Miami developer hires governor’s pal; Scott, Cabinet green light Watson Island project

By Francisco Alvarado, BrowardBulldog.org 

Lobbyist William "Billy" Rubin, left, and Gov. Rick Scott

Lobbyist William “Billy” Rubin, left, and Gov. Rick Scott

In late March, state emails show, Florida’s Department of Environmental Protection was poised to pull the plug on a long-delayed, contentious plan to build a resort and mega-yacht marina on Miami’s Watson Island.

But developer Flagstone Island Gardens had an ace in the hole. A month earlier, the company hired Fort Lauderdale lobbyist William “Billy” Rubin, a longtime personal friend, business associate and political supporter of Gov. Rick Scott.

Within weeks of Rubin’s hiring, the DEP dropped its opposition to the estimated half-billion dollar resort project. Instead, Secretary Herschel Vinyard recommended the state waive a significant impediment: a deed restriction barring private development on Watson Island, land the state deeded to Miami in 1919.

Gov. Scott and the Cabinet unanimously approved the controversial waiver on May 19, state records show.

Such positive action by the state had seemed unlikely only two months before. At a March 26 meeting, top state environmental protection officials – including Deputy Secretary Katy Fenton and State Lands Manager Scott Woolam – had reiterated their opposition to the waiver to both the developer and the city.

“It became apparent to the city and Flagstone that a speedy flip of our longstanding position was not forthcoming,” Deputy General Counsel Thomas Sawyer wrote in an April 1 email to his boss and Fenton summarizing his department’s concerns.

Yet a speedy flip did come, and it happened in spite of objections from the Sierra Club, the Tropical Audubon Society, and Coral Gables lawyer Sam Dubbin, who represents Stephen Herbits, a condo resident on the Venetian Causeway who unsuccessfully sued the city to stop the project in 2004. In his complaint, Herbits argued Watson Island should only be used for public purposes and that the resort would block his condo’s view of downtown Miami.

Herbits, who used Florida’s public records law to obtain emails about the matter from both the state and the city said in an interview that lobbyist Rubin is the reason the waiver was granted.

‘ON INSTRUCTIONS FROM THE CAPITOL’

“Fenton, Woolam and Sawyer told us that the department had changed its position based on instructions from the Capitol,” Herbits said. “The developer sent in a lobbyist with direct access to the governor, who then shut the public out of the process.”

Florida Environmental Protection Secretary Herschel Vinyard

Florida Environmental Protection Secretary Herschel Vinyard

Rubin did not return phone messages seeking comment. But Flagstone’s lead lobbyist, Brian May, acknowledged that Rubin played an important role in convincing both Scott and Environmental Protection Secretary Herschel Vinyard that their client deserved to continue with its Watson Island development.

“I think Billy was very helpful,” May said. “No doubt, he did a great job.”

Gov. Scott’s spokesman, John Tupps, would not answer questions about Rubin’s role in securing the deed waiver, but provided this statement: “We trust the voters of Miami and the City Commission can decide what’s best for the development of Watson Island.”

Flagstone has fought to keep its project alive for more than a decade.

In 2001, Miami voters approved leasing prime waterfront land on Watson Island so Flagstone could develop its resort and marina. But 9/11 caused the first in a series of delays as Flagstone’s owner, Turkish businessman Mehmet Bayraktar, was unable to secure financing for the project. The real estate market crash in 2008 brought more problems as Bayraktar’s company was besieged by lawsuits and further delayed by dredging for the recently opened port tunnel.

Despite those setbacks, city commissioners and state officials granted Flagstone several extensions and lease modifications.

A rendering of Flagstone's Island Gardens on Watson Island

A rendering of Flagstone’s Island Gardens on Watson Island

In 2013, Flagstone announced it was teaming up with the Related Group to build a much larger version of the project. However, the partnership was short-lived as Related pulled out following opposition from Miami Beach city leaders about potential traffic congestion on the MacArthur Causeway.

Today, the site remains barren and overgrown.

As part of its agreement with Miami, Flagstone pays the city base rent of $2 million a year. Should the project get built, the city would also collect one percent of the revenues from the marina slips and two planned hotels and a shopping mall.

Herbits and other critics accuse the city of using outdated appraisals to determine those payments. Indeed, two recent appraisals conducted by the city found Flagstone ought to pay $7 million a year based on today’s real estate market.

After years of wrangling and delay, Flagstone and the city went to the Department of Environmental Protection in September 2013 asking help in securing the deed restriction waiver. They were met, however, by regulators’ concerns about the project’s viability after failing to break ground after more than a decade and Flagstone’s failure to pay off five court judgments it had earlier told the department it would satisfy by a January 2012 deadline.

Email traffic shows that environmental officials not only opposed the waiver, but wanted Miami to give the state 50 percent of the base rent instead of the 15 percent in the original agreement.

ENTER BILLY RUBIN

Months went by without any movement. Then, in February, lobbyist Rubin entered the picture.

Initially, the city wanted to retain Rubin to lobby on its behalf. On Feb. 7, Assistant City Manager Alice Bravo sent an email to Rubin saying the city was in the process of preparing a professional services agreement for him to sign.

Instead, Flagstone hired Rubin. Florida’s online lobbyist database shows he registered to lobby the executive branch on Feb. 19. He later reported Flagstone paid him between $20,000 to $29,000 for the quarter.

Rubin, owner of The Rubin Group, gave Flagstone the influence of a Tallahassee insider who was part the governor’s inner circle upon his election in 2010. Rubin helped select candidates for Scott’s transition team.

In the early 2000s, Rubin and Scott – along with then Broward Sheriff Ken Jenne – served together on the board of Cyberguard, a Deerfield Beach computer security firm in which both men had invested. Securities and Exchange Commission records show that Scott ultimately made more than $60 million from his Cyberguard investment.

The day Scott was elected, Rubin told the Tampa Bay Times that he’d met Scott in 1991 when the governor was building his Columbia/HCA hospital company. “We’ve stayed close ever since. I love him,” Rubin said at the time.

Rubin added that he would not benefit from Scott being in the Governor’s office. “I won’t be. I’ll quickly dispel that perception.”

In fact, Rubin is currently registered to represent 62 clients before the governor and executive branch agencies – including Flagstone and heavyweights like Florida Power & Light, Florida East Coast Railway and HCA Healthcare.

EVENTS MOVE FAST

Brian May, Flagstone’s other lobbyist, said the company retained Rubin because of his relationships with the governor and the Cabinet. He said it was done to counter Herbits and Dubbin’s efforts to stir things up at the Department of Environmental Protection.

“By the time we realized what was going on,” May said, “the best thing we could do is get Billy to lead the effort and get everyone to move forward.”

He added: “I am sure he spoke to the governor’s office since you don’t get on the cabinet agenda without talking to the governor’s office.”

Herbits disputed May’s version, noting that the department of environmental protection conducted its own research to determine that Flagstone had gotten a sweetheart deal.

“The state agency responsible for protecting the public interest was about to rule against the project,” Herbits said.

Spokeswomen for two Cabinet members, Chief Financial Officer Jeff Atwater and Agriculture Commissioner Adam Putnam, said that lobbyist Rubin did not meet with them or any members of their staff. A spokesperson for the third member of the Cabinet, Attorney General Pam Bondi, did not respond to questions.

Flagstone’s waiver request appears to have come before the Cabinet in May with unusual speed.

DEP counsel Sawyer’s email about the March 26 meeting says Deputy Secretary Fenton had informed Miami Assistant City Manager Bravo that placing the issue on the Cabinet’s May 13 agenda “was unreasonable” given that it usually takes three to four months to get an item on the calendar. He added that Fenton was “going to check the pulse of cabinet aides to determine if there is an interest in trying to rush this onto the May agenda.”

Herbits said he later was shocked to learn that Secretary Vinyard had not only put the Flagstone waiver on the Cabinet agenda for May 13, but had recommended its approval without mentioning his staff’s opposition. According to a transcript of the meeting, DEP staffers did not make any comments.

DEP spokeswoman Tiffany Cowie refused to answer specific questions about Sawyer’s email and Rubin’s involvement. This was her statement: “Based on the support of Miami’s voters and the city commission, the department brought this issue before the Florida Board of Trustees.”

According city administrators, Flagstone met a June 2 deadline to commence construction when the developer sent a diver to survey coral and other sea life that has to be relocated before dredging for the marina begins.

Florida revenue department files, then yanks tax lien against Gov. Scott and First Lady

By Dan Christensen, BrowardBulldog.org 

Gov. Rick Scott

Gov. Rick Scott

Like 96,413 other Floridians, Gov. Rick Scott and First Lady Ann Scott were hit last year with a lien for unpaid taxes by the state Department of Revenue.

Unlike most other taxpayers, however, the Scotts’ tax warrant was voluntarily withdrawn, and the lien released, by state revenue officials one week after it was recorded with the court clerk.

The lien, filed at the Collier County Courthouse in the Scotts’ hometown of Naples, demanded $421.64 to cover interest and fees regarding delinquent intangible taxes that the lien document indicates were imposed following an audit. It was withdrawn on Feb. 11, 2013.

“The department has now determined this warrant was filed in error,” the document says.

The Department of Revenue administers a variety of taxes, including the collection of the intangible tax that was largely repealed in 2007. Department spokeswoman Renee Watters said nine warrants seeking payment of delinquent intangible taxes were filed last year, and that one was voluntarily withdrawn due to error – the governor’s.

Department officials declined a public records request seeking access to its file on the matter, citing the confidentiality of taxpayer records.

Watters, however, offered some additional information about what happened. She said tax warrants are signed through an automated processing system, and not individually by hand. She said the Scotts’ warrant was signed by general tax administration program Director Maria Johnson and that Ben Azu, manager of the department’s Naples service center, signed the release of lien.

“The warrant was withdrawn because we made a payment processing error,” said Watters. “Payment had been timely, but there was a lag in the deposit of the payment that made it appear that it was late and therefore, $421.64 interest was improperly charged.”

Azu declined comment.

The governor’s office said Gov. Scott spoke to no one at the Department of Revenue about the tax warrant before it was withdrawn.

“The governor’s office was not aware of DOR’s error, or the work to correct DOR’s error. The matter was handled by private counsel at the time, and DOR corrected its error,” said spokesman John Tupps.

Florida law allows taxpayers to authorize the department to divulge specific information about their account. But the governor, through his office, declined a request by BrowardBulldog.org that he authorize the disclosure of records regarding the issuance and withdrawal of the tax warrant.

The governor’s private counsel, named in the tax lien, was Cummings & Lockwood, a law firm with offices in Connecticut and Florida, including Naples.

The firm’s chairman and managing director is Jonathan B. Mills. He did not return a phone message seeking comment.

Why the Scotts’ were assessed intangible tax is not known. Florida’s intangible tax on personal property such as stocks and bonds was repealed on Jan. 1, 2007. The repeal, however, did not include a nonrecurring assessment levied on taxpayers who lend money secured by a mortgage on Florida property.

At the time the lien was filed and withdrawn last year, the top job at the Department of Revenue was up for grabs. Among numerous applicants was interim executive director Marshall Stranburg.

Gov. Scott and the three elected Cabinet members named Stranburg as the department’s full-time executive director on April 23, 2013.

Through a spokeswoman, Stranburg was asked whether the governor or a representative of the governor contacted him about the tax lien.

Stranburg did not respond.

 

Florida’s First Lady invests quietly in investment firm that mirrors governor’s old company

By Dan Christensen, BrowardBulldog.org 

Governor Rick Scott and First Lady Ann Scott Photo: Meredyth Hope Hall

Governor Rick Scott and First Lady Ann Scott Photo: Meredyth Hope Hall

Florida First Lady Ann Scott doesn’t talk publicly about where she invests the many millions of dollars in assets her husband, Governor Rick Scott, has transferred to her since his election in 2010. She doesn’t have to because Florida’s public officials, including the governor, are not required to disclose a spouse’s assets.

But Securities and Exchange Commission records reveal one place she’s sunk a lot of money is an obscure “family” investment firm that boasts $160 million under management and operates using the online name Scott Capital Partners.

Scott Capital looks a lot like a corporate doppelganger of Richard L. Scott Investments, the governor’s private equity firm where he made millions for himself and his family putting together big-money investment deals.

SEC records show that three men who worked for Gov. Scott when he ran Richard L. Scott Investments now operate Scott Capital, which describes itself using the same three-sentence paragraph once used by RLSI. Scott Capital’s online portfolio boasts more than a half-dozen large investments actually made years ago by RLSI.

One of those investments was Solantic, which operated a chain of walk-in clinics. According to media reports, Gov. Scott transferred his $62 million investment in Solantic to his wife’s revocable trust amid allegations of conflict of interest shortly before taking office. Mrs. Scott reportedly sold the family’s stake in Solantic in June 2011.

Another Scott Capital feature that makes it look a lot like the RLSI organization run by Rick Scott is that RLSI’s law firm – Bradley Arant Boult Cummings – is now Scott Capital’s law firm.

That legal link also ties Scott Capital back to another Rick Scott venture because partner Stephen T. Braun, based in the firm’s Nashville office, was general counsel to Columbia/HCA Healthcare when Gov. Scott led that company. Braun and his firm have represented RLSI and Rick and Ann Scott in various stock transactions.

HIDING CONNECTIONS

While lineage with a sitting governor could be a valuable asset, Scott Capital has gone out of its way to obscure its connections to Florida’s governor and First Lady.

Online biographies of Scott Capital’s three principals – Gregory David Scott, Andrew K. Maurer and F. Bradley Scholtz – don’t mention that they once worked for Gov. Scott at RLSI. Instead, the bios each say they started with Scott Capital in the years the men actually began at RLSI.

The governor and Mrs. Scott would not be interviewed about Scott Capital, and the governor’s office did not answer written questions about the family’s relationship with the investment advisor firm based in Rowayton, Connecticut.

While Scott Capital doesn’t capitalize on its heritage, its website does not identify the firm’s own full legal name: G. Scott Capital Partners LLC. That omission is an impediment to obtaining public regulatory information about the firm and is odds with the company’s own statements on its annual registration applications to the SEC.

On those forms, the SEC requires investment advisers to disclose both their full legal name and the “name under which you primarily conduct your advisory business.” The name Scott Capital Partners isn’t listed on the company’s SEC filings.

The SEC disclosure forms are more forthcoming about the backgrounds of Gregory Scott, Maurer and Scholtz, stating that each worked for Richard L. Scott Investments LLC until 2012, around the time that name was shed and Scott Capital Partners was incorporated.

“Yes, it was in that time frame,” Scholtz said when asked when the name Richard L. Scott Investments was dropped and Scott Capital Partners was formed. Scholtz, who originates and evaluates private equity deals, referred further questions to Managing Director Gregory Scott.

Gregory Scott indicated his name was used to reflect his majority interest in the firm, which records show was organized as a limited liability company in Delaware in November 2012.

‘NOT RELATED TO RICK’

“I have the same last name. I’m not related to Rick, but that’s all I want to say. Why would I speak to a reporter?” he said.

SEC records say Gregory Scott owns 50 to 75 percent of the holding company that owns Scott Capital. Tally 1, a limited liability company incorporated in Delaware in November 2012 and controlled by the First Lady, owns the rest. The Frances Annette Scott Revocable Trust, which pumped $11.3 million into Gov. Scott’s 2010 campaign, owns a controlling interest in Tally 1.

Gregory Scott described the First Lady, an interior decorator by trade, as a “passive investor.”

The governor’s office did not respond to written questions asking whether Gov. Scott has an ownership interest in Tally 1. When Gregory Scott was asked if Gov. Scott was involved with Scott Capital he said, “That’s enough” and concluded the interview.

Gov. Scott’s lawyers told the Commission on Ethics last year that the governor placed all of his assets in a blind trust in 2011 to eliminate conflicts of interest by “blinding” himself to the nature of his enormous investments in stocks, bonds and other entities. The First Lady’s assets were not included and nothing in Florida law prevents the First Lady from telling her husband how she is investing the assets he gave her or prevents him from suggesting to her how she should invest her assets.

In March, BrowardBullldog.org reported that Florida’s 2013 blind trust law has proved ineffective in preventing public disclosure of the governor’s personal riches due to federal disclosure requirements regarding large stock transactions.

This year alone, through various entities including the blind trust, the Scotts made more than $20 million selling shares in two publicly traded companies, Argan and NTS communications. Argan’s principal subsidiary, power plant builder Gemma Power Systems, does business in Florida.

TRUSTEE IS EX-PARTNER, EMPLOYEE

A subsequent story reported that Alan Bazaar, chief executive of Hollow Brook Wealth Management which serves as the independent trustee of the governor’s $72 million blind trust, worked for Scott at RLSI for more than a decade prior to his run for governor. The governor and Bazaar also were partners a decade ago in a lucrative investment in a Deerfield Beach computer security company called Cyberguard.

Scott Capital reported to the SEC on March 27 that it provides management services for family investment accounts, a start-up private equity fund and an unspecified number of limited liability companies that facilitate large investments in single companies. The firm is paid a percentage of assets under management, performance fees and is reimbursed by clients for overhead.

As of Dec. 31, Scott Capital said it managed $160 million in client assets, most of it from a handful of high net worth individuals. Its public filings don’t identify them, but Scott Capital’s history, structure, ownership and portfolio indicate they include members of Gov. Scott’s family.

Scott Capital’s largest managed asset is RLSI-CSP Capital Partners, a limited liability company that SEC paperwork identifies as a private fund with a gross asset value of $120 million.

Gov. Scott created RLSI-CSP Capital Partners in 2005 in order to purchase Continental Structural Plastics, an Ohio-based automotive and air conditioning company supplier. Financial records made public last summer state that Gov. Scott put his ownership units in RLSI-CSP into his blind trust in 2011, valuing his stake at $14.2 million.

There is other overlap between the portfolios of Scott Capital and Gov. Scott’s blind trust. Both have reported large stakes in Pharmaca Integrative Pharmacy, a Colorado-based drug store chain, and Strike and Spare family entertainment and bowling centers of Tennessee.

A NEW DEAL

Scott Capital’s lone deal since Mrs. Scott’s investment is the May 2013 acquisition of of Valterra Products. The deal was accomplished using two limited liability corporations that Scott Capital’s SEC filings valued at $11.5 million. Valterra, headquartered in California, manufactures fluid control products for recreational vehicles, pools and spas and other industries.

Around the same time that Richard L. Scott Investments LLC employees moved to Scott Capital Partners, RLSI dropped the governor’s name and changed its name to Columbia Collier Management.

RLSI’s corporate history prior to 2007, the year of its incorporation in Florida, is unclear.  The venture capital firm with offices in Naples, Stamford, Connecticut and New York City, said it was established in 1997, yet a search of corporate records in more than a half dozen other states where Scott is known to have done business turned up no record that RLSI was previously incorporated.

Asked about that, the governor’s office did not respond.

It wasn’t until last year that First Lady Ann Scott began signing RLSI’s annual reports. This February, the company changed it name to that of the company that has managed it since 2007 – Columbia Collier Management.

Among Columbia Collier Management’s affiliates is another limited liability company set up by businessman Richard L. Scott in 2007, Columbia Collier Properties. Today, that entity is the registered owner of the Cessna Citation jet that Gov. Rick Scott uses to travel around Florida and elsewhere at his own expense, but with little public accountability.

The asset list for the governor’s blind trust does not mention Richard L. Scott Investments. It does, however, list ownership units in Columbia Collier Management that Scott valued at $2.2 million in April 2011.

Asked whether the governor maintains an ownership interest in Columbia Collier Management, spokesman John Tupps said, “Governor Scott is in full compliance with Florida’s blind trust laws.”

Gov. Scott chose a familiar face to manage his $72 million blind trust

 

By Dan Christensen, BrowardBulldog.org 

Alan Lee Bazaar, left, and Gov. Rick Scott

Alan Lee Bazaar, left, and Gov. Rick Scott

Most Floridians have never heard of Alan Lee Bazaar. Yet as chief executive of the New York investment advisory firm that serves as trustee of Gov. Rick Scott’s blind trust, Bazaar is the keeper of an important public trust for Florida’s citizens.

Bazaar and the company he runs, Hollow Brook Wealth Management, oversee Scott’s $72 million portfolio of stocks, bonds and other investments on the governor’s behalf. Their duty is to decide when to buy or sell the governor’s assets without telling him – in effect “blinding” Scott to his holdings and, by law, immunizing him from prohibited conflicts of interest.

Trustees of qualified blind trusts in Florida are supposed to be disinterested fiduciaries. Relatives of the governor, his political allies, state employees or any “business associate or principal” need not apply.

The governor’s office describes Bazaar and Hollow Brook as “independent” of Gov. Scott. Bazaar and Scott, however, are intimate, longtime associates at Richard L. Scott Investments, according to a variety of public records.

Bazaar was a principal at the governor’s Naples-based investment firm for nearly 11 years, serving in positions of responsibility and trust until shortly before the governor announced his candidacy in April 2010. Bazaar joined Hollow Brook shortly after leaving Scott’s firm.

Bazaar worked for Scott from July 1999 to January 2010 as managing director and portfolio manager. He “co-managed the public equity portfolio and was responsible for all aspects of the investment decision-making process, including all elements of due diligence,” according to a biography on file at the U.S. Securities and Exchange Commission.

DEEPER TIES

Scott’s relationship with Bazaar is deeper than employer-employee, and he and his family’s financial ties to Hollow Brook go beyond the blind trust.

SEC records show that more than a decade ago the two men were members of a Delaware company that invested several million dollars in a small Deerfield Beach computer security company – an investment that later yielded tens of millions of dollars in returns.

SEC records also show that today Hollow Brook is “investment adviser” to two other large entities in which Gov. Scott owns a beneficial interest, – “a family partnership controlled by Richard L. Scott’s spouse (the Scott Family Partnership) and a revocable trust for the benefit of Mrs. Scott’s spouse (the Scott Revocable Trust).”

Bazaar declined to discuss Hollow Brook or his work, past or present, for Gov. Scott. “We don’t speak to reporters,” he said.

The governor’s office was asked why Gov. Scott chose Bazaar to oversee his blind trust given their long-standing business relationship. A spokesman cited the state ethics code’s definition of business associate: “Any person engaged in or carrying on a business enterprise with a public officer….as a partner, joint venturer, (or) corporate shareholder where the shares of such corporation are not listed on any national or regional stock exchange.”

“Mr. Bazaar does not fall within that definition,” spokesman John Tupps said in an email.

The past relationship between Gov. Scott and the man who oversees his blind trust is nevertheless troubling, according to Dan Krassner, executive director of the nonpartisan government watchdog group Integrity Florida.

“The relationship certainly stretches the concept of an independent third-party making disinterested investment decisions,” said Krassner. “When the legislature said don’t use business associates, you would think that would prohibit involvement of someone’s portfolio manager.”

BLIND TRUST CREATED TO HIDE THE GOVERNOR’S ASSETS

Gov. Scott’s blind trust was created in 2011 to place a veil over Scott’s many financial assets and any transactions involving them. Under a state law enacted last year, the arrangement immunizes Scott from any prohibited conflicts of interest because those assets are considered to be outside Scott’s knowledge or control.

Last week, however, BrowardBulldog.org reported that the trust has been ineffective in preventing disclosures of the governor’s assets. Information about stock purchases and sales by the blind trust are a matter of public record elsewhere.

For example, U.S. Securities and Exchange Commission records show that since December 2012 the blind trust has sold millions of dollars worth of shares of Argan Inc., a company that does business in Florida through its power plant construction subsidiary, Gemma Power Systems. Scott continues to be the beneficial owner of approximately $27 million in Argan shares.

The law does not require Scott to make public the agreement he signed with Hollow Brook that created the blind trust, and his office declined BrowardBulldog.org’s request to release a copy.

Instead, Bazaar certified to Florida’s Commission on Ethics last July that the blind trust met the law’s requirements. There is no way to verify Bazaar’s assertion.

Gov. Scott picked Hollow Brook and Bazaar, who turns 44 this weekend, to manage his blind trust when it was created in April 2011. It was a comfortable selection for both men. Bazaar’s duties were similar to his former job at Richard. L. Scott Investments where he helped research and choose Scott’s investments.

SCOTT’S EYES AND EARS

At the firm, Bazaar was Scott’s eyes and ears when serving as a director on the boards of corporations in which Scott had taken a large investment stake.

A decade ago, for example, Bazaar was named to the board of directors of a company called Media Sciences International. Federal records state that Bazaar’s board membership was part of a deal in which Scott invested $1.25 million in exchange for a million shares of Media Sciences stock directly from the company.

Alan Bazaar, third from right, with other members of the board of directors of NTS communications

Alan Bazaar, third from right, with other members of the board of directors of NTS communications

As trustee of the governor’s blind trust, Bazaar continues to serve on boards of companies in which Scott is heavily invested.

One example is NTS, a broadband services provider. Bazaar joined the board of directors in 2012 in the wake of a settlement between management and dissident shareholders looking to make changes in order to maximize shareholder value.

Last month, Lubbock, Texas-based NTS merged with another company and its stockholders received $2 for each share they owned. SEC reports show that Scott’s blind trust owned 1.25 million shares worth $2.5 million. Scott was also the beneficial owner of an additional 3.7 million NTS shares held by the Scott Family partnership and the First Lady’s trust. The total value of the Scott’s NTS shares: $10 million.

In 2013, Bazaar also became a director at Wireless Telecom Group of Parsippany, N.J.

Two years before, Gov. Scott’s blind trust reported its initial assets included $434,000 in Wireless Telecom stock. When Bazaar joined Wireless Telecom’s board on June 12, 2013, the company disclosed that Gov. Scott was the beneficial owner of 1,872,265 shares, or 7.9 percent of the company. The market value of those shares was $2.26 million.

How many of those Wireless Telecom shares were assets of the blind trust is not known. The governor typically owns shares indirectly via trusts or partnerships and Wireless Telecom did not identify the entity or entities holding Scott’s shares.

Hollow Brook, whose employees also include Scott’s longtime corporate accountant Cathy Gellatly, charges its clients fees based on a percentage of assets under management and performance, according to SEC records.

SCOTT FAMILY’S ENORMOUS ASSETS

In the case of the Scott family, those assets are enormous. The governor’s blind trust alone holds assets valued at more than $70 million. The Scott family partnership and the First Lady’s revocable trust are worth upwards of tens of millions of dollars more, SEC records show.

SEC records reveal something else: an apparent coordination of transactions among those three entities, each of which owned huge parallel interests in some of the same stocks.

On more than one occasion, the blind trust, Ann Scott’s trust and the family partnership bought or sold large numbers of shares on the same day, at the same price and in the same or similar proportions.

Gov. Scott filed reports with the SEC disclosing two such transactions.

The first report states that on Nov. 2, 2011 the blind trust, Ann Scott’s trust and the family partnership each bought shares of NTS for which they paid a total of $750,000. The second filing reported proportional sales by those entities of 350,000 shares of Argan on Dec. 20, 2012. The sales grossed $6.3 million.

SEC records also disclose Bazaar’s personal investments in stocks that Scott owned.

For example, Bazaar was a member of Fernwood Partners II, a Delaware investment company that Scott and his wife, Ann, used in 1999 to invest $3.7 million in Cyberguard, a Deerfield Beach computer security firm.

As part of that deal, Cyberguard added Scott’s brother, William Scott, and former Columbia/HCA Healthcare executive David Manning to its board. Gov. Scott was Columbia/HCA’s chief executive until 1999 when he resigned amid a federal Medicare fraud investigation.

Others who later joined Cyberguard’s board included Gov. Scott’s longtime friends, Broward Sheriff Ken Jenne, who later went to prison for corruption, and Fort Lauderdale lobbyist William D. Rubin. For their board service, both men were granted Cyberguard shares worth hundreds of thousands of dollars.

Gov. Scott quietly rakes in millions from stock sales; Florida’s blind trust law ineffective

By Dan Christensen, BrowardBulldog.org 

Gov. Rick Scott Photo: Joe Burbank, Orlando Sentinel

Gov. Rick Scott
Photo: Joe Burbank, Orlando Sentinel

Over the last 15 months, Gov. Rick Scott and his wife, Ann, through various entities, made more than $17 million selling hundreds of thousands of shares of Argan Inc., a publicly-traded company whose subsidiary, Gemma Power Systems, does business in Florida.

The Scotts’ Argan profits were magnificent, more than quadruple their investment.

Gov. Scott’s blind trust sold 140,976 of those Argan shares worth $2.54 million on Dec. 20, 2012. After the sale, the blind trust retained more than 520,000 Argan shares worth $9.43 million.

You aren’t supposed to know that. Gov. Scott isn’t supposed to know it either.

Not long after taking office in 2011, Scott put his personal portfolio of stocks including Argan, bonds and other financial assets into the blind trust that’s managed by others. The idea was to eliminate any appearance of a conflict of interest between the governor’s financial assets and his official duties by “blinding” him  – and the public – to the nature of his vast holdings.

Yet an investigation by BrowardBulldog.org has found that the governor’s blind trust, and Florida’s qualified blind trust law, have been ineffective. They have not prevented public disclosure of Gov. Scott’s personal riches.

MILLIONS IN BLIND TRUST ASSETS VISIBLE 

Millions of dollars of assets placed in the Richard L. Scott Blind Trust – securities, partnership interests and the like – are not veiled as the law intended. They are visible to Scott or anyone else who knows where to look. They are a matter of public record.

The reason: Florida’s blind trust law is trumped by the public reporting requirements of the U.S. Securities and Exchange Commission.

“The public is not benefiting from Florida’s so-called blind trust policies. It’s really not a blind trust. It’s more like a removable blindfold,” said Dan Krassner, executive director of the nonpartisan watchdog group Integrity Florida.

No one in the governor’s office, including General Counsel Peter Antonacci, would be interviewed for this story.

Gov. Scott and First Lady Ann Scott

Gov. Scott and First Lady Ann Scott

In response to emailed questions, Scott spokesman John Tupps said, “The governor’s blind trust is controlled by an independent trustee by law. He has no knowledge of any blind trust activity or transaction since his assets were placed in the blind trust on April 30, 2011.”

Still, publicly available SEC records show that just two weeks ago the governor and the First Lady cashed out another $10 million from the stock market when their five million shares in the publicly traded telecommunications firm NTS, held indirectly through several entities they control, were acquired in a merger. NTS changed is name from XFONE in 2012.

Gov. Scott’s blind trust accounted for a quarter of that total, or $2.5 million, the records show. Half of the Scotts’ stake, including the blind trust’s shares, were acquired at a bargain basement price directly from NTS on Nov. 2, 2011 – nearly one year to the day after Scott’s election.

The governor voluntarily created his blind trust about four months after his inauguration. Because public officials in Florida are not required to report spouses’ holdings, only financial assets owned directly in Scott’s name, or by the Richard L. Scott Revocable Trust, went into the trust.

Florida’s qualified blind trust law, signed by Gov. Scott last May 1, allows public officers to find legal safe harbor from prohibited conflicts of interest by using such trusts to hold their assets outside their knowledge or control.

Over the summer, Scott sought a ruling from the ethics commission that his blind trust met the new law’s standards and that he was entitled to its protection. In September, after Scott’s lawyers disclosed a list of initial assets placed into the trust, the ethics commission ruled that “under the circumstances presented,” Scott’s blind trust complies with state law.

So far, the extremely wealthy Scott is the only public official in Florida to create a qualified blind trust to shield his assets, according to the Commission on Ethics.

‘SECRECY APPROACH FAILED’

Today, however, the governor’s safe harbor seems in jeopardy because of the blind trust’s inability to keep his assets hidden from public view.

Dan Krassner, executive director of nonprofit Integrity Florida

Dan Krassner, executive director of nonprofit Integrity Florida

“The secrecy approach to accountability has failed and full disclosure is the solution. Lawmakers should repeal the blind trust law and instead have a policy of full disclosure of private financial interests of public officials,” said Integrity Florida’s Krassner.

The blind trust’s shortcomings would appear to create an immediate potential problem for Gov. Scott in his oversight role as chair of the State Board of Administration.

The SBA, with more than $176 billion in public money under management, invests widely on behalf of the Florida Retirement System and other funds, including the Lawton Chiles Endowment Fund, which manages the state’s tobacco settlement monies. The funds are run day-to-day by SBA staff and an executive director who serves at the pleasure of the SBA’s trustees – Gov. Scott, Chief Financial Officer Jeff Atwater and Attorney General Pam Bondi.

The pension fund and the Chiles fund own stock in hundreds of corporations. We now know, however, that includes stock in companies in which the governor’s blind trust is also heavily invested. One example is Argan. At the end of 2013, the SBA reported the state funds owned $260,000 in Argan shares.

Do Scott’s large investments in corporations whose shares are also owned by the pension plan and the Chiles fund create a conflict for him as SBA chair?

“The interests in question were acquired prior to (Scott’s) holding office. Interests such as these, residing in an office holder’s blind trust, do not create any conflict of interest,” spokesman Tupps said in an email.

The SEC generally considers beneficial ownership of more than five percent of a publicly traded company’s shares to be significant enough to report to the public. Persons who acquire such a large stake must promptly disclose, then file updates to reflect material sales or purchases. Insiders who own more than 10 percent of a company are subject to additional reporting rules.

SCOTT’S NET WORTH $83.8 MILLION

Gov. Scott reported a net worth of $83.8 million in June. His stock holdings sometimes amount to hundreds of thousands, even millions of shares – stakes large enough to trigger SEC public reporting requirements.

Reports filed at the SEC detail a number of large transactions involving stock beneficially owned by the governor, including shares of Argan and NTS.

The reports bear Scott’s electronic signature as the person who filed them.

Asked about that, the governor’s office said Scott didn’t personally file those reports, adding they were filed by an authorized trustee on his behalf.

SEC regulations, however, require insiders and large beneficial owners like Scott who use an authorized representative to disclose. Representatives are instructed by the SEC to use their typed signature and then indicate that they are signing on behalf of the person they represent. Authorizing documents, such as a power of attorney, must also be filed publicly with the SEC.

SEC reports about the Argan and NTS transactions are signed by one person, Scott. And a review of related SEC records filed by Scott and his blind trust trustee, Hollow Brook Wealth Management, found nothing that authorizes others to sign government forms or schedules on the governor’s behalf.

$10.8 MILLION IN ARGAN SALES IN JANUARY

As recently as seven weeks ago, an ownership report filed under the governor’s electronic signature reported the sale of another 350,000 Argan shares in seven transactions from January 10 to January 22. The reported price per share was between $30 and $30.45. The gross sales price: $10.8 million.

The report lists Hollow Brook Chief Executive Alan L. Bazaar only as a “person authorized to receive [SEC] notices and communications.”

Scott’s report does not identify the specific accounts, trusts or entities involved in those most recent sales of Argan shares. But a prior insider report about the December 2012 Argan sales show the Scott family has used a trio of entities to buy and sell the company’s shares – the blind trust, the F. Annette Scott Revocable Trust, named for Florida’s First Lady, and the Richard L. and F. Annette Scott Family Partnership.

Together, those three entities grossed $6.3 million selling Argan shares at that time, Scott reported.

The Scotts remain large stakeholders in Argan. In January, following the latest sales, the governor disclosed that he remains the beneficial owner of 965,255 Argan shares, or 6.8 percent of the company. At Wednesday’s closing price for Argan stock of $28.10 a share, that’s $27.1 million.

While the federal government deems Scott to be a beneficial owner of his wife of 41 years’ revocable trust and her share of the family partnership, Florida does not require him to report that ownership interest or place it in the blind trust. To protect him back home, Scott’s reports to the SEC about his beneficial ownership include a small print disclaimer that they should not be construed as an admission that he is actually a beneficial owner.

According to its literature, Argan’s primary business is designing and building power plants through its wholly owned subsidiary, Gemma Power Systems.

In the early 2000s, before Argan acquired it, Gemma constructed plants in Bartow, Arcadia and Wachula for Progress Energy and El Paso International. After 2005, Gemma let its registration to do business in Florida lapse for several years. Gemma reinstated its registration with the Division of Corporations in March 2011.

NTS, recently acquired by affiliates of a Connecticut private equity firm, does not do business in Florida. NTS boasts obtaining $100 million in federal stimulus funds to bring its internet access services to rural areas in Texas and Louisiana.

THE SCOTTS DOUBLE DOWN

Records show that on Nov. 2, 2011, the Scotts doubled their substantial NTS stake by taking advantage of an offering to existing shareholders to buy additional shares directly from the company at a discount to the market. The blind trust, the First Lady’s revocable trust and the family partnership paid $750,000 to acquire more than 2.5 million shares, Scott reported. The shares cost 30 cents each. Open market trades of NTS shares that day ranged from 40 to 41 cents a share.

Last month, the Scotts received $2 a share for each of the five million NTS shares they began accumulating in 2007. Profit: $2.5 million.

But the Scott’s NTS gains are eclipsed by profits from their investments in Argan.

In February 2011, about two months before the blind trust was created, Scott reported he was the beneficial owner of 1,673,000 Argan shares. Records show he’d acquired those shares, about 14 percent of the company, in a half dozen transactions by a limited liability company called Argan Investments since 2006.

In the fall of 2010, Argan Investments was dissolved and its holdings distributed to its members: the First Lady’s trust, the family trust and the Richard L. Scott Revocable Trust, which was later placed into the blind trust.

The Scotts paid $9.5 million for their Argan shares. In little more than a year they’ve sold less than half their stake for $17 million while retaining nearly a million shares worth many millions more.

SEC files contain public information about other stocks that were listed as assets in the governor’s blind trust in 2011.

MeetMe is a social networking company known as Quepasa Corp. when it was based in West Palm Beach. It was registered to do business in Florida from 2007 until last September.

MRS. SCOTT BUYS A MILLION SHARES AS 2013 LEGISLATURE CONVENES

The blind trust document valued the governor’s Quepasa investment at $1.4 million. That translated to about 167,000 shares at the time the trust was established.

While no subsequent reports were filed with the SEC regarding Scott’s MeetMe investment, the New York City investment firm Scott hired to manage his blind trust, Hollow Brook, reported holding 331,628 MeetMe shares at the end of 2012.

Hollow Brook has other clients and its report does not identify the owner or owners of those MeetMe shares. Still, MeetMe reported a few months later that in exchange for $2.75 million Richard L. Scott Investments had acquired one million MeetMe shares on the first day of the 2013 Legislative session.

Richard L. Scott Investments, now run by Ann Scott, changed its name this year to Columbia Collier Management. Among its other assets: the nine-passenger Cessna Citation business jet Gov. Scott uses to fly around Florida at his own expense, according to Federal Aviation Administration records.

Hollow Brook’s quarterly holdings report for the period ending Sept. 30, 2013 listed 1,331,628 MeetMe shares. By year end, however, Hollow Brook reported holding no MeetMe stock.

What happened to the MeetMe shares owned by the governor’s blind trust and Richard L. Scott Investments, now known as Columbia Collier? Were shares sold, transferred or otherwise disposed of?

SEC records don’t say. Scott’s office said the governor doesn’t know, and Hollow Brook Chief Executive Alan Bazaar declined to comment.

Governor’s office clams up about Kisslan resignation, breakdown in appointment process

By Dan Christensen, BrowardBulldog.org 

Gov. Rick Scott

Gov. Rick Scott

Gov. Rick Scott’s office says it vetted Sunrise City Attorney Kimberly Kisslan before her recent appointment to the governing board of Broward Health, yet failed to uncover damaging information that led to her abrupt resignation last Friday amid an inquiry.

The governor’s office, however, has refused to explain that breakdown in the appointment process or say what steps, if any, were taken to ensure that such a lapse would not reoccur.

“In this case, either the vetting process was inadequate in design and execution or the appointee deliberately failed to disclose relevant information, or both,” said Anthony V. Alfieri, director of the University of Miami School of Law’s Center for Ethics and Public Service.

Said John Tupps, a spokesman for Gov. Scott, “Our office conducts appropriate back-grounding on all applicants.”

Kisslan was the sheriff’s legal counsel under Broward Sheriff Ken Jenne. Jenne went to prison in late 2007 after pleading guilty to federal corruption-related charges of mail fraud and filing false income tax returns.

While working for BSO, Kisslan did personal legal work for Jenne that later became a focus of the criminal investigation. On May 1, 2007, she testified under a grant of immunity before a grand jury after apparently invoking her Fifth Amendment privilege against self-incrimination.

While Kisslan’s testimony is secret, her role in Jenne’s scheme is a matter of public record in court papers that explain the factual basis for Jenne’s guilty plea.

Kimberly Kisslan as BSO general counsel in 2007. Photo: BSO

Kimberly Kisslan as BSO general counsel in 2007. Photo: BSO

One document signed by Jenne, his lawyers and prosecutors says Kisslan helped Jenne to coordinate with a BSO vendor to obtain the demolition of a house with code compliance issues that Jenne owned in Lake Worth. Philip Procacci, a developer who leased office space to BSO, later paid $8,130 to have the house demolished. Jenne never reported the payment on his income tax return.

Kisslan and Procacci appeared on Jenne’s behalf before the Lake Worth Code Enforcement Board on June 28, 2001. Kisslan later wrote the sheriff a memo about it, but “deliberately” didn’t use BSO letterhead because she knew it was personal work for Jenne, the document says

As Kisslan and Procacci were arranging for the demolition, Procacci and Kisslan also were negotiating an amendment to a BSO lease with Procacci for space in a Plantation building.

Sheriff Jenne signed the deal committing BSO to lease an additional 5,000 square feet of space for five years – at an added cost of $348,000 – two days after Kisslan and Procacci appeared on his behalf before the code enforcement board.

In addition to negotiating the lease deal, Kisslan witnessed Jenne’s signature, the document says.

Kisslan did not respond to requests for comment on the matter.

An important duty of the governor is to appoint leaders to an array of government jobs – from a vacant judgeship or seat on a county commission to board members who serve on housing authorities, planning and service councils and hospital and water districts.

The governor’s appointments office supports Scott in his “major obligation to appoint qualified, representative and appropriate people.”

Requests to speak with Scott and Carrie O’Rouke, who oversees appointments as the Director of External Affairs, were declined by the governor’s office.

Individuals who have applied for and obtained appointments under Scott describe a process that is not necessarily uniform.

Gov. Scott interviews some applicants personally. Others he does not. The Florida Department of Law Enforcement conducts background checks if requested.

Applicants for a gubernatorial appointment are asked to complete under oath an eight-page questionnaire. Among the 30 questions: Have you ever been “arrested, charged or indicted” or “has probable cause ever been found that you were in violation of the Code of Ethics for Public Officers and Employees?”

No follow up questions seek to explore the subject further.

Kisslan answered “no” to both questions on her questionnaire.

Governor’s choice for Broward Health board got immunity to testify in Jenne case

By Dan Christensen, BrowardBulldog.org 

Former Sheriff Ken Jenne the  day he pleaded guilty to federal corruption charges in September 2007. Photo: WSVN

Former Sheriff Ken Jenne the day he pleaded guilty to federal corruption charges in September 2007. Photo: WSVN

Gov. Rick Scott’s recent choice to serve on the governing board of tax-supported Broward Health testified under a grant of immunity before the federal grand jury that investigated disgraced former sheriff Ken Jenne.

Attorney Kimberly Kisslan’s grand jury testimony is secret. But her role in Jenne’s case is contained in court papers filed by the U.S. Attorney’s Office in September 2007 to explain the factual basis for Jenne’s guilty plea to various corruption charges.

Kisslan, currently the city attorney for Sunrise, was the sheriff’s legal counsel under Jenne. She represented the police agency, but also did personal work for Jenne that landed her before the grand jury.

The work involved helping Jenne to coordinate the demolition of a home with code compliance issues that the sheriff owned in Lake Worth. Kisslan worked with Philip Procacci, a Broward Sheriff’s Office vendor Jenne had asked for assistance, to make it happen, court papers say.

Procacci, a developer who leased office space to the sheriff’s office, ultimately paid $8,130 to demolish Jenne’s house. Jenne never repaid the money and ultimately pleaded guilty to a number of charges that included not reporting the payment on his behalf on his federal income tax return.

DEMOLITION AND A DEAL

Kisslan and Procacci appeared before the Lake Worth Code Enforcement Code Board as Jenne’s representatives on June 28, 2001. Kisslan later wrote Jenne a memo about what occurred, but “deliberately chose not to put the memorandum on BSO letterhead because she recognized that she was doing work not for BSO but rather for Jenne personally,” court papers say.

Kimberly Kisslan as BSO general counsel in 2007. Photo: BSO

Kimberly Kisslan as BSO general counsel in 2007. Photo: BSO

While the demolition was being arranged, Procacci also was negotiating an amendment to an existing BSO lease for a building in Plantation. Two days after Kisslan and Procacci’s appearance in Lake Worth Jenne signed a deal with Procacci that committed BSO to lease an additional 5,000 square feet of space for five years at an added cost to BSO of $348,000.

Kisslan was “the attorney who negotiated the lease extension and signed the extension as a witness,” says the factual statement signed by prosecutors, Jenne and his lawyers.

The sheriff’s counsel works for the sheriff in his official capacity, not for the sheriff personally. Yet records show Kisslan worked with Procacci to obtain the demolition for Jenne while knowing the sheriff was handing Procacci a valuable BSO lease extension.

Kisslan did not respond to several requests to discuss her private legal work for Jenne, her immunity deal with the U.S. Attorney’s Office or to say whether those matters came up during her pre-appointment discussions with the governor’s office.

The governor’s office, asked for comment about the matter on Monday and again Tuesday, declined to say whether it was aware of Kisslan’s immunized grand jury appearance.

“We are looking into it,” spokesman John Tupps said Tuesday evening.

Broward Health, whose legal name is the North Broward Hospital District, is among the largest public health systems in the nation. Gov. Scott appointed Kisslan to a four-year term on the district’s board of commissioners on July 19.

IMMUNITY RAISES QUESTIONS

Anthony V. Alfieri, Director of the University of Miami School of Law’s Center for Ethics and Public Service, called Kisslan’s appointment “troubling.”

“When an appointee is caught up in a federal criminal justice investigation of public corruption that results in a conviction, in which the appointee is granted immunity and in which her conduct raises questions about her candor and conflicts of interest, that should be relevant to the governor in making an appointment,” said Alfieri. “It certainly is important to Floridians to know that not only the best and brightest, but the best principled and right-minded people are serving the people of Florida.”

“If in fact this is coming to light the first time then it suggests that Kisslan deliberately declined to disclose this fact,” said Alfieri. “And to the extent that her nondisclosure shadows the appointment process it suggests that process may have been flawed and that it may not have been a full and fair deliberation.”

Candidates for gubernatorial appointments complete a seven-page questionnaire in which they are asked to discuss their qualifications and provide references.  They are also asked to declare whether they’d ever been arrested, charged or indicted or had a probable cause finding that they’d violated Florida’s Code of Ethics for Public Officers and Employees.

Kisslan answered “no” to the two latter questions about possible past problems. Her references were Fort Lauderdale lawyer Edward A. Dion, a former county attorney who was her boss at BSO; Broward Circuit Judge Elijah H. Williams and retired Broward Circuit Judge Robert A. Rosenberg.

A graduate of South Broward High School who obtained her law degree from the University of Florida in 1991, Kisslan worked for Jenne’s law firm, Conrad, Scherer & Jenne, until not long after Jenne became sheriff in 1998 and hired her to work at BSO.

Kisslan stayed 10 years. She left in July 2008 to go to work for the Law Office of Stuart R. Michelson. Michelson, the husband of then-County Commissioner Ilene Lieberman, had just been awarded a controversial, no-bid contract to be Sunrise City Attorney. Kisslan was his assistant until she took over as Sunrise’s $173,000-a-year city attorney in 2011.

During the 2007 grand jury investigation, Miami criminal defense lawyer Scott Srebnick represented Kisslan for $400 an hour at taxpayer expense. Over two months, the cost to BSO was $11,500.

Typically, prosecutors offer limited immunity to witnesses who have declined to answer questions on the ground that their truthful answers may tend to incriminate them. Agreements that confer such immunity are known as “queen-for-a-day” letters.

On his March bill, Srebnick charged BSO for a half hour telephone conference on March 16 with Kisslan and an assistant U.S. attorney (AUSA). Three days later, he billed again to “review immunity letter” and attend another conference with Kisslan and the prosecutor. On March 20, he billed four and a half hours for yet another conference between his client and the government.

Srebnick’s bill for April outlined further conferences and meetings. They include charges for a four-hour “AUSA debriefing” of Kisslan on April 10 and another six hours for Kisslan’s “grand jury appearance in Fort Lauderdale.” 

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