Sunday, July 15, 2012

Read the SEC-reports which could be Mitt Romney's downfall - Quote from 2002 suggests that Mitt Romney was still running Bain when he took leave of absence in 1994: "I reported directly to Mitt Romney" - Bain press release from July 1999: "Currently on part-time leave of absence" - Statement in Mitt Romney's federal disclosure form for presidential bid from August 2011 is obviously false - Romney-campaign's newest spin: Mitt Romney "retired retroactively"

By Patrick

Mitt Romney at Bain: The candidate who wished he had not been there

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"Mr. Romney retired from Bain Capital on February 11, 1999 to head the Salt Lake Organizing Committee. Since February 11, 1999, Mr. Romney has not had any active role with any Bain Capital entity and has not been involved in the operations of any Bain Capital entity in any way."



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"Mr. W. Mitt Romney is the sole shareholder, sole director, Chief Executive Officer and President of Bain Capital and thus is the controlling person of Bain Capital."


SEC-filing by Bain Capital, February 20, 2001

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"Romney said he will stay on as a part-timer with Bain, providing input on investment and key personnel decisions. But he will leave running day-to-day operations to Bain's executive committee."

Mitt Romney, quoted by the Boston Herald in February 1999 (Greg Gatlin, “Romney Looks To Restore Olympic Pride,” The Boston Herald, February 12, 1999) 

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"Bain Capital CEO W. Mitt Romney, currently on a part-time leave of absence to head the Salt Lake City Olympic Committee for the 2002 Games said..."


Press release by Bain Capital from July 19, 1999

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"He took a leave of absence and in fact, ended up not going back at all and retired retroactively to February 1999 as a result."

Romney-advisor Ed Gillespie today in an interview with CNN

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Mitt Romney is not even formally the Republican candidate yet, but he already looks like a "has-been" candidate. How is that even possible? Mitt Romney has a problem: He was economical with the truth, but the scandal which emerges is not of private nature, but clearly business-related. As we all know by now, you can easily get away with private scandals these days. But business matters are different: Everyone likes to talk about them, nobody is afraid to touch them, and many people quickly form an opinion and are not shy about it. Business matters are clearly "fair game." For Mitt Romney, this problem now seems almost impossible to overcome.

Rarely had the media so much fun with new discoveries - all guns blazing at poor Mitt, who in turn expects an apology from President Obama. Just wonderful!

So, let's join the fun, again! We are not called "Politicalgates" without a reason! Mitt Romney surely does not seem to be short of "gates!"

First, there were the SEC filings which were almost simultaneously discovered by the Boston Globe, by TPM and by Mother Jones several days ago. The unravelling of Mitt Romney, as far as his statements about Bain were concerned, began.

More media outlets and blogs are now hunting for new information, and have already been successful (see below), but let's take a look first at the SEC filings. Our reader KatieAnnieOakley already obtained a copy of one of the most important SEC-filings in April this year (a few months before the journalists discovered them). This particular filing from February 2001 is mentioned in an article by TPM from July 10, and it really is like a good book: You have to look at the "original", and not just at the reviews - in this case, in order to fully grasp how ludicrous the claims by Mitt Romney that he "left" Bain Capital in February 1999 actually are.

So here is the complete filing from February 2001:


The document explains exactly who was in charge at Bain - Mitt Romney:

Item 2.   Identity and Background.                                            

(a)  This Statement is being filed by Bain Capital Fund VI, L.P., a Delaware limited partnership (either "Fund VI" or the "Reporting Person") in its capacity as Administrative Member of Bain Capital CLEC Investors, L.L.C., a  Delaware limited liability company ("CLEC Investors").                        

Other Members of CLEC Investors affiliated with Fund VI who may be deemed to be beneficial owners of the securities covered by this Statement  include the following:

(1) Bain Capital VI Coinvestment Fund, L.P., a Delaware limited partnership ("Coinvestment Fund"),
(2) BCIP Associates II, a Delaware general partnership ("BCIP II"),
(3) BCIP Associates II-B, a Delaware general partnership ("BCIP II-B"),
(4) BCIP Associates II-C, a Delaware general  partnership ("BCIP II-C"),
(5) BCIP Trust Associates II, a Delaware general  partnership ("BCIP Trust II"),
(6) BCIP Trust Associates II-B, a Delaware general partnership ("BCIP Trust II-B" and together with BCIP II, BCIP II-B, BCIP II-C, and BCIP Trust II, the "BCIP Entities"),
(7) Brookside Capital   Partners Fund, L.P., a Delaware limited partnership ("Brookside"),
(8) Sankaty High Yield Asset Partners, L.P., a Delaware limited partnership ("Sankaty"),
(9) Sankaty High Yield Partners II, L.P., a Delaware limited partnership ("Sankaty II") and
(10) PEP Investments PTY Ltd., an Australian company limited by shares organized under the laws of New South Wales ("PEP" and together with Fund VI  Coinvestment Fund, the BCIP Entities, Brookside, Sankaty, Sankaty II, the "CLEC Members").    

Bain Capital Partners VI, L.P., a Delaware limited partnership ("Bain Partners VI") is the sole general partner of Fund VI and Coinvestment Fund. Bain Capital Investors VI, Inc., a Delaware corporation ("Bain Investors VI"), is the sole general partner of Bain Partners VI. Mr. W. Mitt Romney is the sole shareholder, sole director, Chief Executive Officer and President of Bain Investors VI and thus is the controlling person of Bain Investors VI. The executive officers of Bain Investors VI are set forth on Schedule A hereto.                                                            

 Bain Capital, Inc., a Delaware corporation ("Bain Capital"), is the sole  managing partner of the BCIP entities. Mr. W. Mitt Romney is the sole shareholder, sole director, Chief Executive Officer and President of Bain Capital and thus is the controlling person of Bain Capital. The executive officers of Bain Capital are set forth on Schedule B hereto.                  

Brookside Capital Investors, L.P., a Delaware general partnership ("Brookside Investors LP") is the sole general partner of Brookside. Brookside Capital Investors, Inc., a Delaware Corporation ("Brookside Investors Inc.") is the sole general partner of Brookside Investors LP. Mr. W. Mitt Romney is the sole shareholder, sole director, Chief Executive Officer and President of Brookside Investors Inc. and thus is the controlling person of Brookside Investors Inc.                                                                

Sankaty High Yield Asset Investors, LLC, a Delaware limited liability company ("Sankaty LLC") is the sole general partner of Sankaty. Sankaty High Yield Asset Investors, Ltd., a Bermuda company ("Sankaty Ltd.") is the managing member of Sankaty LLC. Mr. W. Mitt Romney is the sole shareholder, a director and President of Sankaty Ltd. and thus is the controlling person of Sankaty, Ltd. Sankaty High Yield Asset Investors II, LLC, a Delaware limited partnership ("Sankaty II LLC") is the general partner of Sankaty II. Sankaty Investors II, LLC, a Delaware limited liability company ("Sankaty Investors II") is the managing member of Sankaty II LLC.  

Screenshot, created by our reader KatieAnnieOakley:


So it is more than obvious that Mitt Romney has become the dream of any investigative reporter. Rarely have the lies and distortions of a candidate been documented more thoroughly.

Mitt Romney, he makes it almost too easy - another screenshot from this filing:


So - why does Mitt Romney believe that he can get away with that? It is more than obvious that he has no realistic concept of being "responsible" for his actions - not good if you aspire to become the most powerful person in the world.

But the investigative journalists already found much more. For example, David Corn from Mother Jones published some excellent reports about Mitt Romney's actions at Bain, starting with the revelation on July 2 that Mitt Romney was an "active participant" in the controversial "Stericycle" deal, according to SEC filings from November 1999. In this excellent article, David Corn already mentions additional evidence which in the following days was then also discovered by various other outlets. David Corn really should get much of the credit for kickstarting the "SEC-Bain" revelations. I believe that his article from July 2 didn't get as much attention as it deserved due to the connection to the complex abortion-issue.

David Corn wrote on July 2:

In response to questions from Mother Jones, a spokeswoman for Bain maintained that Romney was not involved in the Stericycle deal in 1999, saying that he had "resigned" months before the stock purchase was negotiated. The spokeswoman noted that following his resignation Romney remained only "a signatory on certain documents," until his separation agreement with Bain was finalized in 2002. And Bain issued this statement: "Mitt Romney retired from Bain Capital in February 1999. He has had no involvement in the management or investment activities of Bain Capital, or with any of its portfolio companies since that time." (The Romney presidential campaign did not respond to requests for comment.)

But the document Romney signed related to the Stericycle deal did identify him as a participant in that particular deal and the person in charge of several Bain entities. (Did Bain and Romney file a document with the SEC that was not accurate?) Moreover, in 1999, Bain and Romney both described his departure from Bain not as a resignation and far from absolute. On February 12, 1999, the Boston Herald reported, "Romney said he will stay on as a part-timer with Bain, providing input on investment and key personnel decisions." And a Bain press release issued on July 19, 1999, noted that Romney was "currently on a part-time leave of absence"—and quoted Romney speaking for Bain Capital. In 2001 and 2002, Romney filed Massachusetts state disclosure forms noting he was the 100 percent owner of Bain Capital NY, Inc.—a Bain outfit that was incorporated in Delaware on April 13, 1999—two months after Romney's supposed retirement from the firm. A May 2001 filing with the SEC identified Romney as "a member of the Management Committee" of two Bain entities. And in 2007, the Washington Post reported that R. Bradford Malt, a Bain lawyer, said Romney took a "leave of absence" when he assumed the Olympics post and retained sole ownership of the firm for two more years.

All of this undermines Bain's contention that Romney, though he maintained an ownership interest in the firm and its funds, had nothing to do with the firm's activities after February 1999. The Stericycle deal may raise red flags for anti-abortion activists. But it also raises questions about the true timing of Romney's departure from Bain and casts doubt on claims by the company and the Romney campaign that he had nothing to do with Bain business after February 1999.


The press-release from July 19, 1999 was on Friday also discovered by the Daily Kos, and it is just astounding that there is so much material available against Mitt Romney that journalists are apparently quite "overwhelmed." I also think that the quote in the Boston Herald from February 1999 that "Romney said he will stay on as a part-timer with Bain, providing input on investment and key personnel decisions" didn't get enough attention yet (see also the very good overview on these issues at the Huffington Post).

However, not everybody in the media thinks that Mitt Romney has actually lied. For example, the website factcheck.org (with which we ourselves made only the worst experiences, by the way), claims that the assertions by Mitt Romney are correct:

In fact, if the Obama campaign were correct, Romney would be guilty of a federal felony by certifying on federal financial disclosure forms that he left active management of Bain Capital in February 1999.

And after reviewing evidence cited by the Obama campaign, we reaffirm our conclusion that Romney left the helm of Bain Capital when he took a leave of absence in 1999 to run the Salt Lake City Organizing Committee for the 2002 Winter Olympics – as he has said repeatedly — and never returned to active management. The Obama campaign’s recent ads thus mislead when they point to investments made by Bain, as well as management decisions made by companies in which Bain invested, after that time.

But David Corn is not convinced and wrote a brilliant, forceful rebuttal to the opinion published by factcheck.org - excerpt:

And neither Primack nor FactCheck.org addressed the matter of Bain Capital NY. In 2001 and 2002, Romney filed Massachusetts state disclosure forms noting he was the 100 percent owner of this Bain venture. But Bain Capital NY was incorporated in Delaware on April 13, 1999—two months after Romney's supposed retirement from the firm. Was Romney uninvolved with the incorporation of a new Bain entity—which only he owned—after his departure? Perhaps.

In its letter to FactCheck.org, the Obama campaign contended that "the statement that Gov. Romney 'left' Bain in February 1999—a statement central to your fact-check—is not accurate, Romney took an informal leave of absence but remained in full legal control of Bain and continued to be paid by Bain as such." No one disputes that Romney retained ownership and legal control of Bain. For that alone, he might be considered partly accountable for its actions. But is it believable that while he remained Bain's owner and possessed full legal control of assorted Bain entities, he never took an interest in what the firm and its funds were doing?

The Romney campaign and Bain insist that Romney had not a thing to do with Bain after February 1999, though he signed filings and pocketed millions. But they won't answer specific questions about Romney and Bain during this period—just as Romney won't come clean on his tax returns. (See this Vanity Fair blockbuster report on Romney's personal finances and what is still unknown about them.) He remains the opaque quarter-billionaire—with mystery surrounding his wealth and the business career he touts as a steppingstone to the presidency. He has yet to be fully vetted.

But that is by far not everything.

Mitt Romney already took a leave of absence from Bain in 1994 when he ran for the US Senate. A highly revealing quote by one of the top-employees of Bain can be found in the archives of the "Boston Globe", regarding Romney's "leave of absence" in 1994. It's a pay-per-view archive, but the full quote is available:

In 1994, [ROMNEY] tried to distance himself from the Ampad controversy, since he was on a leave of absence during the initial downsizing. But [Marc B. Wolpow], who came to Bain in 1990 from Drexel Burnham, the infamous junk bond company, says: "I reported directly to Mitt Romney . . . You can't be CEO of Bain Capital and say, `I really don't know what my guys were doing.'" What were Romney's guys doing? "My job was to maximize the profits to Bain Capital's partners from the Ampad transaction," says Wolpow, who left Bain in 1999 when Romney left for the Olympics.


So there is multiple evidence available that the sole owner and boss of the company only took "part-time" leaves of absence and that during this time, his employees still had directly to report to him.

I would say, Mitt Romney is done.

What has not really been picked up yet by the media is the fact that Romney clearly told a blatant lie in his federal disclosure form from August 2011 for the presidential bid.

He said there that he "has not been involved in the operations of any Bain Capital entity in any way":




Download the complete form HERE.


The Romney spin continues today - the newest development: The Romney campaign now says that Romney "retired retroactively" from Bain in February 1999. He originally wanted to so some things, but he just had no time, poor Mitt!


Huffington Post reports:

There's evidence, though, that he was still listed as one of two managing members at a Bain Capital entity much later, including on a filing form from 2002, and that he attended board meetings, signed documents and received a six-figure salary.

Gillespie said Romney couldn't have been involved in Bain during his time working on the Olympics, because it was "a 16-hour-a-day job."

"He was not involved in the day-to-day decisions. He wouldn't have had time," Gillespie said. "He left a life he loved to go to Salt Lake City to save the Olympics for the country he loves more, and somehow Chicago, in classic Chicago-style politics, the Obama campaign is trying to make this something sinister. It's not. It's patriotic and it's leadership."

Obama indicated this weekend that he won't be dropping the attacks on Bain.

This has to be one of the worst examples of "spin" ever.

Mitt Romney was the owner and CEO, and therefore accountable for the actions of his company (more precisely: companies) and yes, there is multiple evidence available that he was still "involved" after February 1999.

Did Romney return the salary he was given after he "retired retroactively?"

Can the President of the USA also "retire retroactively?"

I am sure that Mitt Romney never will have to find out!


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