Lawsuits, poker and the death of a boutique bank
NEW YORK |
NEW YORK (Reuters) - In September 2008, as Lehman Brothers was breaking into a million pieces, a young investment bank was pushing up through the rubble.
Pali Capital, a boutique firm specializing in derivatives and fixed-income trading, was one of the few financial outfits hiring traders and bankers -- often from the likes of imploding Wall Street behemoths like Lehman and Merrill Lynch.
With its annual revenue on pace to top $200 million that year, Pali appeared to be an oasis of prosperity. Rodin sculptures adorned its offices and a corporate jet ferried its executives around the world.
The key to Pali's success was its charismatic co-founder and chief executive, Bradley Reifler, a master salesman who was as good at wooing clients as he was at spending money -- his own as well as the firm's. He sometimes commuted to work by helicopter from his sprawling horse farm in upstate New York.
But last month, Pali itself shattered. The firm said it was winding down after failing to sell itself to a group advised by former Bear Stearns Chief Financial Officer Sam Molinaro.
The bank's swift demise surprised industry observers. As with many firms that suddenly fail, not everything at Pali was what it seemed.
For all his enthusiasm and charm, Reifler had a combative side. Most conspicuously, he had a tendency to sue, launching at least a dozen lawsuits against people and companies over the last 10 years.
Reifler's spokesman said he declined to comment and Bert Cohen, Pali's other co-founder, could not be reached and his lawyer did not return calls. But interviews with more than 10 former employees of Pali and Reifler and examination of 11 lawsuits paint a picture of a man who spent freely and had few qualms about going to court if he felt threats to his control.
According to former employees and people who reviewed the company's financial statements, Reifler's penchant for litigation helped destroy the bank he spent so many years building.
THE PANAMANIAN CONNECTION
Reifler and family friend Cohen co-founded Pali in 1995. For the first few years, Reifler maintained his job at Refco, the now defunct commodity trading business started by his grandfather, Ray Friedman.
In 2000, Reifler left Refco to become chief executive of Pali, and it began to flourish. He immediately set out to expand the bank into areas including merger advisory, asset management and hedge fund investments. At its peak, the firm employed more than 200 people.
"He was a phenomenal salesperson," said one former employee, noting how Reifler managed to persuade Panamanian bank Grupo Mundial to invest $25 million in the company. He also secured a $6.5 million loan from a Bear Stearns Cos unit by offering a personal guarantee.
Reifler hired good people -- and paid them well, often offering guaranteed bonuses. Richard Anthony, then a little known trader, joined Pali in 2002 and built an equity derivatives sales and trading effort catering to hedge funds. The business generated big profits for the bank, contributing as much as 20 percent to total revenue, according to people who worked for Pali and others who looked to buy the company.
Like his boss, Anthony was a flashy salesman. His 'Pali Poker' nights -- charitable fundraisers held at top New York locales including Capitale, The Box and the Hammerstein Ballroom -- were big draws. They featured dancers from the Rockettes or the New York Knicks; John Legend performed at one. Some Pali clients would do more business with the company in the run up to these events, just to ensure they got a ticket, two people familiar with the company said.
Reifler was born to privilege.
He grew up in Southern California, where his mother owns a Malibu beach house designed by Getty Center architect Richard Meier. He went to the elite Harvard School for Boys, and later bragged to colleagues that one of his schoolmates was Joseph Gamsky, also known as Joe Hunt, the man behind a Ponzi scheme and murder scandal known as the Billionaire Boys Club.
As Pali prospered, Reifler's income soared. He received 3 percent of all gross brokerage revenue. And he knew what to do with it.
In 2000, after his wife and children took riding lessons at the exclusive Chelsea Equestrian Center, he sold the family's multimillion dollar Manhattan townhouse, bought a 150-acre estate in Millbrook, New York and hired a team of professionals to look after as many as 12 horses.
The estate, known as Sky Blue Farm, also has an ice hockey rink, tennis courts and indoor and outdoor swimming pools.
When Reifler was not commuting by helicopter, a driver took him into Manhattan in a custom-fitted SUV with a trading screen and seats that reclined for sleeping, allowing the boss to rest during the almost two-hour journey from Millbrook, according to one person who had seen the vehicle.
At work, Reifler wore finely tailored suits and hosted $1 million holiday parties for Pali employees at venues such as the Guggenheim Museum. Clients and key staff were taken on trips in the Pali jet. Some got invitations to the shooting range at Sky Blue Farm.
"He was fancy," said a former junior Pali employee, who recalls being impressed by Reifler when he went to interview at Pali. Reifler met the prospective hire in his corner office, filled with artwork, expensive-looking furniture, and a model of Pali's Falcon 900 jet. During the interview, he touted Pali's entrepreneurial culture while an assistant brought in freshly-brewed espresso in gold-rimmed china cups.
"The office reeked of excess," said Ron Simoncini, president of Axiom Communications, a public relations firm that was hired by Studio U, an arts and craft store in Chester, New Jersey, set up by Reifler and his wife, Ashley. The shop sold specially-designed craft projects and held children's parties, as well as classes and events for adults.
Reifler relished Pali's success. The collapse of big Wall Street firms created an opening for nimble trading firms, and by 2008, Pali and Reifler had acquired a fair amount of cachet on Wall Street.
"Everyone was very excited about working there," said Lauren Schachter, chief executive of LBS Staffing, which recruited employees to Pali in 2007. "They had a great reputation."
The junior employee said the firm was regularly mentioned in newspapers and on cable channel CNBC as being among the few that were hiring while other banks were closing down. "We thought, 'We're not just a boutique any more,'" he said.
SEE YOU IN COURT
Reifler's extreme litigiousness was rattling the firm, but few inside the bank were willing to confront him about it.
By June 2008, Pali Capital's holding company had seven directors and only one -- Bert Cohen -- was independent, according to one lawsuit, filed that month by three shareholders.
Other board members included Kevin Fisher, who later became co-Chief Executive after Reifler departed; derivatives boss Richard Anthony; London-based trading head Richard Abrahams; chief financial officer David Wasitowski; and chief legal officer John Fedders. All of them reported to Reifler.
"He could make your life miserable," another former employee said. "He appointed himself head of everything, including compliance, and everyone reported to him," he said, adding, "If you crossed him, you didn't get a bonus."
In January, Reifler filed a lawsuit accusing Derrelle Janey, Pali's head of strategy, of failing to repay a one-year $50,000 personal loan Reifler made him in May 2008.
Lawyers for Janey said Reifler was trying to buy his loyalty. They also said the funds Reifler lent him were likely not his but Pali's, according to the lawsuit filed on Janey's behalf in response to Reifler's claim.
Public relations firm Axiom Communications said in its lawsuit that Reifler used Pali to finance Studio U, his arts and crafts store. Axiom is suing Pali and Studio U for payment of more than $76,000 that the company says it is owed for Web site development and other contracted services. Axiom alleges Pali Capital guaranteed it would pay for work the agency did for Studio U.
By the summer of 2008, Cohen and other large shareholders had become concerned that Reifler had "secretly run Pali as his own private fiefdom," according to the June 2008 lawsuit filed by shareholders Ronald Weinstein, Stuart Sloan and WGS Verwaltungs.
That lawsuit alleges that Reifler paid himself millions in additional compensation, without board approval, by claiming among other things "loan guarantee fees" and consulting services to other companies that he owned.
"His penchant for ignoring fundamental rules of corporate governance and lining his own pockets appears to have touched every aspect of Pali's business," the plaintiffs' lawyers wrote.
Reifler and Cohen became mired in a toxic battle for control of Pali. According to the lawsuit filed by shareholders, Reifler sent Cohen emails calling Cohen "a bitter lonely ass" and saying "you should just kill yourself...do everyone a favor."
BOOTING OUT REIFLER
In the summer of 2008, Cohen and other Pali shareholders -- including Seattle-based businessman Sloan and Sam Zell's SZ Investments -- began an effort to oust Reifler, according to a separate lawsuit filed in response by Pali Holdings, Pali Capital's parent.
The shareholders had accused Reifler in a lawsuit of forging a proxy document to support Reifler's legal claims against Cohen and the other shareholders. A document obtained by Reuters indicates the person whose proxy Reifler is accused of forging believes Reifler acted "in good faith" on a voting arrangement he discussed with Reifler. Both lawsuits have since been discontinued.
Reifler left Pali in October 2008. According to lawsuits filed by Reifler's lawyers, he resigned voluntarily. Lawsuits filed by Pali lawyers say he was fired.
Soon after his departure, the multiple lawsuits began to take a toll on Pali's financial health.
According to a letter that Reifler's lawyers sent to a New York State Court judge, in 2009 the company reported $13.4 million in expenses for "external services," most of which the letter said were believed to be legal fees.
That sum was almost triple the $4.8 million in unpaid legal expenses that the firm had by the end of 2008, according to a filing with the Securities and Exchange Commission. The legal obligations were onerous for Pali, which had just $1.1 million of cash on its balance sheet at the time, according to court filings. Company statements for 2009 have not been filed with the SEC and could not be obtained.
Reifler is suing Pali for release from the loan he guaranteed and he also began an arbitration proceeding through brokerage regulator FINRA to settle a dispute over compensation he says he is owed from Pali. The arbitration is scheduled to start in May.
The bank had plenty of prospective buyers, including mortgage trading boutique Braver Stern and middle-market investment bank Rodman & Renshaw RODM.O. Some were even willing to swallow the high legal expenses; one made an offer in mid-2009.
But Pali's board believed the company could do better, and held out for an offer from Braver Stern, according to people briefed in the matter.
Anthony, the firm's star performer, became frustrated by the slow pace of the deal and left for BGC Partners in December, taking a team of traders with him. Losing Anthony's revenue was a final straw for struggling Pali. Buyers lost interest after Pali's most profitable division walked away.
Reifler was not in favor of selling Pali. Last January he founded a group called the Committee of Concerned Pali Shareholders and sent a letter arguing that that the proposal to sell Pali was not in shareholders' best interests. "Pali should be pursuing alternative forms of recapitalization that would result in less dilution for existing shareholders," the letter said.
Used to getting his own way, and always more of a trader than a business man, Reifler may have seriously miscalculated Pali's state of affairs and the cost to the company of his litigation, say people close to him. He is now on the hook for the $6.5 million loan he personally guaranteed
His company is gone -- but not his combativeness. According to his Twitter page, he is launching a new firm with what he refers to as "non-criminal" partners.
(Editing by Jim Impoco and Claudia Parsons)
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