By Mathew Keller, RN JD
Regulatory and Policy Nursing Specialist
If a recent demand letter from Piper Jaffray’s attorneys to the Minnesota
Regulatory and Policy Nursing Specialist
Nurses Association is any indication, it’s safe to say that our campaign to agitate, educate, and advocate against the overzealous pursuit of profits in non-profit healthcare, the questionable business dealings between Allina and members of its board, and the relentless march toward the corporatization of healthcare have all been a smashing success. Make no mistake, this is a David versus Goliath fight that’s barely just begun — and one corporate Goliath is already bemoaning the audacity of nurse David to throw stones at it, the venerable Piper Jaffray.
For as big and powerful as Goliath is, he suffers from a thin skin. Rather than address the myriad issues raised by Piper’s business dealings with Allina Health, Piper has chosen instead to resort to the time-honored corporate bully tactic of stifling free speech and public criticism with threats of litigation for libel.
It is with that background that we analyze the subjects of Piper Jaffray’s ire, including the following:
- Questioning whether there have been conflicts of interest between Piper’s executives on Allina’s Board of Directors and its status as a major financier/banker to the company, from which it has reaped profits in the tens of millions of dollars in costs, fees, and interest;
- Referring to Piper Jaffray as a “profiteer” engaging in “predatory financial dealings” with a “history of profiting from hospitals and municipalities by arranging risky interest rate swaps,” (for the sake of clarity and the record, this statement was not made by MNA);
- Stating that Piper has drained tens of millions of dollars from Allina and other Minnesota nonprofits via interest rate swaps over the past several years.
According to the high-powered Faegre Baker Daniels attorneys retained by Piper Jaffray to battle MNA nurses’ free speech, the above questions and assertions are “patently false,” and continuing to speak about them may result in litigation. And yet, there is ample evidence to support each point. To wit:
- Conflict of interest: Black’s Law Dictionary defines a conflict of interest as a “real or seeming incompatibility between one’s private interests and one’s public, or fiduciary, duties.” There is, in fact, a legitimate question to be raised about the seeming incompatibility between Piper CFO Debbra Schoneman’s private interest in making profit for Piper Jaffray, on the one hand, and setting the strategic goals of Piper Jaffray client Allina Health, on the other. While there is assuredly a “conflict of interest” policy in place for Allina’s board (it would have been a requirement under Allina’s 2001 Corporate Integrity Agreement with the federal government, in fact), it seems naïve to say that simply removing oneself from board decisions involving your personal interests eliminates any appearance of a conflict of interest — particularly when it comes to a nonprofit hospital’s board of directors where the public trust is at stake. As the Wall Street Journal put it, “while having relationships with companies doing business with a nonprofit hospital isn’t necessarily improper — as long as the deals are disclosed and at market rate — administrators and board members sometimes may be forced to choose between what’s best for the hospital and what’s best for their private interests. ‘Just because something is legal doesn’t mean that it’s appropriate,’ said James Orlikoff, a Chicago-based hospital governance consultant. ‘You run the real risk of violating the public trust.’”
- Profiteering: A profiteer is one who seeks to make an excessive profit, according to the Webster’s dictionary. As a publicly traded company, Piper Jaffray has a fiduciary duty to maximize its shareholders’ profits, which arguably qualifies it for the profiteer label with no further discussion required. But beyond that, Piper is no stranger to allegations and fines for its financial dealings, especially in the municipal bond markets in which it so often does business with Allina. For example, Piper has been tied to bid rigging which “fleeced taxpayers;” was investigated and fined $500,000 by the SEC for using bond offering documents that contained false statements and omissions; is paying $9.75 million to settle a class action lawsuit brought by several states for engaging in bid-rigging and price fixing for municipal bonds; was censured and fined $125,000 by the SEC for improprieties such as favoring certain investors over others, favoring issuers over investors, and for manipulated clearing rates, none of which was properly disclosed to investors and customers; paid a $450,000 settlement to the City of Pittsburgh to settle charges that it did not properly disclose the risks of auction rate securities; and was investigated by the U.S. Justice Department for municipal bond bid-rigging. Of course, such investigations are difficult to pursue against Piper Jaffray, considering that they’ve been fined $700,000 by the Financial Industry Regulatory Authority for failing to properly retain emails, resulting in the loss of “crucial evidence of improper conduct by the firm and its employees.” That’s nothing new either: Piper had already been sanctioned by the SEC, FINRA, and NYSE for email retention failures in 2002, and had certified to those regulators that it enacted procedural and system updates to fix the issue. Apparently that certification was less than truthful. The list here could go on, but the evidence is clear: Piper Jaffray is a “profiteer” that engages in “predatory financial dealings” and has a “history of profiting from hospitals and municipalities by arranging risky interest rate swaps” to which it does not offer proper disclosures or assessments of risk.
- Draining from nonprofits: Piper Jaffray is the counterparty on an untold number of interest rate swap agreements that are a feature in hundreds of millions of dollars’ worth of bonds held by Allina and other Minnesota nonprofits. Such swaps were marketed as hedges against rising interest rates with yields better than CDs, and “safe as money market accounts.” As the auction rate security and interest rate swap market crashed, however, due in no small part to the above actions of Piper Jaffray and similar companies, interest rate swaps were quickly exposed as vehicles with much greater risk than was ever disclosed, with the added “benefit” of being highly profitable to the financiers who sold the products on the basis of their safety and risk mitigation. Allina Health alone has lost over $60 million in the past two years on interest rate swaps, many of which were originally sold by Piper Jaffray as a broker/dealer. To put it another way, Piper has drained millions of dollars from Allina via a financial product that it sold to the healthcare system as a vehicle to minimize risk and maximize yield — but it would much rather not have us talk about that.
When a corporate Goliath turns to an army of high-powered attorneys to silence and bully nurses, how will you respond?
Join me in fighting back: we will not be intimidated, frightened, cowed, silenced, or otherwise dissuaded against doing what must be done in the fight against the corporatization of healthcare and its concomitant pursuit of profits at all costs.
“Restriction of free thought and free speech is the most dangerous of all subversions. It is the one un-American act that could most easily defeat us.”
-Supreme Court Justice William Douglas, 1951.
I am ready to do whatever it takes to bring down these profiteers. Just call me.
If P-J sues the MNA for libel (or whatever else) and wins, draining all of the MNA’s current and future financial resources, will this too be Allina’s fault? Will Faegre be next on the hit list since they represent P-J? Then IBM after that since Faegre possibly uses their computer products?
How does any of this benefit the member nurses? The MNA exists to represent its members, and this effort seems out of alignment with that purpose.
Publicly taunting one’s enemy, an enemy hand-picked by the MNA because a few within the MNA believe they’re morally superior and infinitely wiser, seems like a foolish strategy. This isn’t about David versus Goliath, it’s about Einstein versus Kim Kardashian, and the MNA is not the brilliant one.
Members don’t appreciate their hospital being run by Piper Jaffray, I suspect.
Oh for heaven’s sake- allina would not be on the ‘right’ side is of this labor debacle if they felt they could not reap economic reward. This struggle has nothing to do with improved patient care and everything to do with minimizing their labor responsibilities. The MNA must continue to protect patient and community interest regardless of corporate over-reach in the quest of profit over mission.
Furthermore- what Is the purpose of a mission statement if the corporation continues to fly in the face of overwhelming local and community conscienceless? Why did allina even bother to get the input from their largest professional group? Do they really think their moral obligation stops at the parking ramp? I assume legalities aside- their Is a moral obligation on the part of Allina to move Our mission of the best possible nursing care at all times to move forward. Please, Allina, stop and desist. Please do the Right thing.
Ellen,
Don’t hold your breath for Allina to “do the right thing”….. their track record speaks for itself.
b.
Cheetoking It doesn’t take a genius to know that exposing truth and questionable business dealings (that have lost Allina millions of dollars) does represent MNA members when Allina’s claim is that they cannot afford to offer a proper settlement Ie: decent insurance coverage, proper staffing. If MNA is Kim Kardashian- then my analogy for you would be honey boo boo.
Ohhhhh snap @Kathy!!!! Nicely done.
Matthew -You NAILED it again! I believe we need to continue to put the pressure onthe Allina Ceo’s (crooks) & the BANKSTERS . We had a great turn out on Wed. in St Paul , good times! We thank you for your great work . Tim
Just because the MNA may not agree with the business strategy of Piper Jaffrey or Allina doesn’t make their strategies illegal. Trying to tarnish the reputation and destroy the business of organizations that have not broken the law quite possibly is illegal, however, and that’s where the taunting might backfire. The MNA is evidently hoping for the opportunity to dance within the regular judicial system, not the NLRB, and I’m simply suggesting that they better be prepared to cough up hard proof of wrong-doing, not just claim a gut-instinct or hurt feelings. Good luck.
Perhaps you didn’t notice the multitude of links showing actual wrongdoing, @cheetoking? Check those out and then get back to us.
Really, weblinks to historical news stories are your proof of current wrongdoing? Good luck.
I’ve given this more thought, and I agree that massive amounts of missing emails are potentially a serious issue. For that reason, I think the MNA must immediately stop contributing to and supporting the political party affiliated with Hillary Clinton since the MNA must be unbelievably distraught and concerned about her 30,000 missing emails. Any concern about her missing emails? If not, you’re a bunch of hypocrites!
What is cheetoking doing in this stream? Get your own peeps! Nurses work long, hard, and responsibly. The corporation we work for has a Moral if not legal responsibility to do the right thing by their customers, employees and God. In this very contentious, multi-hedonistic election cycle none of us are interested in further lining the pockets of big buck investors- – particularly when their next cry is ‘no fair, I lost money’! Tell that to the thousands of nurses, co-workers and all their families weathering this storm of corporate making.
Free speech a wonderful thing but free speech with proof so much better. Missing “e-mails” do not equate to the financial miss deeds of those on a non-profit hospital board who rule to make choices and line pockets. This takes money out of the community they were charged to serve. And I agree Matt you nailed it thank you.
I have a lot to say to Cheetoking. However I just want to say one thing. With a handle like Cheetoking how can anyone take you seriously. Lol.
Free speech is wonderful, yet mna and mna nurses continue to delete and shame posts that disagree with theit positions, especially on their own Facebook pages. Hmmm.
Ellen, please think about your “get your own peeps” statement every time you or your associates post anti-Allina messages to any Facebook post on the Allina Facebook page, or any time someone responds negatively to an Allina employee’s proud use of the hashtag #AllinaTogether, or anytime a “scab” is openly harassed because they have the desperate need to put their family’s interest before their union’s interest. Allina very recently had a Facebook post promoting their “Free Bikes 4 Kidz” donation drive, which anybody but a crazed person knows is a wonderful program that only benefits the disadvantaged, and even that was subject to vitriolic comments demonstrating anti-Allina sentiment. Maybe it’s time you publicly admonish that type of repugnant behavior, because it so far has not happened.
Not once in this post stream have I expressed a disdain for nurses, and that is not going to happen, but I firmly believe that the MNA’s strategy of attempting to flamboyantly taunt it’s opponent is a misguided and potentially detrimental effort. That said, thank you Diane and Bob for supporting my right to free speech.
For the final time, good luck.
PS, I updated my username. I hope this is more suitable and serious.
It seems that MNA has yet to learn from the history of poor Union representation.
Does PATCO mean anything to those posting this intense, one sided, anti-Allina rhetoric?
When the Union fails to stick to the issues and hardline facts directly related to those issues, failure is on the horizon. When your own members cannot keep up with the facts and the current rhetoric because the Union Directors constantly change lanes and drag incongruous issues into the light in inept attempts to smear the employer, failure is on the horizon.
If history cannot be adequately learned from, one is destined to repeat it.
Sir Cheetoking, Esquire: Just to note- I am a nurse – but do not belong to MNA, am not employed by Allina and am not married to anybody that works for MNA or Allina. I am a consumer that wants Allina to do the right thing and get these nurses back to what they love to do- taking care of your friends/ family members and yourself. You sir- in your defense of companies with some questionable business practices- very obviously must be affiliated in some way to one of those companies. Bringing to light questionable business dealings is neither taunting nor illegal- it is educating the consumer. Transparency in business dealings should be at the top of the list of any “not for profit” company- but it appears to not be the case here. You are very correct in your comment that “MNA exists to represent it’s member’s” and its members voted to have MNA represent them – therefore MNA members= MNA. You also stated “that not once in this stream have you shown disdain for nurses.” I totally disagree with that statement. Every time you’ve shown disdain for MNA you’ve also shown disdain for every nurse that voted for MNA to represent them. For example: “MNA believe they’re morally superior and infinitely wiser”, “it’s about Einstein versus Kim Kardashian, and the MNA is not the brilliant one,” and in reference to Hillary Clinton, “Any concern about her missing emails? If not, you’re a bunch of hypocrites!”
Allina’s tactics are very transparent here. They want to break the union at a tremendous cost to all concerned. Ask yourself why? Why would you not want your biggest group of employees in a “not for profit business” to have a voice to make patient care/safety top priority and to keep your employees healthy and proud to work for your organization. When has there been a nurse on the BOD to give the largest group of employees a voice? Why? Because nobody wants to hear those voices- it may impact the bottom line. What does “not for profit” mean anymore? It really is just a title to give a company tax breaks- but they really don’t have to play by the rules. They can afford to retain the best of the best of lawyers to weasel their way out of very questionable business dealings and then go after the little guy- the nurses and their union. As an American citizen- you should be incensed at what is going on here – instead of supporting corporate greed, but I guess if you are one of the corporateers- you have a vested interest in keeping the status quo.
I am thankful to MNA for exposing what we as consumers should have known about years ago.
Heh, so who wants to take a bet that cheetopleb works for Allina?
Seriously. I’ll give you great odds.
No conflict of interest to see here…just like with PJ being on the board, amirite?
Yours truly,
Allina Health is #1.
At this point I’d like to see the reaction to a “For Profit” organization take-over of Allina. MNA would find their privilege mentality shredded, their organization bankrupted and a reality check slapped upside their leadership.
How is the $4,000,000 strike fund holding out? That is an odd sum of money considering the claim of 5,000 nurses are on strike. At $55 per month per nurse that’s $3,300,000 per year. AND that doesn’t include the non-member dues taken at $50 per month. How much of the dues coming in is set aside for member relief in the event of fighting Goliath?
Can someone please post the requirements and process for getting the financial relief offered to members during a strike?
Is MNA a non-profit organization? I wonder how transparent the books are at MNA?
It’s also interesting how MNA donates the members dues to politicians. Do you get consent from the members on who they want endorsed, is there a committee or is the money passed out cart blanch to the democrats?
Always interesting to look at things from a different Point of View.