|12/01/2021||Settlements in PAR Funding SEC case|
|07/27/2021||Update on PAR Funding case|
|12/18/2020||Par Funding, Receiver continue to spar|
|11/02/2020||Status of Par Funding|
|08/17/2020||PAR Funding receivership website|
Potential Match Found in deBanked UCC Filer list
|Company Name||Phone number||UCC Alias 1||Alias 2||Alias 3||Alias 4||Alias 5|
|Par Funding||215-922-2636||Complete Business Solutions Group|
Several defendants in the PAR Funding SEC case settled with the SEC prior to trial, court records reveal. The settlements require defendants to “pay disgorgement of ill-gotten gains, prejudgment interest of disgorgement, and a civil penalty.” Those amounts will be determined by the Court.
Two other defendants have elected to go to trial.
Little has changed in the PAR Funding case since the last update. PAR’s assets are being handily liquidated by the Receiver while the defendants maintain that the Receiver intentionally destroyed a well-run business. Most recently, the defendants have asked the judge to “discharge” the Receiver.
It has been a year since the Philadelphia-based company was suddenly shuttered as word of an SEC case filed under seal became public. Attorneys for the SEC took issue with the way PAR kept its books and how it marketed itself to potential investors. From the start, the defendants strongly disagreed with the plaintiff’s assertions. After an independent Receiver was appointed, the judge has repeatedly deferred to his assessments and PAR’s business has been systematically dismantled in the process.
Anyone can access the ongoing court battle on the Receivership’s official website.
“From inception through 2019, [Par Funding] incurred a cash loss from operations of $136.2 million.”
That’s the conclusion reached by Bradley D. Sharp, CEO of Development Specialists Inc (DSI), the financial advisor to the Receiver appointed in the Par SEC case.
Par has scoffed at the Receiver’s analysis of its business. “We do not necessarily begrudge attorneys, whose skill sets are often in other areas, a potential inability to understand the math that often makes for a strong and profitable financial model,” Par’s lawyers wrote in an October court filing. “There is a reason that smart, mathematically inclined people are typically hired by banks, hedge funds and financial services firms. But the Receiver and his counsel’s inability to understand Par’s business has led to all manner of baseless accusations that are easily answered in the very documents they possess but do not understand…”
Par says it was profitable and walks the Court throught its mathematical process. Sharp says Par’s assessment “is misleading and does not reflect actual operations at the company.”
Sharp alludes to Ponzi-like characteristics but refrains from using that term. “From inception through 2019, [Par] paid $231 million to investors, consisting of principal repayments totaling $135.6 million and interest payments totaling $95.4 million. [Par] could not have made these principal and interest payments to the investors without additional funds from the investors.”
Par explained that the key to its business is in the compounding:
“The merchant funding model is profitable because merchant funding returns are reinvested, either in a new or different merchant, or in an existing merchant with adequate receivables as a consolidation, or as a refinance of a merchant which may already have MCA funding from another provider. And the reinvestment begins on the merchant funding returns which commence immediately and occur daily. In very simple form, the math works as follows. Assuming $10,000 is funded to a merchant pursuant to a funding agreement providing for a funding return of $13,000 over the course of 100 daily ACH withdrawals, the agreement would provide for repayment to begin immediately with daily payments of $130. As those monies are returned, portions are used to pay operating expenses, but most of the monies are re-invested to fund other merchants. Mathematically, this means that the original $10,000 is being used to fund more than one merchant. Over the life of a single $10,000 funding, that same $10,000 can be used to fund multiple merchants, all of whom are paying funding fees in excess of the principal amount received. Thus, the original $10,000, at a 1.30 factor rate, generates $13,000 on the first merchant cash advance (MCA). Those funds are reinvested and generate $16,900 on the second MCA, and $21,970 by the third MCA – an increase of $11,970 over and above the initial $10,000. And that can happen within a year. This is the powerful compounding effect of the financial model.
That is the simplest version of the model. In practice, the model is far more sophisticated than that because the leveraging to new merchants of the MCA returns begins as soon as the MCA payments come in.”
Par additionally said:
“At the conference on October 8, 2020, the Receiver’s counsel told this Court, and many investors, that out of $1.5 million received per day from merchants prior to July 28, 2020, $1.2 million was used for new MCA funding. Thus, according to the Receiver’s counsel, only $300,000 constituted net collections, about 20%. The Receiver’s counsel appears to be suggesting that the company is not holding on to receivables but, instead, is refunding the same merchants 80% of receipts. This proposition is wrong and its assertion shows that the Receiver and his counsel do not understand the MCA business.”
One could assess that a large element of this case consists of the Receiver being like, ha! well look at this! and Par responding, well, yes, that is actually how our business works.
In fact, that is precisely the angle Par took in defending its use of funding new deals with money collected from deals previously funded.
“First, the numbers show that collections are used to fund new MCA deals,” Par’s attorneys wrote. “This may come as a total surprise to the Receiver and his counsel, but funding merchants is the business of Par. That is like criticizing Ford Motor Corp. for using its car sales income to build and sell more cars.”
Both sides agree that Par advanced over $1 billion to small businesses but Sharp says that “reloads” distorted the numbers.
“Use of reloads escalates the obligations of the merchant as each reload adds an additional ‘factor’ along with any new funds advanced,” Sharp wrote. “In [one example the reloaded funds are] subject to the factor twice; once when the funds were originally sent and again when they are included in the reload advance. The use of reloads also significantly distorts the calculation of loss rates as the advances are simply refinanced without becoming a loss.”
Sharp concludes that the true end result for Par is a much higher default rate than it lets on to.
And then there’s this
Sharp has repeatedly brought attention to a list of merchants with unusual payment and funding activity. Par countered by saying there are good explanations for each.
Amongst all of this is that company insiders are alleged to have received tens of millions in payments from Par and the Receiver is confident, in part due to DSI’s report, that Par was majorly unprofitable.
“Based on our review to date, it is apparent that [Par] would not have been able to continue to provide payments to investors, or to continue to operate, without additional funds from investors,” Sharp wrote in a December 13th report.
This case is not the first rodeo for Sharp and DSI in the merchant cash advance business. They were also assigned to manage the 1 Global Capital case.
The case is ongoing. The Court recently approved a motion to expand the Receivership estate.
According to the latest status report filed by the Receiver in the Par Funding SEC case:
“The Receiver and his consultants at Development Specialists, Inc. (“DSI”) have re-hired several employees of Par Funding/Full Spectrum Processing, and remain engaged in the process of communicating with Par Funding’s more than 1,300 merchants to reconcile accounts, discuss the status of collections, and to collect account receivables. Through October 29, 2020, the Receivership Entities have combined cash on hand in excess of $42 million, excluding approximately $1.8 million in funds due to Par Funding that are pending release from various ACH processing companies.”
The Receiver has also asked the judge to expand the Receivership to include additional companies including two “related MCA” entities known as Capital Source 2000, Inc. and Fast Advance Funding, LLC.
At this stage of the litigation, a reboot of the company is becoming less and less likely.
A press release/article published on October 13th appears to plead on behalf of the Par defendants, by saying that the “whole process has unfolded mysteriously” and that “the actions of the receiver make it seem like a verdict had already been issued, before due process could take its course.”
While the news media, regulatory agencies, and law enforcement are high-fiving each other over the course of events in the Par Funding saga (a lawsuit, a receivership, an asset freeze, and an arrest), there lies a major problem: The SEC already suffered a major defeat.
On July 28th, rumors of a vague legal “victory” for Par Funding circulated on the DailyFunder forum. The context of this win was unknowable because the case at issue was still under seal and nobody was supposed to be aware of it.
Cue Bloomberg News…
In December 2018, Bloomberg Businessweek published a scandalous story about a Philadelphia-based company named Par Funding. And then not a whole lot happened… that is until Bloomberg Law and Courthousenews.com published a lengthy SEC lawsuit less than two years later that alleged Par along with several entities and individuals had engaged in the unlawful sale of unregistered securities.
At the courthouse in South Florida, those documents were sealed. The public was not supposed to know about them and deBanked could not authenticate the contents of the purported lawsuit through those means. According to The Philadelphia Inquirer, the mixup happened when a court clerk briefly unsealed it “by mistake” thus alerting a suspiciously narrow set of news media to the contents. deBanked was the first to publicly point this out.
In court papers, some of the defendants said that they learned of the lawsuit that had been filed under seal on July 24th from “news reports.” Bloomberg Law published a summary of the lawsuit on its website in the afternoon of July 27th.
“It is fortuitous that the Complaint was initially published before it was sealed,” an attorney representing several of the defendants wrote in its court papers. “Otherwise, [The SEC] would have likely accomplished its stealth imposition of so-called temporary’ relief, that would have led to the unnecessary destruction of a legitimate business.”
The day after this, on July 28th, a team of FBI agents raided Par Funding’s Philadelphia offices as well as the home of at least one individual. Rumors about the office raid landed on the DailyFunder forum just hours later, along with links to the inadvertently public SEC lawsuit now circulating on the web.
The New York Post caught wind of the story and published a photo of an arrest that had taken place fifteen years ago, creating confusion about what, if anything, was happening. Nobody, was in fact, arrested.
The SEC lawsuit was finally unsealed on July 31st, along with the revelation that Par Funding and other entities had been placed in a limited receivership pursuant to a Court order issued just days earlier. The receivership order was a massive blow to the SEC. It failed to obtain the most important element of its objective, that is to have the court-ordered right to “to manage, control, operate and maintain the Receivership Estates.” The SEC specifically requested this in its motion papers but was denied this demand and others by the judge who leaned in favor of granting the Receiver document and asset preservation powers rather than complete control of the companies.
The language of the Court order was interpreted differently by the Receiver, who immediately fired all of the company’s employees, locked them out of the office, and then suspended all of the company’s operations which even prevented the inbound flow of cash to the company (of which in the matter of days amounted to nearly $7 million). The SEC did successfully secure an asset freeze order.
In court papers, Par Funding’s attorneys wrote that: “The Receiver’s and SEC’s actions are ruining a business with excellent fundamentals and a strong financial base and essentially putting it into an ineffective liquidation causing huge financial losses. In taking this course of action against a fully operational business, the key fact that has been lost by the SEC, is that their actions are going to unilaterally lead to massive investor defaults.”
The Receiver, in turn, tried to fire Par Funding’s attorneys from representing Par. Par’s attorneys say that the Receiver has communicated to them that it is his view “that he controls all the companies.”
“The SEC is simply trying to drive counsel out of this case, as an adjunct to all the other draconian relief that they insist must be employed to ‘protect the investors,'” Par’s attorneys told the Court. “Due Process is of no regard to the SEC.”
As lawyers on all sides in this mess assert what is best for “investors,” seemingly lost is the collateral damage that is likely to be thrust on Par’s customers. The Philadelphia Inquirer has repeated the SEC’s contention that Par made loans with up to 400% interest. Bloomberg News has called Par a “lending company” whose alleged top executive is a “cash-advance tycoon.”
A review of some of Par’s contracts, however, indicate that they often entered into “recourse factoring” arrangements. “This is a factoring agreement with Recourse,” is a statement that is displayed prominently on the first page of the sample of contracts obtained by deBanked.
Parallels between the business practices of Par Funding and a former competitor, 1 Global Capital, have been raised at several junctures in the SEC litigation thus far. But some sources told deBanked that in recent times, Par has been offering a unique product, one that is likely to create disastrous ripple effects for hundreds or perhaps thousands of small businesses as a result of the Receiver’s actions (even if well-intentioned).
Par offered what’s known as a “Reverse Consolidation,” industry insiders told deBanked. In these instances Par would provide small businesses with weekly injections of capital that were just enough to cover the weekly payments that these small businesses owed to other creditors.
One might understand a consolidation as a circumstance in which a creditor pays off all the outstanding debts of a borrower so that the borrower can focus on a relationship with a single lender. In a “reverse” consolidation, the consolidating lender makes the daily, weekly, or monthly payments to the borrower’s other creditors as they become due rather than all at once. Once the other creditors have been satisfied, the borrower’s only remaining debt (theoretically) is to the consolidating lender.
Par does not appear to have offered loans but sources told deBanked that Par would provide regular weekly capital injections to businesses that could not afford its financial obligations otherwise. Par, in essence, would keep those businesses afloat by making their payments.
That all begs the question, what is going to happen to the numerous businesses when Par breaches its end of the contract by failing to provide the weekly injections?
As the Receiver makes controversial attempts to assert the control it wished it had gotten (but didn’t), the press dazzled the public on Friday with the announcement that an executive at Par Funding had been arrested on something entirely unrelated, an illegal gun possession charge. The FBI discovered the weapons while executing a search warrant on July 28th but waited until August 7th to make the arrest.
It remains to be seen what the 1,200 investors will recover in this case or what will become of the Receiver in the battle for control, but sources tell deBanked that the authorities are all fighting over the wrong thing.
They should all be asking “what’s going to happen to the small businesses when their weekly capital injection doesn’t come in the middle of a pandemic?”
Par Funding’s attorneys at Fox Rothschild filed a strong response with the Court over the apparent actions taken by the Receiver to lock out its employees and suspend ACH debits, the docket shows.
“On the afternoon of July 28, the SEC advised that Mr. Stumphauzer (the appointed receiver) would cause the immediate dismissal of all the employees of the businesses and that no employees of the business would be permitted to enter the premises – leading to over 100 employees being barred from the business premises for the last week despite the fact that thousands of merchants around the country rely on ongoing communication with CBSG to ensure the ongoing viability of their business operations.”
“To date, not a dollar has been taken in by the Receiver to pay investors, and they have not been paid. The Receiver’s and SEC’s actions are ruining a business with excellent fundamentals and a strong financial base and essentially putting it into an ineffective liquidation causing huge financial losses. In taking this course of action against a fully operational business, the key fact that has been lost by the SEC, is that their actions are going to unilaterally lead to massive investor defaults.”
Par’s attorneys are expected to file a more comprehensive opposition by the end of the week.
deBanked did not reach out to any party for comment given the unlikelihood that any would be shared on pending litigation.
“I think the main thing is that Funding Circle for a long time’s been working with banks and the way we work with Farm Bureau Bank is no different, which is we’re out here to try and put money into the pockets of small businesses,” said Angus Sanders, Chief Revenue Officer & VP Product at Funding Circle, “and Farm Bureau Bank is going to help us to do that.”
According to Sanders, Funding Circle and Farm Bureau Bank have joined forces in delivering quality loans to small business owners. This partnership allows Farm Bureau Bank to purchase loans through Funding Circle in support of the small business community. They even extend a hand to small businesses in rural communities who may not be close to a bank to receive the services they need to grow their business.
“For those customers who are in rural areas, and perhaps can’t travel so easily to a branch, working with Funding Circle and Farm Bureau Bank, they’re able to get a loan much more easily and quickly, typical turnaround, 24 hours to offer and 48 hours to loan, which is very different to your typical small business loan. So, I say those are the primary areas where this helps small businesses,” said Sanders.
With the increase of banks wanting to do more small business lending, sometimes they struggle with finding businesses or being able to process the loans, Sanders explained. Working with organizations like Funding Circle, Farm Bureau can now provide capital faster and fund more small businesses.
During the pre and post-pandemic era, Sanders said he believes that fintech has evolved and will only continue to do so. And with fintech on the rise, Sanders said that other products like Lending as a Service, will continue to be a key growth area in the coming months.
“Farm Bureau Bank is starting with financing and we hope someday they’ll refer deals to us, […] but what this really shows is the deepening focus on partnerships between fintechs and banks, and particularly this emergent Lending as a Service product, which within Funding Circle sort of takes the lead on but lots of other fintechs go into and I think you’ll see, you’ll see more about that in the coming months,” said Sanders.
Intelligent financing platform Nav has announced an expanded partnership with small business lender Enova, bringing a mass amount of data to the X’s and O’s of small business financing approvals and funding processes of companies like OnDeck and Headway Capital, subsidiaries of Enova.
According to a joint press release, the move will create the first two-sided open marketplace in small business lending.
“Two-sided means we are bringing together both the demand and the supply,” said Greg Ott, CEO of Nav. [Nav] is the platform in the middle which allows small businesses to compare their options using the real data that the supplier, say lenders like Enova, use so that the small business owner can understand what they qualify for before they apply.”
As the head of a company that uses the value of data as a business model, Ott spoke about the harvesting of such data in ways that’s mutually benefits all parties.
“It’s all permissible, part of the desire for a lot of companies to get more data is you have to have a value proposition for small business owners to share their data,” said Ott. “Because Nav allows you to compare your options, we connect three commercial bureaus, we connect two personal bureaus, and then we connect the bank accounts so we can see the cash flow data. In certain cases, we may connect with merchant processing data, accounting data, and other data sets that the small business owners connect into our platform.”
While data will provide the merchant with options on different types of financing, the lenders also have a benefit in leveraging data provided by merchants to Nav from a marketing perspective. By having merchants input their own information, Enova and its subsidiaries like OnDeck and Headway Capital can offer those potential borrowers ‘instant funding’.
“I think [instant funding] is something that Enova has tried to do for a long time,” said Jim Granat, Head of Enova SMB. We’re trying to make things where the access to capital is as effortless as possible for the hard working Americans or business owners. We try really hard to take that approach in the way we design our product because in today’s world of ‘always online’ expectations for business owners, we want to provide the type of experience that allows them to have certainty, if it’s at all possible, as fast as they can.”
Granat stressed that effortless access to capital for merchants is the best way to differentiate one funder from another when trying to lend a small business money.
“An effortless experience allows [merchants] to know what they can do for their business as well [lenders] being able to capture the different business owners’ attention at the moment that they need it.”
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par funding merchant:, we appreciate your patience as of late. please be advised, that ryan k. stumphauzer,, esq., was appointed receiver ("receiver") of complete business solutions group, inc., d/b/a