In June 2013, the Wall Street Journal asked Republican mega-donor Warren Stephens about the state of small businesses across the US. The Arkansas banking mogul said they were being squeezed by excessive federal regulation, and singled out one agency in particular: the Consumer Financial Protection Bureau (CFPB).
“The stories we hear about that are pretty scary,” the billionaire said.
What went unmentioned was that at the time, the same federal watchdog that Stephens was thrashing was investigating the practices of an online payday lender that had been part of his business empire.
Leaked offshore financial records reveal that Stephens had quietly used a set of family trust funds to own a large stake in the parent of the loan company, Integrity Advance, during the time in which the federal agency alleges that the lender ripped off tens of thousands of consumers. The agency says Integrity Advance broke the law by misleading borrowers about the high costs of their loans and aggressively siphoning money out of their bank accounts.
Details of Stephens's links to the payday lender were uncovered in a joint reporting effort by the International Consortium of Investigative Journalists and media partners around the world. The reporters drew from a cache of nearly seven million leaked files from the offshore law firm Appleby Global and corporate services provider Estera, two businesses that operated together under the Appleby name until Estera became independent in 2016. The records were obtained by German newspaper Süddeutsche Zeitung.
Through a spokesperson, Stephens declined to provide comment for this story.
Republicans and Democrats
Stephens is one of a constellation of major US political donors connected to offshore holdings that appear in the law firm’s internal files.
This list includes some of President Donald Trump’s foremost donors, who together funnelled nearly $60 million to organisations supporting his campaign and transition. They include casino magnate Sheldon Adelson, resort owner Steve Wynn, hedge fund managers Robert Mercer and Paul Singer and private equity investors Tom Barrack, Stephen Schwarzman and Carl Icahn.
Prominent Democratic donors also appear in the law firm’s files.
The documents raise questions about whether Democratic donor Penny Pritzker properly followed federal ethics rules that seek to limit politicians from participating in government matters that could affect their financial holdings. As part of this process, Pritzker pledged to divest from more than 200 firms after she was confirmed as President Obama’s commerce secretary in 2013. The leaked records reviewed by ICIJ show that, in two cases, Pritzker transferred assets to a company owned by her children’s trusts. The documents list this company at the same Chicago mailing address as Pritzker’s own investment management firm.
These transfers may not have erased the potential conflicts in question and may have run afoul of federal ethics rules, according to Lawrence Noble, senior director of ethics at the nonprofit and nonpartisan Campaign Legal Center. Public records indicate her daughter was under 21 when the assets were transferred, meaning the supposedly divested assets may still have been attributable to Pritzker herself. “Under normal circumstances, if one of the beneficiaries is under 21 and they’re still a dependent child, it doesn’t meet standard of divesting assets,” Noble said.
A spokesperson for Pritzker did not respond to numerous calls and emails asking for comment.
Private equity funds controlled by Democratic mega-donor George Soros used Appleby to help manage a web of offshore entities. One document details the complex ownership structure of a company called S Re Ltd that was involved in reinsurance, or insurance for insurers. The structure, a chart shows, included entities based in the tax havens of Bermuda and the British Virgin Islands.
A spokesperson for Soros – who has donated money to ICIJ and other journalism outlets through his charitable organisation, the Open Society Foundations – declined to comment for this story.
The leaked documents’ revelations about the offshore activities of top American political donors underscore concerns about how the global system of tax havens helps the rich and powerful operate in ways that, while often legal, provide them advantages not available to average citizens.
In recent years, Warren Stephens himself has been an increasingly generous political donor. During the last federal election cycle, Stephens gave more than $13 million to conservative groups and candidates, making him the eighth largest Republican benefactor of the campaign cycle. Stephens opposed Trump in the presidential race, contributing millions to anti-Trump groups.
Stephens also gave to groups that have fought to weaken the Consumer Financial Protection Bureau, which was created at the urging of the Obama administration in the aftermath of the 2008 financial crisis. During last year’s campaign season, Stephens contributed more than $3 million to the Club for Growth, a conservative political action committee that has pushed for Congress to strip away the CFPB’s rulemaking and enforcement powers. Last year, Stephens was named the campaign finance chair for French Hill, an Arkansas Republican congressman who has been a fierce opponent of the CFPB.
Along with bankrolling partisan battles in Washington, Stephens has used his investment bank, Stephens Inc, to launch an online video series that seeks to improve millennials’ opinion of free-market economics. The series is intended to inspire viewers to “celebrate capitalism, its inherent social contract, and the good it can do for our society,” according to Stephens. He says his aim is to reverse the growing notion that the free market is “a system that enriches a few at the expense of the many.”
Payday battles
The battle over payday lending began long before Stephens’s under-the-radar involvement in the industry began.
Payday lenders make small loans – often for $500 or less – to borrowers who need money fast. State regulators have accused many payday operators of trapping customers in cycles of overpriced debt. Some payday lenders have tried to sidestep scrutiny from state authorities by enlisting commercial banks and even Native American tribes to act as front organisations for them.
In late 2011, representatives of Stephens and his business partner, James Carnes, contacted Appleby to incorporate two offshore entities for a new venture related to small-dollar lending. The correspondence included a group of documents that detail the pair’s co-ownership of Integrity Advance’s parent company, Hayfield Investment Partners. Among these were a set of documents asserting that Stephens had made a “significant investment” in the company in 2008, causing him to own more than a third of Hayfield by 2012. The same document goes on to assert that Hayfield’s “main two controllers are Warren Stephens and James Carnes.”
One set of leaked documents shows that Stephens invested in the lending operation primarily through three family trusts, which put more than $13 million into Hayfield. Two investment funds with addresses listed at Stephens Inc’s headquarters contributed an additional $1.7 million, according to the records.
Documents also show that various Stephens Inc executives and other acquaintances of Warren Stephens also invested in Hayfield via a company associated with Stephens. This included the golf star Phil Mickelson, who chipped in $12,000, according to the documents.
In its legal action against Integrity Advance, the CFPB emphasised Carnes’s 52 per cent ownership of Hayfield – which derived the bulk of its profits from Integrity Advance – as well as his management of the lender. Yet it appears that neither financial enforcement regulators, nor the news media, have ever mentioned Stephens’s sizable stake in Hayfield.
Citing pending litigation, a spokesperson for James Carnes declined to provide comment for this story.
Borrower complaints
As Integrity Advance’s business grew, so did complaints to state regulators from its borrowers across the country. By November 2012, Integrity Advance had received cease-and-desist letters from state regulators in Connecticut, Kentucky, Illinois, Mississippi and South Carolina, according to a federal filing. In May 2013, a Minnesota district court ordered the company to pay nearly $8 million in civil penalties and victim restitution, asserting that the firm had “targeted some of the State’s most financially vulnerable citizens” with interest rates as high as 1,369 per cent.
In ruling against Integrity Advance, the Minnesota court described a process that would become familiar in regulatory filings involving the lender: borrowers found Integrity Advance online, took out small loans, and then would see large withdrawals from their bank accounts for interest and services fees. After several months, such costs alone could far exceed the amount they’d originally borrowed.
One borrower, Nils Paul Warren, a broadcast audio technician for NASCAR in Orlando, Florida, complained to the state’s financial regulators that he’d been forced to shell out more than $1,300 to repay a short-term $500 online loan he got from Integrity Advance in 2009 – a sum far more than what he had expected or thought legal.
“I think the bulk of their clientele are people who are a paycheck away from being homeless,” Warren told ICIJ in a recent interview.
He recalls asking one Integrity Advance representative: “You’re doing this to people in bad situations, people who can’t afford this to begin with, and you’re taking advantage of them even more?”
Warren said the state never responded to his complaint.
He wasn’t the only borrower to contact state officials about the lender. Public records requests that ICIJ submitted to state regulators across the country yielded dozens of consumer complaints about the company’s lending and collections practices.
“I have been devastated by this entire situation and on the verge of eviction because of the illegal fees,” stated a complaint of one Michigan borrower, who alleged she’d been harassed by collectors for the Integrity Advance loan.
“They keep calling me at work,” an Ohio woman wrote in a complaint alleging she’d already paid a total of $956 for a $400 loan. She claimed that collectors for the lender at first “said they were from the FBI”.
Public records show that Integrity Advance responded to the Michigan and Ohio complaints with nearly identical letters categorically denying the allegations and stating that it “at all times acted properly and in accordance with our contractual commitments and applicable law.”
Both letters stated that “without the obligation to do so” Integrity had “marked her account as ‘paid in full’,” with the “understanding that she will not be able to obtain credit from Integrity in the future.”
CFPB Steps In
Eventually, Integrity Advance would be pursued for its lending practices throughout the US. In January 2013 – just weeks after Stephens and Carnes sold large portions of Hayfield’s assets to a “pawn loan” specialist called EZCORP, Inc – the watchdog sent Integrity Advance a letter demanding information about its lending practices.
Such a letter would have alarmed any business. This was not a lone, overmatched state regulator. Instead, the CFPB represented a new and powerful force in Washington: an agency with a nationwide jurisdiction and staffed with attorneys solely devoted to rooting out abusive practices by financial firms that operate across state lines. The CFPB had been created in part because of concerns about the difficulties encountered by state authorities trying to crack down on payday lenders.
Not everyone celebrated the new agency.
In mid-2013, Stephens told an Arkansas business and politics journal that the Consumer Financial Protection Bureau was “the most misnamed thing of all time,” adding: “It’s almost like we’re going to deny people credit instead of protect them. We’re going to protect them by not giving them any credit.”
Financial trade groups enlisted their Republican allies in labelling the new watchdog as a key target in the push to dismantle the Obama administration’s regulatory legacy. The CFPB has had to defend itself against successive legal challenges based on the assertion that it has no constitutional right to exist. Its court battles have been coupled with attempts to turn public opinion against the office, with one group creating ads last year slamming the agency and encouraging people to write to their members of Congress to put an end to its “abusive practices”.
During the presidential campaign, Donald Trump pledged to undo the reforms enacted by the 2010 Dodd-Frank financial reform law, which established the CFPB. With Trump’s ascent to the presidency, the agency’s future is more uncertain than ever. In October 2017, Senate Republicans voted to block a CFPB rule that would have eased the ability of customers to join together to sue their banks. The vote was seen as the largest victory so far for banking interests during the Trump administration.
Hayfield and Appleby
Stephens’s position as a billionaire business leader was not only useful for mounting attacks on the new federal finance watchdog. His stature also came in handy in pitching Hayfield as a client to Appleby. A confidential business plan that Hayfield sent to Appleby in November 2011 boasts of Stephens being “recognised as one of the foremost authorities” in the US consumer finance industry.
An internal Appleby memo assessing Hayfield dwells on Stephens’s business successes and points to his estimated $2.8 billion personal fortune, stating that Stephens is the “490th richest man in the world.”
Appleby went on to accept Stephens’s business. In 2012, in order to verify his identity when registering a new offshore Hayfield subsidiary, Stephens provided Appleby with a scanned copy of his passport, a personal reference and even his home electricity bill. (Appleby helped incorporate offshore firms that amounted to separate Hayfield subsidiaries, but had no role with Integrity Advance.)
Publicly available evidence of Stephens’s link to Hayfield and Integrity Advance is scarce. One clue was a Stephens Inc representative’s signature that appeared at the bottom of a December 2012 SEC filing detailing the sale of Hayfield assets to EZCORP.
In Appleby’s files, Stephens’s name emerges repeatedly in language that portrays him, in his capacity as an investor, as an important figure in Hayfield’s business ventures – a narrative wholly absent from the CFPB’s various filings against Integrity Advance. The only place his firm is referenced in CFPB’s public case file is in a deposition given by James Carnes, in which he makes references to a private equity fund named “Stephens” that he said had held a large stake in the firm since 2008.
In early 2013, the CFPB formally demanded that Integrity Advance turn over names of anyone who owned more than 5 per cent of the lender. In response, the agency received an chart detailing the names of several of Hayfield’s primary owners. There was one notable exception: Warren Stephens.
Strategy shift
A review of financial documents and sworn statements by Carnes indicates that Stephens himself profited handsomely from the sale of the embattled company, receiving millions of dollars from his investment in Hayfield.
Even in the months preceding its sale, Hayfield was quietly contemplating a shift into a new and controversial trend in the payday industry, according to the Appleby firm’s documents.
In 2011 and 2012, the records show, Hayfield Investment Partners communicated with Appleby about incorporating offshore firms intended to provide consulting services to American Indian tribes interested in becoming online lenders. One Appleby memo states that the initial client would be the Turtle Mountain Band of the Chippewa Indians, which occupies a reservation in northern North Dakota.
To secretively solicit third-party IT providers for clients without giving away ownership details of the consulting group, according to an Appleby memo, Carnes and Stephens would establish a shell company called Black Oak Consulting that they would register in the British Virgin Islands, an offshore haven known for banking secrecy.
The pair would then incorporate Rustic Hill Advisors in the Isle of Man. Rustic Hill would provide the actual consulting to customers, with third-party service providers funnelled to it under a veil of confidentiality by Black Oak, the memo states.
It’s unclear from the records whether Hayfield’s plans to work with the Turtle Mountain Band or other Native American groups became a reality. In response to questions about the offshore consultancies, a spokesperson for the Turtle Mountain Band of Chippewa Indians said that he was unable to locate any records of having done business with the entities.
Hayfield and its subsidiary, Integrity Advance, soon had other problems. In November 2015, the CFPB issued a notice of charges against Integrity Advance and Carnes, alleging an ongoing and systematic effort to deceive borrowers from its founding in 2008 until it stopped issuing loans in December of 2012. In 2016, an administrative law judge issued a ruling recommending that Integrity Advance and Carnes pay more than $50 million in civil penalties and restitution to its victims. (Such a recommended decision precedes a final determination on penalties by the CFPB’s director.)
Carnes and Integrity Advance are appealing the decision, arguing that “the findings of fact, conclusions of law, and proposed relief are arbitrary, capricious, an abuse of discretion.”
They are also countersuing the agency, alleging that the federal watchdog exceeded its authority in pursuing Integrity Advance because the payday lender is not covered under the agency’s mandate.
The bureau, the countersuit alleges, is pursuing an “unconstitutional retroactive application of the law”. Echoing the financial industry’s broader attacks on the CFPB, the countersuit claims that President Obama’s 2012 recess appointment of the financial watchdog’s director, Richard Cordray, was also unconstitutional.
Citing the pending litigation, the CFPB declined to provide comment for this story.
