S&P Global Settles Mortgage-backed Security Case with SEC

Ratings agency agrees to $2.5 million fine over charges its sales and marketing team influenced analytics.



S&P Global Ratings has agreed to pay $2.5 million to settle Securities and Exchange Commission charges that it violated conflict-of-interest rules by allowing its sales and marketing team to influencing its credit ratings.

According to the SEC’s cease-and-desist order, the ratings agency was hired by an issuer to rate a jumbo residential mortgage-backed security transaction in July 2017. The SEC said S&P provided preliminary feedback to the issuer indicating that certain tranches issued as part of the transaction met the firm’s minimum credit enhancement floor required to assign them “AAA” ratings. However, one month later, S&P’s analytical team told the issuer they had made a miscalculation and the tranches were actually 10 basis points below the minimum credit enhancement floor needed for “AAA” ratings.

Never miss a story — sign up for PLANADVISER newsletters to keep up on the latest retirement plan adviser news.

But “after further analysis and discussion,” the same S&P analytical team drew a different conclusion just a few days later and told the issuer the transaction actually did meet the minimum requirements. According to the order, the issuer was disappointed and frustrated with S&P and threatened to sue the agency because it had revised its ratings feedback during a key marketing period for the offering. The issuer allegedly told S&P commercial employees, who were responsible for managing the relationship with the issuer, that if the firm could not rate the super senior and senior support classes “AAA” and “AA,” respectively, that it would drop S&P from the transaction and permanently end its relationship with S&P’s RMBS team.

At that time, S&P had not rated a prime “jumbo” RMBS transaction in more than two years, according to the order, nor had it rated any transaction for this particular issuer in nearly three years. S&P employees viewed the engagement as “a very positive development” for the company and its RMBS rating business, said the order.

The SEC alleges that S&P commercial employees attempted to pressure the analytical team to rate the transaction consistent with the preliminary feedback, despite the fact that it “turned out to include a calculation error.” S&P commercial employees allegedly tried to persuade S&P’s analytical team to “find a way to rate the transaction consistent with the preliminary indications that S&P had provided to the issuer.”

The SEC said that, despite sending the communications through the compliance department as required by company policy, some emails sent by the S&P commercial employees to the analytical team contained statements reflecting sales and marketing considerations.

 “As a result of the content, urgent nature, high volume and compressed timing of the communications, the S&P commercial employees became participants in the rating process during a time when they were influenced by sales and marketing considerations,” the order says.

According to the SEC, after S&P discovered the circumstances regarding the rating of the RMBS transaction, it self-reported the conduct to the regulator and cooperated with its investigation. The SEC said the firm also took remedial steps to improve its conflict-of-interest policies and procedures.

“Credit rating agencies play a systemically important role in the structured products markets,” Osman Nawaz, chief of the SEC’s Complex Financial Instruments Unit, said in a statement. “The federal securities laws require them to insulate their analytical functions from the influence of business considerations.”

Without admitting or denying the SEC’s findings, S&P agreed to the entry of a cease-and-desist order and a censure, in addition to the $2.5 million penalty.

S&P said in a statement that it “takes compliance with regulatory obligations very seriously and is committed to the integrity of its ratings process and high-quality independent credit ratings.” 

Self-Directed Investors Confidence Down Due to Challenging Market

Nearly half of self-directed investors feel less confident in their ability to save enough money to live comfortably throughout retirement, according to The Janus Henderson 2022 Retirement Confidence Report.


Challenging market conditions have led to lower investor confidence for self-directed pre-retirees and retired investors, according to a new Janus Henderson study.  

Self-directed investors were defined as those who have established an investment account with the Janus Henderson direct business channel, without the assistance of a financial professional, according to the survey. Self-directed investors are “individual investors, not retirement plan participants, although they could be,” explained Matt Sommer, head of Janus Henderson Investors’ defined contribution and wealth adviser services team.

The Janus Henderson 2022 Retirement Confidence Report finds 52% of survey respondents are very concerned about the effect of inflation on their retirement, 34% are somewhat concerned and 14% have little to no concern. Data shows 40% are very concerned about the effects poor stock-market performance would have on their retirement, 39% are somewhat concerned and 21% have little to no concern.

Survey data also showed that 14% of self-directed investor respondents have moved assets from stocks or bonds into cash because of concerns about the effects of inflation and poor market performance. The majority of those surveyed (65%) reported they currently use or intend to use dividend-paying stocks to generate income in retirement, with 24% using or intending to use annuities, 23% taxable bonds and 23% tax-free bonds.

Investors’ inflation and market performance concerns have also effected their current and planned household spending behaviors, Janus Henderson found. The data shows 41% of investors have reduced their spending because of markets and inflation, and 39% plan to reduce their future spending.

The data also reveals significant gender differences for concerns, says Sommer.

“Females, as compared to males, appear to be much more concerned about the market and were much more likely to report a drop in retirement confidence,” Sommer says. “We found [that] extraordinarily interesting, because on one hand, it was females who expressed more concern, but yet on the other hand, it was males who may have acted impulsively trying to time the market.”

Among the investors surveyed, 45% of respondents reported they feel less confident in their ability to save enough money to live comfortably throughout retirement, 54% said their confidence has not changed and 1% reported higher levels of confidence, the data shows.

“We interpret these results [as], yes the market performance of 2022 and rising inflation [have] had an impact on people’s confidence, but confidence has not entirely collapsed, because slightly more than half 54% said that their competence has not changed,” says Sommer.

The survey was distributed to more than 250,000 randomly selected Janus Henderson Direct Business Channel investors with a balance greater than $0 and a valid email address on file in early October. The final sample consisted of 1,926 investors who completed the full survey. For purposes of the report, the analysis of responses was restricted to investors age 50 and older and those who are the sole or shared financial decision-maker for their households.

For more stories like this, sign up for the PLANADVISERdash daily newsletter.

«