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Oppenheimer admits to misleading investors

March 11, 2013: 12:44 PM ET

gavelSEC busts Oppenheimer for inflating investment valuations.

FORTUNE -- The Securities & Exchange Commission today charged two units of Oppenheimer & Co. with misleading investors as to the value of its private equity investments.

The SEC also announced that Oppenheimer has agreed to a censure, and that it will pay a $617,579 penalty and return approximately $2.27 million in capital commitments to those who invested in the relevant private equity fund during the time when misrepresentations were made. In a related settlement with the Commonwealth of Massachusetts, Oppenheimer will pay an additional penalty of $132,421.

Fortune also has learned that Brian Williamson, former head of the Oppenheimer private equity group in question, remains under investigation.

This settlement is the culmination of an investigation that began in the summer of 2011, as we detailed last year. In short, it accuses Oppenheimer's private equity group of intentionally inflating the value of an existing portfolio company without proper cause. Namely, it claimed to that the value of the asset -- shares in a closed-end Romanian energy and infrastructure fund called SC Fondul Proprietatea SA -- had been marked up by the underlying manager (a third-party private equity fund called Cartesian Capital). Except Cartesian was still holding the asset at cost.

Even worse, the markups were found in marketing materials for prospective investors, while existing backers received documentation that reflected the lower, "par" value.

An Oppenheimer spokesman offered the following statement this afternoon:

"Oppenheimer Asset Management has cooperated fully with the SEC and the Massachusetts Attorney General's Office throughout the course of their joint investigation of this matter. Oppenheimer Asset Management believes it has put in place additional policies and procedures designed to ensure that valuations of portfolio positions in its marketing documents are determined in a manner consistent with its obligations to investors. We are pleased to put this matter behind us and to continue to serve our investors with innovative strategies both in the U.S. and around the world."

It is worth noting, however, that Oppenheimer hasn't really put the matter behind it yet. Brian Williamson continues to manage Oppenheimer assets to this day, despite the SEC settlement. Moreover, in 2012 Williamson formed a spin-out called Roc Resources that was closely aligned with Oppenheimer, as we described in our original piece:

"Oppenheimer continues to maintain a very close relationship with Roc. This is no arms-length spinout. [The Roc fund] charges a 2/20 structure, plus another 2% of any oil royalties from underlying investments. If Oppenheimer brings in an LP via its adviser network, it receives 70% of the management fee and 50% of the carry. All of the oil royalties remain with Roc."

The Oppenheimer spokesman was unaware if the relationship with Roc remains ongoing, and Williamson has not yet responded to a request for comment.

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About This Author
Dan Primack
Dan Primack
Senior Editor, Fortune

Dan Primack joined Fortune.com in September 2010 to cover deals and dealmakers, from Wall Street to Sand Hill Road. Previously, Dan was an editor-at-large with Thomson Reuters, where he launched both peHUB.com and the peHUB Wire email service. In a past journalistic life, Dan ran a community paper in Roxbury, Massachusetts. He currently lives just outside of Boston.

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