Portland, Oregon-based law firm Tonkon Torp has agreed to pay $18.5 million to resolve litigation accusing it and Sidley Austin, along with accounting firms and banks, of contributing to a Ponzi-like securities fraud by the now-defunct investment fund Aequitas Management LLC.
A proposed class action settlement submitted in Oregon federal court on Monday calls for Tonkon to provide at least $12.9 million to a collection of investors who alleged that the firm and others helped Aequitas mislead them. Court documents also indicate that Tonkon separately agreed to pay nearly $5.6 million to resolve parallel actions brought by individual investors. The settlements, which are subject to court approval, call for Tonkon to pay a total of $18.5 million.
With the deal, Tonkon would exit a putative class action brought more than two years ago by Aequitas investors against the law firms Tonkon and Sidley, auditors EisnerAmper and Deloitte & Touche, and banks TD Ameritrade Inc. and Integrity Bank & Trust. An amended complaint, filed in September, added another defendant—corporate finance advisory business Duff & Phelps.
Sidley and the other defendants remain in the case, and Tonkon’s settlement would not resolve the claims against them.
The proposed class action seeks to represent more than 1,500 investors who claim they were owed more than $600 million on securities they bought from Aequitas before it publicly declared insolvency in 2016. The investor action came after the U.S. Securities and Exchange Commission filed its own fraud suit against Aequitas in March 2016, and the company was placed into receivership.
Generally, the investors allege that the law firms and other defendants—which provided legal counsel or financial services to Aequitas at different points between 2010 and 2016—contributed to a string of alleged misconduct by Aequitas during its efforts to sell securities and raise money from investors. The investors allege that Aequitas ran something similar to a Ponzi scheme, relying on funds coming in from new investors to meet its obligations to repay others.
According to the lawsuit, Aequitas’ alleged misdeeds include failing to tell investors about issues with specific investments and manipulating its finances in a way that overstated the company’s true health. An amended complaint lodged in September further alleges that despite having its own financial struggles, Aequitas used investors’ money to fund new office openings, private planes and company parties.
Tonkon and its fellow law firm co-defendant Sidley were accused of providing legal counsel to Aequitas that paved the way for the investment fund to offer securities. Tonkon’s alleged work for Aequitas began in 2010, according to the amended complaint, while Sidley signed an engagement letter with the company in 2012.
Investors alleged that EisnerAmper and Deloitte, meanwhile, bore some responsibility for Aequitas’ misdeeds because they audited financial statements that related to the securities offerings.
Steve Berman of Hagens Berman Sobol Shapiro, one of the lead lawyers for the Aequitas investors who brought the suit, said in a short email Wednesday that he wouldn’t be surprised if the Tonkon settlement is a sign of things to come in the litigation.
“We think, given the clear Ponzi scheme that underlies this case, that many more settlements will eventually take place,” Berman said.
Philip Van Der Weele of K&L Gates, who represented Tonkon as outside counsel, said his client declined to comment on the settlement.
Tonkon’s settlement wouldn’t impact the investor claims against other defendants. About a year ago, the defendant firms largely lost their bid to dismiss an early version of the investors’ complaint. Since that time, the investor plaintiffs have lodged an amended complaint, which, among other changes, added Duff & Phelps as a defendant.
The defendants other than Tonkon—Sidley, Duff & Phelps, the accounting firms, and the banks—have filed new motions to dismiss, according to court records. The court heard oral arguments on those motions during a June 1 hearing but has yet to rule on the latest dismissal bids.