Footnoted is carrying a rather interesting post that notes the SECs continued interest in John Thain and his employment arrangements even before he was revealed as an affluent and enthusiastic connoisseur of expensive interior decor advice.
But it turns out the SEC has been asking its own questions about Thain, judging by a series of comment letters that have recently been made public. This letter dated Oct. 22 and sent on behalf of Bank of America (BAC) from high-powered law firm Wachtell Lipton responds to a letter sent by the SEC on Oct. 15 which raised 24 questions about the merger between BAC and Merrill. Here’s question #20:
Please provide a total dollar amount (estimated, if necessary) for each individual officer or director who stands to benefit from the merger. Please include a discussion regarding Mr. Thain’s continued employment arrangement with Bank of America and any similar arrangements with other Merrill Lynch officers and directors. Please include how these decisions will impact compensation for each individual.
That this information wasn’t part of the original filings and that the SEC had to ask for it to be included speaks volumes about this deal. In that same letter, another question focused on the fairness opinion — something we footnoted back in December.
A week later — on Oct. 29 — Wachtell Lipton sent another letter in response to SEC questions, including this one on Thain’s compensation once he joined Bank of America.
We note the 8-K filed by Bank of America on October 8, 2008 regarding Mr. Thain’s employment. With regard to Mr. Thain or other officers you have offered to retain, please include any compensation arrangements Bank of America has agreed to in connection with their continued employment.
Response:
The Staff is supplementally advised that the disclosures on pages 10, 69 and 75 of the Amendment continue to be accurate; as disclosed on pages 10 and 75, Bank of America has not reached agreement with Mr. Thain or any other executive officers of Merrill Lynch on compensation arrangements in connection with their continued employment following completion of the merger.
Uh oh.
The SEC was also asking questions about John Thain… [Footnoted.org]
(Emphasis ours)
“Bank of America has not reached agreement with Mr. Thain or any other executive officers of Merrill Lynch on compensation arrangements in connection with their continued employment following completion of the merger.”
OK, I”ll bite – what is the big deal? They hadn’t worked out his comp plan yet?
C-Gas is going to be pissed.
@2 Charlie is working on a bigger story. Apparently JT got fired cause Kenny found out he liked to wear women’s clothes during alone time.
C’mon, 1. ~3 months, and they can’t document pay structure for the former CEO’s new gig?
@3 Who doesn’t?
Complete non sequiter: Anyone know how bad the recruiting scene is this year at the business schools?
@4: @1 here. Thain wanted $30-$40 mil bonus (see today’s WSJ/NY Times). BAC wanted to pay… less. So there was a bid and ask – and they hadn’t worked out the numbers. I don’t consider that “Uh oh”, more like “greedy typical a-holes”
@5 – Why you know?
@7 i do not know.. i am asking how bad it is
@6 What page of the WSJ? I’m looking for where it says 30-40 mil. (not saying its not there, just wondering where it is)
Let’s see the Perp Walk. You know it’s coming!
Ode To Five Finger Discount Andrew Who Is In The Hospital With A Hernia From All The Excess Lifting We Wish You Well Please Accept This Gifting
Andrew have you given it some thought
Pants down call you Sir Stroke A Lot
Try to resist this story is hot
Covet yet again you will be caught
Fraud and a phony we are not
Get well soon Sir Stroke A Lot
SPODE
@9: it is the NY Times:
http://www.nytimes.com/2009/01/23/business/23thain.html?_r=1&ref=business
Can anyone explain why this is a big deal? The merger closed a few weeks ago. I am guessing he got paid whatever his agreement was with ML until very recently… Then he got fired. Maybe I am missing something here?
I believe Thain is not going to get any love from politicians. However, Ken Lewis can end up like Fuld.
This story is so yesterday for me,
The Gasbag
16,
Too icy, didn’t floss.
Ha -
And everyone loves Thains new rug too, right?!?
$87,000?! LOL
http://weeklyworldnews.com/headlines/john-thains-87000-rug/#more-5857
Regardless of all this riff raff it does not bode well when a CEO is specifically referenced by POTUS – no way #43 would’ve made such a reference. Wall Street…there’s a new Sheriff in town and he lives at 1600 Pennsylvania Avenue.
Also – anyone like how Barney Frank went to bat for OneUnited…and Maxine Waters who received nice contributions from OneUnited’s CEO…
@18 – I’m calling b/s:
“We also wish to apologize to any conversation groups that took offense. We do not in any way condone the killing and displaying of an endangered, er… animal? creature?” A Bank of America spokesperson whispered into Lewis’ ear, and he continued, “An endangered cryptid. We will be donating money to the World Cryptid Federation in the yeti’s honor.”
“conversation groups” – what do debating teams have to do with this? or was he referring to book clubs?
In thain in the membrane….in thain in the brain!
@19
A thing about #43 is that somewhere in Texas a village has welcomed back its idiot.
LOL! 21. You truly do the work of the lord.
SPODE
@18 — couldn’t read, too abominable
Ain’t no cocaine for Motha Thain; we’s havin’ a smoke-out in the financier with the mary-jane. It’s just Cayne, O’Neil, Blankfein (Dick Fuld!). It’s all about the ses in yo chest (it’s the joint!).
19- the same oneunited with a negative tier one cap ratio? The FDIC should have shut them down a year ago, but it’s a systemically important minority institution.
God we are fucked….
@26, the same way Bear and Lehman were systematically important minority institutions? You are so right, we are completely fucked
@27
Bear and Lehman didnt have enough of the right minorities. The tribe doesn’t count.
Look around the room #22…..you are the idiot!