UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF NEW YORK
UNITED STATES OF AMERICA,
Plaintiff,
v.
BARCLAYS CAPITAL INC.; BARCLAYS
GROUP US INC.; BARCLAYS US LLC;
BARCLAYS BANK PLC; BARCLAYS PLC;
BCAP LLC; SECURITIZED ASSET
BACKED RECEIVABLES LLC; SUTTON
FUNDING LLC; PAUL K. MENEFEE; and
JOHN T. CARROLL,
Defendants.
No. 16-CV-7057 (KAM/JO)
AGREEMENT FOR COMPROMISE SETTLEMENT AND RELEASE
This Agreement (“Agreement”) is entered into between Plaintiff the United States of
America (“United States”) on the one hand, and Defendants Barclays Capital Inc., Barclays Group
US Inc., Barclays US LLC, Barclays Bank PLC, Barclays PLC, BCAP LLC, Securitized Asset
Backed Receivables LLC, and Sutton Funding LLC (hereinafter, collectively, “Barclays”),
together with Defendants Paul K. Menefee (“Menefee”) and John T. Carroll (“Carroll”)
(collectively with Barclays, “Defendants”), on the other hand. The United States and Defendants
are collectively referred to herein as “the Parties” to the above-captioned civil action (“this
Action”).
RECITALS
A. On December 22, 2016, the United States commenced this Action against the
Defendants by filing a Complaint to recover civil penalties from Defendants pursuant to the
-1-
Financial Institutions Reform, Recovery, and Enforcement Act of 1989 (“FIRREA”), Pub. L. No.
101-73, 103 Stat. 498, tit. IX, § 951, codified as amended at 12 U.S.C. § 1833a.
B. The Complaint alleges that between December 1, 2005, and December 31, 2007
(the “Relevant Period”), Barclays engaged in violations of predicate offenses under FIRREA when
it sponsored, issued, underwrote, managed, or offered 36 residential mortgage-backed securities
(“RMBS”), which are identified in Table 1 annexed to the Complaint. The Complaint asserts
claims for civil penalties under FIRREA against Barclays as to all 36 of these securitizations (“the
Subject Deals”).
C. The Complaint also alleges that Menefee and Carroll, while employed by Barclays
during the Relevant Period, engaged in violations of predicate offenses under FIRREA with
respect to the seven Subject Deals identified in Table 2 annexed to the Complaint. The Complaint
asserts claims for civil penalties under FIRREA against Menefee and Carroll individually as to
these seven securitizations (“the Menefee/Carroll Deals”).
D. The United States filed an Amended Complaint in this Action on May 11, 2017.
E. Defendants have filed motions to dismiss the Amended Complaint, and the United
States has opposed these motions. The motions to dismiss have not yet been adjudicated and are
still pending before the Court.
F. “Covered Conduct” as used herein is defined as the conduct alleged in the Amended
Complaint, as well as, more broadly:
a. the creation, pooling, structuring, arranging, formation, packaging,
marketing, underwriting, sale, or issuance by Barclays during the Relevant
Period of the RMBS and related securities identified in Annex 1; and
-2-
b. the representations, disclosures, or non-disclosures by Defendants in
connection with the RMBS and related securities identified in Annex 1,
where the representation, disclosure, or non-disclosure involves
information about (or obtained during the origination, purchase, acquisition,
securitization, underwriting, or servicing of) any residential mortgage loans
included in the RMBS and related securities identified in Annex 1.
G. Covered Conduct does not include:
a. conduct relating to the origination of residential mortgages, except for
representations, disclosures, or non-disclosures by Defendants about the
origination of such loans, or about information obtained in the course of
originating such loans;
b. conduct relating to the servicing of residential mortgage loans, except
representations, disclosures, or non-disclosures by Defendants about the
servicing of such loans, or about information obtained in the course of
servicing such loans; or
c. conduct relating to collateralized debt obligations and other derivative
securities, or to the secondary trading of RMBS, as well as representations,
disclosures, or non-disclosures made in connection therewith, except to the
extent that such conduct, representations, disclosures, or non-disclosures
relate to the RMBS and related securities listed in Annex 1.
H. All Parties desire to bring this matter to an expeditious and mutually acceptable
resolution so as to avoid the delay, uncertainty, inconvenience, and expense of further litigation.
-3-
I. The Parties have therefore determined and decided to enter into this Agreement, in
mutual consideration of the promises, covenants, and obligations set forth below.
J. This Agreement is made in compromise of disputed claims. The Parties
acknowledge that this Agreement is made without any trial or adjudication or judicial finding of
any issue of fact or law, and is not a final order of any court or governmental authority. This
Agreement does not constitute an admission by any of the Defendants of any facts or liability or
wrongdoing, including, but not limited to, any liability or wrongdoing with respect to any
allegations that were or could have been raised in this Action. This Agreement also does not
constitute a concession by the United States that its claims are not well-founded, and nothing in
this Agreement should be construed as, or deemed to constitute, approval, sanction, or
authorization by the United States of any of Defendants’ actions or business practices, or of any
event or action alleged in the Amended Complaint.
TERMS AND CONDITIONS
1. Payment.
a. Barclays agrees to pay the amount of two billion dollars
(US$2,000,000,000) to resolve the claims against it brought in this Action.
b. Menefee and Carroll together agree to pay the combined amount of two
million dollars (US$2,000,000) to resolve the claims against them brought in this Action.
c. Within fifteen (15) business days of receiving written payment processing
instructions from the United States Attorney’s Office, Defendants shall pay the entire amounts set
forth above in paragraphs 1.a and 1.b (totaling $2,002,000,000, and known hereafter as the
“Settlement Amount”) by electronic funds transfer to the United States.
-4-
d. The entirety of the Settlement Amount is a civil monetary penalty recovered
pursuant to FIRREA, 12 U.S.C. § 1833a.
e. Each Party shall bear its own legal and other costs, fees, and expenses
incurred in connection with this matter, including those incurred in the preparation and
performance of this Agreement.
2. Voluntary Dismissal. Within two (2) business days after the United States
Attorney’s Office confirms receipt of payment by Defendants of the full Settlement Amount, and
in consideration of such payment, the Parties shall execute and file in the District Court for the
Eastern District of New York a Stipulation of Voluntary Dismissal with Prejudice, in the form
attached hereto as Exhibit A, which shall dismiss with prejudice all claims in this Action in their
entirety against Defendants. However, the Stipulation and Protective Order entered by the Court
on November 13, 2017 (ECF No. 105), as supplemented by the Rule 29 Stipulation the Parties
entered on January 18, 2018, shall survive the dismissal of this Action to the extent necessary to
govern the return or destruction of documents that the Parties or any non-Parties have designated
as Confidential FIRREA Material or Confidential Information, and the Parties shall cooperate with
each other to effectuate the terms of those Stipulations.
3. Releases by the United States. Subject to the exceptions set forth in Paragraph 4
(“Excluded Claims”), in consideration for and conditioned upon Defendants’ full and timely
payment of the Settlement Amount, and in further consideration for and conditioned upon the
Cooperation described in Paragraph 7 (“Cooperation”), the United States fully and finally releases
Barclays, each of its current and former parents, subsidiaries, and affiliates, and each of their
respective successors and assigns, as well as Menefee and Carroll individually (collectively, the
“Released Entities”), from all claims that were or could have been asserted by Plaintiff the United
-5-
States in this Action, as well as any other civil claim the United States has against the Released
Entities for the Covered Conduct, where such civil claim arises under:
a. FIRREA, 12 U.S.C. § 1833a;
b. the False Claims Act, 31 U.S.C. §§ 3729, et seq.;
c. the Program Fraud Civil Remedies Act, 31 U.S.C. §§ 3801, et seq.;
d. the Racketeer Influenced and Corrupt Organizations Act, 18 U.S.C.
§§ 1961, et seq.;
e. the Injunctions Against Fraud Act, 18 U.S.C. § 1345;
f. common law theories of negligence, gross negligence, payment by mistake,
unjust enrichment, money had and received, breach of fiduciary duty, breach of contract,
misrepresentation, deceit, fraud, and aiding and abetting any of the foregoing; and
g. any other claim that the Civil Division of the Department of Justice has
actual and present authority to assert and compromise pursuant to 28 CFR § 0.45(d).
4. Reservations by the United States (Excluded Claims). Notwithstanding the
Releases by the United States set forth in Paragraph 3, and notwithstanding any other term of this
Agreement, the United States specifically reserves, and does not release the Released Entities
from, the following claims, regardless of the relationship of such claims to the Covered Conduct:
a. any criminal liability;
b. any liability of any person or entity other than the Released Entities;
c. individual liability of any person except Menefee and Carroll;
d. any liability arising under Title 26 of the United States Code (the Internal
Revenue Code);
-6-
e. any administrative liability, including the suspension and debarment rights
of any federal agency, establishment, instrumentality, or corporation; and
f. any liability based upon obligations created by this Agreement.
5. Clarification of Excluded Claims. For the avoidance of doubt, nothing in this
Agreement shall be construed as suggesting that the United States Department of Justice has the
authority to release, or by this Agreement is releasing:
a. any private right of action that entities other than the United States may have
against the Released Entities, regardless whether such claims have been asserted or not; or
b. any liability to or claims of the Federal Deposit Insurance Corporation
(“FDIC”) (in its capacity as a corporation, receiver, or conservator), National Credit Union
Administration (in its capacity as a corporation, receiver, or conservator), Federal Housing Finance
Agency, any of the Federal Home Loan Banks, the Federal Reserve Board and its member
institutions, the Consumer Financial Protection Bureau, the Securities & Exchange Commission
(“SEC”), or the Federal Trade Commission.
6. Releases and Waivers by Defendants.
a. The Released Entities hereby irrevocably release the United States, its
agencies, establishments, and instrumentalities, together with their respective officers, officials,
agents, employees, and servants, from any and all claims (including claims for attorney’s fees,
costs, and expenses of every kind), however denominated, that the Released Entities have asserted,
could have asserted, or may assert in the future against the United States, its agencies,
establishments, instrumentalities, officers, officials, agents, employees, and servants, related to the
Covered Conduct or related to the investigation and litigation thereof.
-7-
b. The Released Entities hereby irrevocably waive, and agree not to assert, any
rights that they otherwise might have to seek any form of indemnification, reimbursement, or
contribution from the FDIC in any capacity, including in its corporate capacity and its receiver and
conservator capacities, for any payment that is a portion of the Settlement Amount.
c. The Released Entities hereby irrevocably waive and agree not to assert any
defenses that they may have to any criminal prosecution or administrative action relating to the
Covered Conduct as to which the defense is based in whole or in part on a contention that, under
the Double Jeopardy Clause in the Fifth Amendment of the United States Constitution, or under
the Excessive Fines Clause in the Eight Amendment of the United States Constitution, this
Agreement bars a remedy sought in such criminal prosecution or administrative action.
d. The Released Entities hereby agree to separately determine and account for
all Unallowable Costs for government contracting purposes, and not to charge any Unallowable
Costs, directly or indirectly, to any contract that any of them may have with the United States, or
with any agency, establishment, or instrumentality of the United States. For purposes of this
provision, an “Unallowable Cost” is any cost (as defined in the Federal Acquisition Regulation,
48 C.F.R. § 31.205-47) incurred by or on behalf of the Released Entities or any of their present
and former officers, directors, employees, shareholders, and agents, in connection with: any
matters covered by this Agreement; the negotiation and performance of this Agreement; the
Settlement Amount payments made pursuant to this Agreement; the litigation and settlement of
this Action, including any attorney’s fees and costs; the United States’ investigation of any matters
covered by this Agreement; and the Released Entities’ investigation, defense, and corrective
actions undertaken in response to the United States’ investigation and litigation of any matters
covered by this Agreement.
-8-
7. Cooperation. Until the date upon which the United States concludes and
completes all investigations and any prosecution or litigation relating to or arising out of the
Covered Conduct, Defendants shall, subject to applicable laws or regulations:
a. cooperate fully with the Department of Justice (including the Federal
Bureau of Investigation) and any other agency or person designated by the Department of Justice
regarding matters relating to or arising out of the Covered Conduct;
b. assist the Department of Justice in any investigation or prosecution or
litigation relating to or arising out of the Covered Conduct by providing logistical and technical
support for any meeting, interview, deposition or other sworn testimony, grand jury proceeding,
or any trial or other court proceeding;
c. use their best efforts to secure the attendance and truthful statements or
testimony of any current or former officer, director, agent, or employee of the Released Entities at
any meeting, interview, deposition or other sworn testimony, grand jury proceeding, or at any trial
or other court proceeding regarding matters relating to or arising out of the Covered Conduct; and
d. provide the Department of Justice, upon request, all non-privileged
information, documents, records, or other tangible evidence regarding matters relating to or arising
out of the Covered Conduct about which the Department of Justice or any designated agency or
designated person inquires.
8. Miscellaneous Provisions.
a. This Agreement is governed by, and shall be construed according to, the
laws of the United States.
b. The Parties agree that the exclusive jurisdiction and venue for any dispute
relating to this Agreement or its construction is the United States District Court for the Eastern
-9-
District of New York, and further agree to submit to the jurisdiction of that court (including
personal jurisdiction) for any dispute relating to this Agreement or its construction or enforcement,
as well as for any dispute relating to the Stipulation and Protective Order entered by the Court on
November 13, 2017 (ECF No. 105).
c. This Agreement is intended for the benefit of the Parties only and does not
create any third-party rights.
d. The undersigned represent and warrant that they are fully authorized to
execute this Agreement on behalf of the persons and entities indicated below. Each Party and
signatory to this Agreement represents that it/he/she freely and voluntarily enters into this
Agreement without any degree of duress or compulsion.
e. This Agreement shall be deemed to have been drafted by all Parties and
shall not, therefore, be construed against any Party for that reason in any dispute.
f. This Agreement constitutes the complete and entire agreement between the
Parties and may not be amended except by written consent of all of the Parties.
g. This Agreement may be executed in counterparts, each of which constitutes
an original and all of which constitute one and the same Agreement. Facsimiles of signatures shall
constitute acceptable, binding signatures for purposes of this Agreement.
h. This Agreement is binding on Defendants’ successors, transferees, heirs,
and assigns.
9. Disclosure. All Parties agree that this Agreement may be made public in its
entirety, and expressly consent to such release and disclosure.
10. Effective Date. This Agreement shall take effect on the date of signature of the
last signatory to the Agreement.
-10-
For Plaintiff the United States
of
America:
Ck.,J.
A,
R~
J
tS1
/At
$
,<_
CHAD
A.
READLER I
Acting
Ass
istant Attorney General, Civil Division
Unit
ed
States Department
of
Justice
950 Pennsylvania A venue,
NW
Washington, DC 20530
Phone: (202) 514-2000
Dated:
3las f
Ii
I I
vt.
-
ckV
J.
~
RICHARD P.
DONOGHUE
United States Attorne~
Eastern District
of
New
York
27 1 A Cadman Plaza East
Brooklyn, NY 1120 I
Phone: (718) 254-
7000
Dated:
--
~
z.
~
1
a
,:;__i._(..=
::..:.
....J./:,__;,
___
_
-11-
For Defendants Barclays Capital
Inc.
, Barclays Group
US
Inc.
, Barcla
ys
US
LLC
, Barcla
ys
Bank
PLC
, Barclays
PLC
, BCAP
LLC
, Securitized Asset Backed Receivables
LLC,
and Sutton Funding
LLC:
I)
/~
ROBERT
F.
HOYT
Group General Counsel
Barclays
One Churchill Place
London,
UK
El4
5HP
-12-
For
Defendant
Paul
Menefee·
-13-
For
Defendant
John
Carroll
_/
/
'
--:::-,;f..s,V::
--
JOH1'.
"
I
CARROLL
.
1-l
-
ACCR 2005-2
ACCR 2005-3
AHM 2006-1
ALBT 2007-OA1
ALBT 2007-OA1 NIM
AMSI 2005-R10
AMSI 2005-R8
AQNIM 2005-R10A
ARNIM 2005-WN3A
ARNIM 2005-WN5
ARNIM 2006-M3A
ARSI 2005-W3
ARSI 2005-W5
ARSI 2006-M3
ARSI 2006-W2
ARSI 2006-W5
BASIC 2006-1
BCAP 2006-AA1
BCAP 2006-AA2
BCAP 2006-RR1
BCAP 2007-AA1
BCAP 2007-AA2
BCAP 2007-AA3
BCAP 2007-AA4
BCAP 2007-AA5
BCAPB 2007-AB1
CARR 2006-FRE1
CARR 2006-FRE2
CARR 2006-NC2
CARR 2006-NC4
CARR 2007-RFC1
CBASS 2005-CB1
CBASS 2005-CB3
CBASS 2005-CB5
CBASS 2005-CB7
CBASS 2006-CB1
CBASS 2006-CB5
CBASS 2007-CB2
CBASS 2007-CB5
CCMFC 2005-1A
CCMFC 2005-2A
CCMFC 2005-3A
CCMFC 2005-4A
CCMFC 2005-AA
CCMFC 2005-BA
CCMFC 2005-CA
CCMFC 2006-1A
CCMFC 2006-2A
Annex 1
Page 1
Annex 1
CCMFC 2006-3A
CCMFC 2006-4A
CCMFC 2007-1A
CCMFC 2007-2A
CWALT 2006-29T1
CWALT 2006-42
CWL 2005-AB3
EQLSN 2007-1A
FFML 2005-FF1
FFNT 2005-FF1
FHLT 2005-B
FHLT 2005-C
FHLT 2005-D
FHLT 2005-E
FHLT 2006-A
FHLT 2006-B
FHLT 2006-C
FHLT 2006-D
FHLT 2006-E
FRENT 2005-D
FRENT 2006-B
OSARC 2005-1A
OSARC 2006-1A
PPSI 2005-WCW3
PPSI 2005-WHQ1
PPSI 2005-WHQ2
PPSI 2005-WHQ3
PPSIN 2005-WHQ3
QUEST 2006-X2
CWALT 2006-46
CWHL 2006-9
CWL 2005-13
CWL 2006-11
CWL 2006-22
CWL 2006-3
CWL 2007-10
EQLS 2007-1
LUM 2006-4
LUM 2006-6
LUM 2006-7
NCHET 2005-2
NCHET 2005-3
NCHET 2005-4
NCHET 2006-1
NCHET 2006-2
OOMLT 2005-1
OOMLT 2005-2
OOMLT 2006-3
Page 2
Annex 1
RAAC 2007-RP3
RALI 2006-QS14
RALI 2007-QS6
RAMP 2005-EFC7
RAMP 2006-RZ2
RASC 2005-EMX4
RASC 2006-EMX2
RASC 2006-EMX5
RASC 2006-EMX8
RASC 2006-EMX9
RASC 2006-KS8
RASC 2006-KS9
SABN 2005-EC1
SABN 2005-FR1
SABN 2005-FR2
SABN 2005-FR3
SABN 2005-FR4
SABN 2005-FR5
SABN 2005-HE1
SABN 2005-OP1
SABN 2005-OP2
SABN 2006-FR1
SABN 2006-FR2
SABN 2006-FR3
SABN 2006-FR4
SABN 2006-HE1
SABN 2006-HE2A
SABN 2006-KS8
SABN 2006-KS9
SABN 2006-NC1
SABN 2006-NC2
SABN 2006-NC3
SABN 2006-OP1
SABN 2006-WF3
SABN 2006-WM1
SABN 2006-WM2
SABN 2006-WM3
SABN 2006-WM4
SABN 2007-BR1
SABN 2007-BR2
SABN 2007-BR3
SABN 2007-BR4
SABN 2007-BR5
SABN 2007-HE1
SABN 2007-NC1A
SABN 2007-NC2A
SABN 2007-WF1A
SABR 2005-EC1
Page 3
Annex 1
SABR 2005-FR1
SABR 2005-FR2
SABR 2005-FR3
SABR 2005-FR4
SABR 2005-FR5
SABR 2005-HE1
SABR 2005-OP1
SABR 2005-OP2
SABR 2006-FR1
SABR 2006-FR2
SABR 2006-FR3
SABR 2006-FR4
SABR 2006-HE1
SABR 2006-HE2
SABR 2006-NC1
SABR 2006-NC2
SABR 2006-NC3
SABR 2006-OP1
SABR 2006-WM1
SABR 2006-WM2
SABR 2006-WM3
SABR 2006-WM4
SABR 2007-BR1
SABR 2007-BR2
SABR 2007-BR3
SABR 2007-BR4
SABR 2007-BR5
SABR 2007-HE1
SABR 2007-NC1
SABR 2007-NC2
SARNT 2005-A
SFS 2005-B
TRUMN 2005-1
TRUMN 2006-1
WFHET 2006-3
WFHET 2007-1
WFMBS 2006-16
WFMBS 2006-5
WFMBS 2007-12
WFMBS 2007-17
* Should a securitization inadvertently not be listed notwithstanding that Barclays or one of its subsidiaries or affiliates
served as issuer, sponsor, depositor, underwriter, or originator, that securitization will be treated as if it was listed.
Page 4
Exhibit A
UNITED STATES DISTRICT COURT
EASTERN DISTRICT OF NEW YORK
UNITED STATES OF AMERICA,
Plaintiff,
v.
BARCLAYS CAPITAL INC.; BARCLAYS
GROUP US INC.; BARCLAYS US LLC;
BARCLAYS BANK PLC; BARCLAYS
PLC; BCAP LLC; SECURITIZED ASSET
BACKED RECEIVABLES LLC; SUTTON
FUNDING LLC; PAUL K. MENEFEE; and
JOHN T. CARROLL,
Defendants.
No. 16-CV-7057 (KAM/JO)
NOTICE AND STIPULATION OF DISMISSAL WITH PREJUDICE
WHEREAS Plaintiff the United States of America and Defendants Barclays Capital Inc.,
Barclays Group US Inc., Barclays US LLC, Barclays Bank PLC, Barclays PLC, BCAP LLC,
Securitized Asset Backed Receivables LLC, Sutton Funding LLC, Paul K. Menefee, and John T.
Carroll have entered into an Agreement for Compromise Settlement and Release, disposing of all
claims asserted in the above-captioned action (the “Action”);
NOW, THEREFORE, IT IS HEREBY STIPULATED AND AGREED, by and among the
parties, through their respective undersigned counsel, that, pursuant to Fed. R. Civ. P.
41(a)(1)(A)(ii), this Action shall be, and hereby is, dismissed with prejudice, each party to bear its
own costs, attorneys’ fees, and expenses. The Stipulation and Protective Order entered by the
Court on November 13, 2017 (ECF No. 105), shall survive the dismissal of the Action to the extent
necessary to govern the return or destruction of documents that the Parties or any non-Parties have
designated as Confidential FIRREA Material or Confidential Information, and the Parties shall
cooperate with each other to effectuate the terms of that Stipulation. This Court shall retain
jurisdiction to the extent necessary to adjudicate any dispute relating to the Agreement for
Compromise Settlement and Release or its construction or enforcement and any dispute relating
to the Stipulation and Protective Order entered by the Court on November 13, 2017 (ECF No.
105).
Dated: Brooklyn, New York
[] [], 2018
RICHARD P. DONOGHUE
UNITED STATES ATTORNEY
EASTERN DISTRICT OF NEW YORK
By:
F. Franklin Amanat
F. Franklin Amanat ([email protected])
Matthew R. Belz ([email protected])
Charles S. Kleinberg ([email protected])
Evan P. Lestelle ([email protected])
Matthew J. Modafferi ([email protected])
Josephine M. Vella ([email protected])
Alex S. Weinberg ([email protected])
ASSISTANT UNITED STATES ATTORNEYS
EASTERN DISTRICT OF NEW YORK
271A Cadman Plaza East, 7
th
Floor
Brooklyn, New York 11201
(718) 254-7000
Counsel for Plaintiff the United States of America
2
Dated: New York, New York
[] [], 2018
Richard H. Klapper
Jeffrey T. Scott
Jonathan M. Sedlak
SULLIVAN & CROMWELL LLP
125 Broad Street
New York, NY 10004
(212) 558-4000
David M. Zinn*
Kannon K. Shanmugam*
R. Hackney Wiegmann*
Jesse T. Smallwood*
Amy Mason Saharia*
WILLIAMS & CONNOLLY LLP
725 Twelfth Street, N.W.
Washington, DC 20005
(202) 434-5000
* Admitted pro hac vice
Counsel for Barclays Capital Inc., Barclays
Group US Inc., Barclays US LLC, Barclays
Bank PLC, Barclays PLC, BCAP LLC,
Securitized Asset Backed Receivables LLC,
Sutton Funding LLC
3
Dated: New York, New York
[] [], 2018
KRAMER LEVIN NAFTALIS & FRANKEL LLP
By:
Kerri Ann Law
Barry H. Berke ([email protected])
Dani R. James ([email protected])
Kerri Ann Law ([email protected])
KRAMER LEVIN NAFTALIS & FRANKEL LLP
1177 Avenue of the Americas
New York, New York 10036
(212) 715-9100
Counsel for Paul K. Menefee
4
Dated: New York, New York
[] [], 2018
CROWELL & MORING LLP
By:
Glen G. McGorty
Glen G. McGorty ([email protected])
Sarah Gilbert ([email protected])
Arlen Pyenson ([email protected])
Jared A. Levine ([email protected])
CROWELL & MORING LLP
590 Madison Avenue
New York, New York 10022
(212) 223-4000
Counsel for John T. Carroll
5
