The purchase ultimately included an assignment fee of $20.95 million paid by Adelaide LP to Adelaide Square Developments Inc., a company Malanca represented as agent, representing the “lift.” Furtado’s holding company received approximately $6.4 million in dividends as a result.
To secure the closing, Furtado and Malanca obtained a $16.8 million investment from a single investor, Anthony Marek, who viewed the arrangement as a “day loan.” To repay Marek ahead of other investors, Furtado redeemed Marek’s partnership units early, contrary to representations made to all other investors that returns would be distributed on a pro rata basis. The move converted a large portion of the partnership’s equity into debt.
Furtado later secured a further $12 million from Marek using materials that materially understated the partnership’s debt and overstated its equity. He also used assets from two other limited partnerships, Elfrida LP and Eagle Valley LP, to secure obligations of the Adelaide project, contrary to representations made to investors in those funds. The Tribunal also found Furtado made misleading statements to regulators during the investigation.
The Tribunal imposed 10-year market participation bans on all respondents, rejecting the Commission’s request for permanent bans, and barred Furtado from serving as a director or officer of any issuer or registrant for the same period. Furtado was ordered to pay a $1 million administrative penalty, comprising $750,000 for fraud and $250,000 for misleading the Commission, less than the $1.3 million the Commission had sought. Each of the three corporate respondents was ordered to pay $200,000, reduced from the $750,000 per entity the Commission had requested. All respondents were ordered jointly and severally to disgorge $22.2 million, below the $28,588,087.33 sought by the Commission, and to pay costs of $638,613.85.
Furtado was granted a carve-out from the trading ban permitting him to trade in registered savings plans, including Registered Retirement Savings Plans, Registered Retirement Income Funds, Registered Education Savings Plans, Registered Disability Savings Plans and Tax-Free Savings Accounts, of which he, his spouse or his children are the sole legal and beneficial owners, through a registered dealer in Canada to whom he provides a copy of the order.