While both Romney and Bain are trying desperately to cling to the lie that Romney left Bain in 1999, the SEC's EDGAR database shows that Bain was singing a different tune in 2001. Contrary to Romney and Bain’s current lies, in 2001 Bain filed a document with the SEC stating that Romney was the sole control person of Bain and that his principle occupation was being a managing director at Bain.
The document in question is a Schedule 13D for US LEC Corp. dated February 11, 2001 filed by Bain Capital Fund VI, L.P. You can view it here. Schedule 13D
A Schedule 13D is used to disclose ownership in a corporation. Here, Bain is making the disclosure. Here is the electronic signature:
SIGNATURES
After reasonable inquiry and to the best of its knowledge and belief,
the undersigned certifies that the information set forth in this Statement is
true, complete and correct.
Dated: February 20, 2001
BAIN CAPITAL FUND VI, L.P.
By: Bain Capital Partners VI, L.P., its general
partner
By: Bain Capital Investors VI Inc., its general
partner
By s Michael Krupka
--------------------------
Michael Krupka
Managing Director
Note that the document is signed on behalf of Bain by a managering director who certifies the information is true and complete. For exactly what the document says, read below the fold.
The Schedule 13D states that:
Bain Capital Partners VI, L.P., a Delaware limited partnership ("Bain Partners VI") is the sole general partner of Fund VI and Coinvestment Fund. Bain
Capital Investors VI, Inc., a Delaware corporation ("Bain Investors VI"), is the sole general partner of Bain Partners VI. Mr. W. Mitt Romney is the sole shareholder, sole director, Chief Executive Officer and President of Bain Investors VI and thus is the controlling person of Bain Investors VI. The executive officers of Bain Investors VI are set forth on Schedule A hereto.
Romney and Bain are trying to claim that a shareholder such as Romney was in Bain doesn't necessarily control the company. That is true for a regular shareholder, but Romney was much more than Bain’s only shareholder. As Bain itself states, he was also the president and chief executive officer. Those are the positions which gave Romney day to day control over Bain, not the fact that he was the sole shareholder.
Furthermore, Bain itself calls Romney its controlling person. Read the entire Schedule. Bain doesn’t claim that anyone else, other than Romney, is a controlling person. Here, contrary to its lies from yesterday, Bain admits that it was controlled by Romney. There is simply no way that Romney could exercise control over Bain if he had left in 1999 as he claims.
Let's take a look at the "Schedule A" which is referred to by Bain.
SCHEDULE A
----------
EXECUTIVE OFFICERS OF
BAIN CAPITAL INVESTORS VI, INC..
Name/Title Business Address Principal Occupation
---------- ---------------- --------------------
W. Mitt Romney, Two Copley Place Managing Director of
Chief Executive Officer, Boston, MA 02116 Bain Capital, Inc.
President and Managing
Director
Joshua Bekenstein, Two Copley Place Managing Director of
Treasurer and Managing Boston, MA 02116 Bain Capital, Inc
Director
Stephen Pagliuca, Two Copley Place Managing Director of
Secretary and Managing Boston, MA 02116 Bain Capital, Inc.
Director
Edward W. Conard, Two Copley Place Managing Director of
Director Boston, MA 02116 Bain Capital, Inc.
Paul B. Edgerley, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
Robert C. Gay, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
Michael A. Krupka, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
Jonathan Lavine, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
Ronald P. Mika, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
Mark E. Nunnelly, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
Dwight M. Poler, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
Joseph P. Pretlow, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
Robert F. White, Two Copley Place Managing Director of
Managing Director Boston, MA 02116 Bain Capital, Inc.
There are two items of interest on the "Schedule A" that show Romney is lying about his involvement in Bain after 1999. First, note that Romney's "Principle Occupation" is listed beside his name and his occupation is being the Managing Director of Bain Capital, Inc. Romney and Bain cannot now claim Romney wasn't working at Bain after 1999 when Bain stated that his principle occupation was being a managing director in 2001.
Additionally, the Schedule A also shows us the titles of other people working at Bain besides Romney. Note that there isn't any other person, other then than Romney, who's title implies they were controlling Bain in 2001. Missing from the list of titles are titles such as “Chief Operating Officer” or “Co-President” or even “Vice President.” In fact, the only other officer positions listed are minor ones such as “Secretary” and “Treasurer.”
If someone other than Romney was actually running Bain in 2001, that person would damn sure want the world to know it. They would want their name listed as President and controlling person, not the name of the guy who left two years ago. They also wouldn’t allow Bain to file false statements with the SEC listing Romney as the president and control person. Thus, the only conclusion is that Romney and Bain are lying when they claim Romney left in 1999.
Other items of interest in the Schedule 13D are Romney's connections to other investment vehicles during this time. Romney is also listed as sole shareholder, sole
director, Chief Executive Officer and President of Brookside Investors Inc. and Sankaty Investors II and as sole shareholder, a director and President of Sankaty Ltd. What exactly are his connections to these entities and when did those connections end?
I must note that after I started this diary I Googled Romney and Bain to see if there was any other news. This earlier TPM article also cites to the Schedule 13D I refer to.