By Dan Christensen, BrowardBulldog.org
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.
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.
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.