AIG awarded $90m over claims that Greenberg deceived investors
NEW YORK (Bloomberg) — American International Group Inc.'s insurers agreed to a settlement of claims former top executive Maurice (Hank) Greenberg deceived investors that provides $90 million for the company, according to a court filing.
The insurers that cover AIG's executives agreed to pay the money to resolve claims that Greenberg, the former chief executive officer, and other officials used accounting tricks and fraudulent schemes to disguise problems, according to the filing yesterday in Delaware Chancery Court in Wilmington. The money is being paid to AIG and not individual investors as part of the agreement.
The settlement in the case, a so-called derivative suit filed by investors against executives and directors on behalf of the company, comes a month after AIG agreed to separately pay $725 million to investors who lost money amid the company's share decline. In 2008, AIG accepted a US government bailout that has swelled to $182.3 billion.
"We are pleased this matter has been satisfactorily resolved," Mark Herr, an AIG spokesman, said in an e-mail. AIG said in November that it settled all legal disputes with Greenberg and would reimburse as much as $150 million in fees. Greenberg and the company agreed not to make disparaging statements about each other.
AIG has $200 million in insurance coverage for directors and officers that is involved in the accord made public yesterday, according to court filings. Of that amount, $90 million will go to the company and $60 million will be set aside to cover the legal fees for Greenberg and other executives, the filings show.
Lee Wolosky, a lawyer with Boies, Shiller & Flexner LLP who represents Greenberg, said in an e-mailed statement that all litigation between the former CEO and AIG "was settled with Mr. Greenberg paying nothing and other parties paying money to Mr. Greenberg".
Greenberg, 85, built AIG into the world's largest insurer over almost four decades until he was forced to retire in March 2005 amid state and federal probes into a reinsurance transaction. Lawsuits kept AIG and its former top executive in court since his departure.
Former New York Attorney General Eliot Spitzer sued Greenberg in 2005, alleging he misled regulators and investors. Spitzer dropped portions of the suit in 2006 and Greenberg asked a court to dismiss the rest.
AIG restated earnings and agreed to pay $1.64 billion to settle claims by Spitzer and other regulators, without admitting or denying wrongdoing. In court papers filed in July 2006, Greenberg argued AIG's 2005 restatement was unnecessary and designed to force him to retire. He also denied any wrongdoing.
"Mr. Greenberg has consistently maintained that AIG's 2005 restatement and subsequent settlement with regulators were manufactured to serve the agenda of Eliot Spitzer," Wolosky said in the e-mailed statement.
The settlement resolves derivative litigation over Greenberg's tenure at AIG filed in Delaware and New York, according to court papers. Investors sued Greenberg and other former executives on behalf of the company in both states' courts and in federal court in New York.
Once the settlement is approved by a judge, investors' lawyers will move to dismiss the New York suits, according to the filing. Stuart Grant, a partner in Wilmington, Delaware's Grant & Eisenhofer who represents investors in the case, declined to comment on the accord.
In their Delaware suit, investors alleged insiders — including Greenberg, former vice-chairman Edward Matthews, ex-director Thomas Tizzio, and former chief financial officer Howard Smith — used fraudulent ploys to hide the insurer's deteriorating financial condition.
Top executives gave approval to schemes involving bid rigging and disguising AIG's workers' compensation premiums in order to avoid paying fees on them, to deceive investors about the insurer's financial health, the suits alleged.
In the Delaware derivative case, lawyers for Greenberg, Smith and AIG met with a mediator in February and March to discuss a settlement, according to court filings.
The settlement covers more than 20 former AIG executives who worked at the insurer while Greenberg was its top executive. None of those executives are paying money individually as part of the agreement, according to the filings.
Grant, the lead lawyer for investors in the case, is seeking more than $21 million in legal fees and expenses out of the $90 million AIG is getting in the settlement, according to the filing. The former executives and AIG have agreed not to oppose that request, the filing shows.
Delaware Chancery Court Judge Leo Strine Jr. must still decide whether to give the settlement final approval.
In 2008, AIG investors in another Chancery Court lawsuit won approval for a $115 million settlement over allegations AIG overpaid broker CV Starr & Co. by $1 billion in alleged sham commissions. Greenberg controls Starr.