A new court filing about Sam Bankman-Fried’s bankrupt companies reveals a crypto empire that was colossally mismanaged and potentially fraudulent — a “complete failure of corporate controls” that eclipses even that of Enron.
“Never in my career have I seen such a complete failure of corporate controls and such a complete absence of trustworthy financial information as occurred here,” FTX’s new CEO, John J. Ray III, wrote in a court filing Thursday. He previously oversaw Enron’s liquidation in the 2000s, among other bankruptcy cases.
Now, Ray is overseeing an “unprecedented” mess, by his own account, in the collapse of the crypto exchange, its sister hedge fund Alameda and dozens of affiliated entities. Ray, a restructuring specialist, took over as CEO from Bankman-Fried nearly a week ago, when the group filed for Chapter 11.
Ray’s assessment offers one of the first definitive accounts of what went wrong at FTX and Alameda.
Among the many problems the new management has uncovered are unreliable financial statements, the mishandling of confidential data (including using an unsecured email account to manage private crypto keys), and the diverting of corporate funds to purchase homes for employees in the Bahamas.
FTX also lacked centralized control of its cash, according to the filing. The mismanagement of funds was so poor under Bankman-Fried that the new management does not yet know how much cash FTX Group holds. Ray and his team have only been able to approximate the amount of cash available — about $564 million.
That compares with a roughly $8 billion shortfall that Bankman-Fried reportedly told investors last week that FTX would need.
“There are, at best, signs of just absolute non-control and power in the hands of just a couple of people,” said Eric Snyder, head of the bankruptcy department at Wilk Auslander, which is not involved with the FTX case. “At worst, there’s a systemic fraud of billions of dollars.”
Bankman-Fried has not been charged with any crimes. His lawyer Martin Flumenbaum didn’t respond to CNN Business’ request for comment.
In the filing, Ray also sought to distance FTX’s new management team from Bankman-Fried, who he said continues to make “erratic and misleading” statements on Twitter and in statements to the press.
In an interview with Vox over Twitter this week, Bankman-Fried, who’d built a reputation as an advocate for greater regulatory oversight on the industry, told a reporter it was all “just PR.” He added: “F**ck regulators. They make everything worse.”
Bankman-Fried has also taken to Twitter to air his thoughts on the events of the past week and a half, a period in which his own personal fortune, estimated at $16 million earlier this month, has evaporated.
Since losing control of his companies, Bankman-Fried has retained a white-collar criminal defense attorney from the firm Paul Weiss. The attorney, Flumenbaum, has previously represented the sons of Ponzi schemer Bernie Madoff and junk-bond trader Michael Milken, who spent two years in prison for securities fraud in the late 1980s.
Federal prosecutors for the Southern District of New York are investigating the collapse of FTX Trading, a person familiar with the matter told CNN. Authorities in the Bahamas, where FTX is based, launched a criminal probe into the firm over the weekend.
In a thread of more than 30 tweets this week, Bankman-Fried said he would still try to raise funds to make customers whole. In one, he lamented how “once upon a time—a month ago—FTX was a valuable enterprise…and we were held as paragons of running an effective company.”
But Thursday’s filing by FTX’s new CEO paints a starkly different portrait of how the company was run.
One of the most compelling elements of Ray’s assessment points to the “the use of software to conceal the misuse of customer funds,” and a “secret exemption” of Alameda from aspects of FTX’s auto-liquidation protocol.
Although Ray doesn’t explicitly accuse the company of fraud, Snyder says, the document contains what lawyers refer to as “badges,” or indications, of it.
“When you say you’re using backdoor software to misuse customer funds and exempt one of your major affiliates from an auto-liquidation protocol, those are badges of fraud.”
Auto-liquidation refers to when an exchange like FTX automatically sells traders’ collateral when they fall into the red. An exemption for Alameda would suggest the hedge fund had an extra measure of protection against high-risk bets.
One of the most pervasive failures, Ray said, was the absence of record-keeping. Bankman-Fried often communicated on applications set to auto-delete after a short period of time, and encouraged staff to do the same.
Ray also noted the companies lacked sufficient “disbursement controls,” noting that some employees at FTX were given corporate funds to purchase homes and other personal items in the Bahamas.
Few of the companies’ financial statements appear to have been audited, and Ray said he doesn’t have confidence in their accuracy. In one example in which an affiliate did receive audit opinions, the assesment came from “a firm with which I am not familiar and whose website indicates that they are the ‘first-ever CPA firm to officially open its Metaverse headquarters in the metaverse platform Decentraland.’ “
Many of the companies in the FTX Group “did not have appropriate corporate governance,” and some “never had board meetings,” the filing said.
Other procedural failures include “the absence of an accurate list of bank accounts and account signatories, as well as insufficient attention to the creditworthiness of banking partners.”