The SEC wants disgraced VC Mike Rothenberg to cough up more than $30 million

Nearly three years ago, TechCrunch reported on suspected fraud committed by Mike Rothenberg, a self-described “millennial venture capitalist” who’d made a name for himself not only by eponymously branding his venture firm but for spending lavishly to woo startup founders, including on Napa Valley wine tours, at luxury boxes at Golden State Warriors games and, most famously, hosting an annual “founder field day” at the San Francisco Giants’ baseball stadium that later inspired a scene in the HBO show “Silicon Valley.”

The Securities & Exchange Commission had initially reached out to Rothenberg in June of 2016 and by last August, he’d been formally charged for misappropriating up to $7 million of his investors’ capital. He settled with the agency without making an admission of guilt, and, as part of the settlement, he stepped down from what was left of the firm and agreed to be barred from the brokerage and investment advisory business with a right to reapply after five years.

Now, comes the money part. Following a forensic audit conducted in partnership with the accounting firm Deloitte, the SEC is seeking $18.8 million in disgorgement penalties from Rothenberg, and an additional $9 million civil penalty. The SEC is also asking that Rothenberg be forced to pay pre-judgment interest of $3,663,323.47.

How it arrived at that math: According to a new lawsuit filed on Wednesday, the SEC argues that Rothenberg raised a net amount of approximately $45.9 million across six venture funds from at least 200 investors, but that he took “fees” on their capital that far exceeded what his firm was entitled to during the life of those funds, covering up these “misdeeds” by “modifying accounting entries to make his misappropriation look like investments, entering into undisclosed transactions to paper over diverted money, and shuffling investments from one [f]und to another to conceal prior diversions.”

Ultimately, it says, Deloitte’s examination demonstrated that Rothenberg misappropriated $18.8 million that rightfully belong to Rothenberg Ventures, $3.8 million of which was transferred to Rothenberg personally; $8.8 million of which was used to fund other entities under his control (including a car racing team and a virtual reality studio); and $5.7 of which was used to pay the firm’s expenses “over and above” the management and administrative fees it was entitled to per its management agreements.

We reached out to Rothenberg this morning. He has not yet responded to our request to discuss the development.

It sounds from the filing like he won’t have much wiggle room. According to the SEC’s suit, the “Rothenberg Judgment” agreed upon last summer left monetary relief to be decided by a court’s judgment, one that “provides that Rothenberg accepts the facts alleged in the complaint as true, and does not contest his liability for the violations alleged, for the purposes of this motion and at any hearing on this motion.”

In the meantime, the lawsuit contains interesting nuggets, including an alleged maneuver in which Rothenberg raised $1.3 million to invest in the game engine company Unity but never actually bought shares in the company, instead diverting the capital to other entities. (He eventually paid back $1 million to one investor who repeatedly asked for the money back, but not the other $300,000.)

Rothenberg also sold a stake in the stock-trading firm Robinhood for $5.4 million, says the SEC, but rather than funnel any proceeds to investors, he again directed the money elsewhere, including, evidently, to pay for a luxury suite during Golden State Warriors games for which he shelled out $136,000.

In a move that one Rothenberg investor finds particularly galling, the SEC claims that Rothenberg then turned around and rented that box through an online marketplace that enables people to buy and sell suites at various sports and entertainment venues, receiving at least $56,000 from the practice.

In an apparent effort to keep up appearances, Rothenberg also gave $30,000 to the Stanford University Athletics Department (he attended Stanford as an undergrad) and spent thousands of dollars on ballet tickets last year and early this year, says the SEC’s filing.

Regardless of what happens next, one small victor in the SEC’s detailed findings is Silicon Valley Bank, a sprawling enterprise that has aggressively courted the tech industry since its 1983 founding. Last year, at the same time that Rothenberg was agreeing to be barred from the industry, he made a continued show of his innocence by filing suit against SVB to “vindicate the interests of its funds and investors,” the firm said in a statement at the time.

The implication was that SVB was at fault for some of Rothenberg’s woes because it had not properly wired money to the correct accounts, but the SEC says that SVB was defrauded, providing Rothenberg a $4 million line of credit after being presented with fabricated documents.

A loser — other than Rothenberg and the many people who now feel cheated by him — is Harvard Business School, which once used Rothenberg Ventures as a case study for its students following Rothenberg’s graduation from the program in 2013. As we’ve reported previously, that case study — funded by HBS before any hint of trouble at the firm had surfaced  — was co-authored by two professors who had a “significant financial interest in Rothenberg Ventures,” as stated prominently in a curriculum footnote.

Presumably, those ties gave confidence to at least some of the investors in Silicon Valley and elsewhere who later provided Rothenberg with money to invest on their behalf.

You can read the SEC’s 20-page motion for disgorgement and penalties below, along with the 48-page report assembled by Deloitte’s forensic accounting partner, Gerry Fujimoto.

SEC vs. Mike Rothenberg by TechCrunch on Scribd

Forensic report re Mike Rothenberg/Rothenberg Ventures by TechCrunch on Scribd

Additional reporting by TechCrunch’s Sarah Perez.

Above: Rothenberg Ventures during better days.

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