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The US Securities and Exchange Commission is investigating investment bank Jefferies over its relationship with collapsed car parts company First Brands Group.
The regulator is seeking information about whether Jefferies gave investors in its Point Bonita fund enough information about their exposure to the auto business, which filed for bankruptcy in September with $12bn in debt, according to two people with knowledge of the matter.
It is also looking into internal controls and potential conflicts within and between different parts of the bank. The SEC’s inquiry is at an early stage and it is not clear whether it will result in any allegations of wrongdoing.
Jefferies chief executive Rich Handler said last month that the bank believes it was “defrauded” by First Brands, whose collapse raised questions about lending standards in the fast-growing but opaque private credit industry. He said the company’s bankruptcy had not seriously harmed the bank’s core business.
The existence of a civil probe into Jefferies’ relationship with First Brands is a sign of how the company’s collapse is affecting other financial institutions.
The regulator, a civil enforcement body rather than a criminal prosecutor, often asks questions about high-profile cases and those probes do not necessarily mean any wrongdoing has taken place. It is not clear whether the SEC is also looking into other financial firms’ dealings with First Brands.
Jefferies declined to comment. The SEC said it does not comment on the existence or non-existence of a possible investigation.
Jefferies had a long-standing relationship with First Brands, which included advising the company, providing it with opaque invoice financing and placing billions of dollars of loans with other investors.
In October Jefferies said a specialist invoice-finance fund it manages, Point Bonita Capital, had about $715mn invested in “receivables” — money owed under customer invoices — from retailers that bought First Brands products such as windscreen wipers to sell to consumers.
Jefferies has said the receivables were due from blue-chip companies including Walmart. Point Bonita documents did not list any exposure to First Brands as of June, but showed that the fund’s second and third largest exposures were to its customers, Walmart and auto parts retailer O’Reilly.
However, in a statement in October the bank said First Brands had been “directing” funds from customers to Point Bonita, rather than the Jefferies fund receiving payment from Walmart and others directly. Bankruptcy filings have confirmed that invoice lenders that provided $2.3bn of financing linked to receivables were all paid by First Brands rather than its customers.
The Financial Times also reported in October that Jefferies earned extra fees on financing it provided to First Brands through a “side letter” with the company, which some lenders said was not disclosed to them and may have violated the terms of their loan.
Jefferies has since confirmed the existence of the arrangement. It stated that First Brands received a legal opinion confirming the fees did not breach its loan terms and that a document listing the letter was disclosed to all of the group’s lenders.
Separately, federal prosecutors at the US Department of Justice have opened an inquiry into the collapse of First Brands, the FT reported last month.
First Brands founder Patrick James this month regained access to his bank accounts after winning a court battle against the company, which was trying to extend a freeze on his assets.
Additional reporting by Rob Smith in London and Stefania Palma in Washington