the settlement. This has been disputed by many fans of the film, who believe that the film has a strong story, whose importance supercedes that of the animation. On May 16, 2005, the company disclosed that it had received a "Wells Notice," indicating it might face charges related to improper short selling at its Refco Securities unit and other matters. The quality of the film's animation has been criticized, specifically by animators within the animation industry, some of whom believe that the success of the movie shows a disregard for quality and will eventually hurt the industry. In 2001, the NFA ordered Refco to pay $43 million to 13 investors after their Refco broker used bogus order tickets to clear trades. Day weekend according to initial estimates, though it would lose the crown to Glory Road a day later when the actual receipts were calculated. The 1978 "cattle futures" trading scandal in which Hillary Clinton was allowed to trade large positions on inadequate capital, and possibly the allocation of profitable trading by others into her account, was played out in Refco accounts. The film exceeded analyst expectations [citation needed] by nearly doubling what had been predicted for its box office debut, winning the Martin Luther King, Jr. According to the Wall Street Journal, it was "among the most cited brokers in the business, according to data provided by the NFA.". Test audiences for the film, which featured parents and children, were generally positive, with some concerns by parents over the violence in the film (there are some physical altercations involving martial arts, and two scenes involving lethal explosions), and of the sinister nature of the character of Boingo. The Commodity Futures Trading Commission and the National Futures Association took action against Refco and its units more than 100 times since the firm's founding. The three accept. Refco has not enjoyed a clean reputation with regulators. The next day, Flippers tells the four that he has decided to open up his own private business, and offers to enlist the three for their special skills. He is currently under investigation by regulators who suspect he may have known something about Bennett's malfeasance. Red is freed from the air tram before it explodes, and Boingo and his henchmen are captured by the police. It is unclear why the firm's Chief Financial Officer had not spotted the loan, but the firm's previous CFO, Robert Trosten, left Refco in October 2004 with a $45 million payout that was not disclosed in the firm's IPO prospectus. The Wolf, Granny and the Woodsman follow, and foil Boingo’s plans. This left the position on the books for James to find. Red is discovered, and placed in the air tram filled with dynamite. Apparently, in the fiscal quarter before the story broke, Bennett failed to execute his temporary Liberty Strategies-hidden repayment of debt. Red follows him on the air tram up to the mountain, where he and his henchmen, the aforementioned opposing snowboarding team, plan to corner the market on goodies, and make them highly addictive to kids. The apparent fraud was caught by Peter James, Refco's newly hired controller. We then see Red following the real thief, the one who was present during all four accounts: Boingo. The Austrian National Bank and Financial Market Authority are investigating Bawag's involvement with Refco. The police are back to square one, as none of the four appears to be culprits, but then the basket of Granny’s goodies and the recipe book is found to be missing, as is Red. The Refco stock that collateralized the loan is now worthless, and on November 16, Bawag joined the line of people suing Refco, demanding 350 million Euros plus punitive damages in compensation for the company's failure to disclose information that would have discouraged Bawag from lending the money to Bennett. The revelation of Granny’s other life is a shock to Red, who is hurt that Granny lied to her. The loan was granted on October 10, and Bennett used it to pay off the hidden $430 million. The familiar confrontation with Red, the Wolf and the Woodsman then ensued. On October 5, before news of the hidden loan was made public, Phillip Bennett applied for a 350 million euro loan, to be collateralized with his shares in Refco. Her parachute became caught in the ceiling fan, and she ended up wrapped up in it and thrown into her own closet. In 1999, Bawag purchased 10% of Refco in a private transaction, and had an outstanding loan of 75 million euros to Refco at the time the firm collapsed. Shortly after, Granny arrived in her bedroom. Group, an Austrian bank that lent Bennett the money to repay Refco. As she approached her home, she saw Red below her in the railway cart, and advised her to use her hood as her own parachute. Ross Capital is run by Wolfgang Flottl, whose father used to run Bawag P.S.K. She tells Flippers that during the race down the mountain, the opposing team physically attacked her and her team, and she narrowly escaped a mountain avalanche via a parachute. Ross Capital has also been named by the Wall Street Journal's anonymous sources as one of the firms with losses that somehow led to Bennett's $430 million debt. She explains that she enjoys such activities, and that at a snowboarding tournament between her teammates and an opposing team, Boingo the rabbit even asked for her autograph. If Refco did suffer a loss, I am confident that it was quite minimal relative to the $460 million receivable said to have been a key link in the firm’s debacle, or to the actual sums that the principals and key players of the firm took out many years later." The story in the Journal implies that Refco settled Niederhoffer's debt for positions that were worth less than he owed them, or perhaps that they accrued trading losses unwinding those positions. She reveals that she is an extreme athlete who prefers activities like snowboarding to being the stereotypical goody-making grandmother. I don't know how much money Refco received for these assets, or how it accounted for the transaction, or whether it ended up with a profit or loss. Granny is the last to be interviewed. "Refco received considerable assets from us as part of our agreement. But an avalanche approaches, and a log he finds himself atop rolls down the hill to Granny’s house, and he is thrown through the living room window, hollering the entire way. "There were no debts, loans, or any other financial obligations left open between us," Niederhoffer said. The Woodsman is distraught, but decides to prepare for the role of a woodsman by chopping down trees. 29, 1997, in the presence of two major law firms and under the close scrutiny of regulators. He then discovers that his goody truck has been robbed, apparently in another attack by the Goody Bandit, as Boingo opines on the scene. Niederhoffer said on his Web site in response to these news articles that Refco wanted to take over the assets in his accounts and assume all the liabilities in order to meet capital requirements, and that he and Refco signed a formal agreement to that effect on Oct. He tells Flippers that after a disastrous audition for a bunion cream commercial, where his thick Austrian accent hurt his chances, he got a callback. Though no detailed report on Bennett's transactions has been made public, anonymous sources cited by the Wall Street Journal and other publications have stated that the debt stemmed from losses in as many as 10 customer trading accounts, including that of Ross Capital, and the widely reported October 27, 1997, trading losses of hedge fund manager Victor Niederhoffer. He reveals that he is an aspiring actor, and that for money, he drives a goody truck, selling schnitzel on a stick to children. The hearing on Refco's request is scheduled for February 14. The Woodsman is then interrogated. On January 25, 2006, Refco asked the bankruptcy court to approve appointment of Christie's auction house to sell Refco's prized art collection, which includes photographs by Charles Ray and Andy Warhol. The Wolf puts on a Granny disguise, and the confrontation is again seen. The purchased Refco units will cease the use of the Refco name on Monday, November 28th. The duo arrive at Granny’s house, and the Wolf throws Twitchy in the closet to hide, but Granny is already there, and already tied up, which complicates the authorities’ view of the Wolf as the culprit. The company is an arm of the UK-based Man Group. After using a shortcut provided by Boingo the rabbit, the Wolf and Twitchy used the mountain railway system, which was destroyed when Twitchy lit a candle in the cart that turned out to be a stick of dynamite. The company's bankruptcy auction of its commodities and futures business ended on November 10th, with the final purchaser being announced as Man Financial, a rival in the commodities and futures fields. He explains that he was merely questioning Red because it was his job, and that when his tail got caught in the film chamber of Twitchy’s camera, he roared in pain, which Red took as an attack. Lee Partners, Grant Thornton, Credit Suisse First Boston, and Goldman Sachs. But the Wolf reveals that he is an investigative reporter whose prior stories Flippers is familiar with, and tells him that he and his hyperactive photographer, a squirrel named Twitchy, were investigating the recent thefts of various recipes by the Goody Bandit, and became suspicious of Red when he saw her traipsing through the forest with goodies in a basket. As of October 27, shareholders of Refco have filed class action lawsuits against Refco, Thomas H. Flippers then interrogates the Wolf, who it appears certain is the culprit. Lee Partners, L.P., a highly regarded buyout fund, and the reputation of its managers has been similarly sullied. When she gets to Granny’s she sees through the Wolf’s transparently obvious Granny disguise, and just as he reveals himself and the two confront one another again, a bound and gagged Granny jumps out of her closet, and then a crazed-looking axe-wielding Woodsman jumps into the living room through the window screaming, to the horror of the other three. Their largest private investor was Thomas H. As the railway cart they were riding emerged from the mountain, Red saw that the tracks far ahead of them were apparently destroyed, and an image of her Granny appeared in the sky above her instructing her to use her hood as a parachute, which Red successfully did (the goat used a pair of helicopter-horns to land safely also). Their auditors, Grant Thornton, and the investment banks that handled the IPO, Credit Suisse First Boston, Goldman Sachs, and Bank of America Corp., all supposedly completed due diligence on the company, and all missed the CEO's hiding $430 million in bad debts. After using her martial arts skills and a “Wolf Away” spray to repel the lupine attacker, Red fled, using a mountain railway system manned by a singing goat with detachable horns with different uses. Refco had sold shares to the public in a public offering only two months before revealing the apparent fraud. This admission appears damning, as it casts Red in a suspicious light, but Red asserts her innocence, adding that on her way to Granny’s house, she fell from an air trolley she was riding with the rabbit Boingo, and when she landed in the forest, she ran into the Wolf, who, after questioning her, appeared to become hostile. Though of much smaller size, the regulatory impact of the scandal will be larger than for probably any other corporate failure except for Enron. Red, the first interview subject, tells Flippers that she is merely a delivery person for her Granny’s “goodies”, and that when she came across the ransacked home of another goody-maker, the latest in a recent string of such attacks by a thief known only as the Goody Bandit, whose crimes have resulted in the closure of many goody makers in the forest, Red decided to take the hidden recipe book in the house for safekeeping. However, the bankruptcy judge in charge of the case decided that the break-up fee was unjustified due to the other interested parties not demanding a similar fee, leading to the Flowers group withdrawing their bid. Because the film uses a police interrogation as a framing sequence, it is evocative of the 1995 crime thriller The Usual Suspects, and because the four participants’ stories converge at points prior to the meeting at Granny’s, and are at times self-serving, the format is evocative of Akira Kurosawa’s 1950 film Rashomon. These offers were for a time rebuffed, as the Flowers-led group would receive a "break-up" fee if Refco were to sell itself to one of these other parties. The lead investigator, frog-form Nicky Flippers, interrogates each of the four participants, with each character giving their own version of how and why they arrived at the house. However, other bidders have emerged, including Interactive Brokers and Dubai Investments, the investment division of the country of Dubai, who have offered to buy the entire company. Mid-scene, the story jumps ahead to the police cordoning off Granny’s house following the opening events. LLC for about $768 million. The story begins in media res, with Red, the Wolf, Granny, and the Woodsman in their confrontation at Granny's house. Flowers & Co. . Refco also announced a tentative agreement to sell its regulated futures and commodities business, which isn't covered by the bankruptcy filing, to a group led by J.C. It is 80 minutes long and is rated PG for mild action and thematic elements. However, the company subsequently submitted a revised document, claiming it had $16.5 billion in assets and $16.8 billion in liabilities. Although it is based on the Little Red Riding Hood folktale, structurally, it borrows from the films Rashomon and The Usual Suspects, and its setting uses the same type of anachronistic and satirical mixing of modern and fantasy culture as the Shrek films. At the time, it declared assets of around $49 billion, which would have made it the fourth largest bankruptcy filing in American history. It was written and directed by Cory Edwards, Todd Edwards, and Tony Leech, and stars the voices of Anne Hathaway, Glenn Close, James Belushi, Patrick Warburton, Andy Dick, David Ogden Stiers, Xzibit, Anthony Anderson and Chazz Palminteri. filed for chapter 11 for a number of its businesses, to seek protection from its creditors on Monday, October 17, 2005. It was released by The Weinstein Company in selected markets on December 16, 2005, before expanding nationwide on January 13, 2006. Refco, Inc. His lawyer has said that Bennett plans to fight the charges. An alternate title of the film was Hoodwinked! The True Story of Red Riding Hood. mail, interstate commerce, and securities exchanges to lie to investors. The actor who voiced the Woodsman also did so with a far heavier Austrian accent. Bennett was arrested and charged with one count of securities fraud for using U.S. An early cut of the film featured the voices of Tara Strong as Red and Sally Struthers as Granny before the voices were recast with Anne Hathaway and Glenn Close. This announcement triggered a number of investigations, and on October 12 Mr. Chazz Palminteri –Woolworth the Sheep. should no longer be relied upon.". Andy Dick –Boingo. LLC and Refco Finance Inc. Anthony Anderson –Detective Bill Stork. 28, 2005, and May 31, 2005, taken as a whole, for each of Refco Inc., Refco Group Ltd. Xzibit –Chief Grizzly. 28, 2004, Feb. David Ogden Stiers –Nicky Flippers. 28, 2003, Feb. Cory Edwards –Twitchy. 28, 2002, Feb. Patrick Warburton –The Wolf. As a result, Refco said, "its financial statements, as of, and for the periods ended, Feb. James Belushi –The Woodsman. The law requires that such financial connections between corporation and its own top officers be shown as what is known as a related-party transaction in various financial statements. Glenn Close –Granny Puckett. On October 20, they announced plans to sue Refco. Anne Hathaway –Red Puckett. Bennett secretly controlled. It is not yet clear if Liberty knew it was hiding sham transactions; management of the fund has claimed that they believed it was borrowing from one Refco subsidiary and lending to another Refco sub, and not lending to an entity that Mr. Bennett's company then paid the money back to Refco, leaving Liberty as the apparent borrower when financial statements were prepared. He arranged at the end of every quarter for a Refco subsidiary to lend money to a hedge fund called Liberty Corner Capital Strategy, which then lent the money to Refco Group Holdings. Apparently, Bennett had been buying bad debts from Refco in order to prevent the company from needing to write them off, and was paying for the bad loans with money borrowed by Refco itself. Bennett, in the amount of approximately US$430 million. Refco said that through an internal review over the preceding weekend it discovered a receivable owed to the company by an unnamed entity that turned out to be controlled by Mr. Bennett had hidden $430 million in bad debts from the company's auditors and investors, and had agreed to take a leave of absence. entered crisis on Monday, October 10, 2005 when it announced that its chief executive officer and chairman, Phillip R. Refco, Inc. . Investors had been pleased to buy shares because of Refco's history of profit growth -- they had reported 33% average annual gains in earnings over the four years before their initial public offering. It closed the day over 25% higher than that, valuing the entire company at about $3.5 billion. Refco became a public company on August 11, 2005 with the sale of $26.5 million shares to the public at $22. Though these filings have since been disowned by the company, they are probably roughly accurate in showing the firm's level of leverage. The firm's balance sheet at the time of the collapse showed about $75 billion in assets and a roughly equal amount in liabilities. Friedman and Co." Prior to its collapse in October, 2005, the firm had over $4 billion in approximately 200,000 customer accounts, and it was the largest broker on the Chicago Mercantile Exchange. It was founded in 1969 as "Ray E. Refco (OTCBB: RFXCQ) is a New York-based financial services company, primarily known as a broker of commodities and futures contracts. |