FrontPoint Asian Event Driven Fund, Ltd. et al v. Citibank, N.A. et al

Filing 560

FINAL JUDGMENT AND ORDER OF DISMISSAL WITH PREJUDICE OF AUSTRALIA AND NEW ZEALAND BANKING GROUP, LTD., BANK OF AMERICA, N.A., BARCLAYS BANK PLC, BNP PARIBAS, S.A., COMMERZBANK AG, CREDIT AGRICOLE CORPORATE AND INVESTMENT BANK, DBS BANK LTD., MUFG BAN K, LTD. (F/K/A THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.), OVERSEA CHINESE BANKING CORPORATION LIMITED, THE ROY AL BANK OF SCOTLAND PLC (N/K/A NATWEST MARKETS PLC), STANDARD CHARTERED BANK, UBS AG, AND UNITED OVERSEAS BANK LIMITED IT IS HEREBY ORDERED, ADJUDGED, AND DECREED: 1. This Final Judgment hereby incorporates by reference the definitions in the Stipulation and Agreement of Settlement dated May 27, 2022 between Representative Plaintiffs and Settling Defendants, ECF No. 499-1 (the "Set tlement Agreement"), and all terms used herein, except as otherwise expressly defined herein, shall have the same meanings as set forth in the Settlement Agreement. The Court, finding no just reason for delay, directs pursuant to Rule 54(b) of the Federal Rules of Civil Procedure that the judgment of dismissal as to the Settling Defendants shall be final and entered forthwith. (And as further set forth herein.) IT IS SO ORDERED., Bank of America, N.A., Bank of Tokyo-Mitsubishi UFJ, L td., Barclays Bank PLC, Commerzbank AG, Credit Agricole Corporate and Investment Bank, DBS Bank Ltd., Oversea-Chinese Banking Corporation Ltd., Royal Bank of Scotland PLC, Standard Chartered Bank, UBS AG, United Overseas Bank Limited, Australia and New Zealand Banking Group, Ltd. and BNP Paribas, S.A. terminated. (Signed by Judge Alvin K. Hellerstein on 11/29/2022) (jca)

IN THE UNITED STATES DISTRICT COURT
FOR THE SOUTHERN DISTRICT OF NEW YORK

FUND LIQUIDATION HOLDINGS LLC, as assignee and
successor-in-interest to FrontPoint Asian Event Driven Fund
L.P., MOON CAPITAL PARTNERS MASTER FUND
LTD., and MOON CAPITAL MASTER FUND LTD., on
behalf of themselves and all others similarly situated,

Docket No. 16-cv-05263 (AKH)

Plaintiffs,
v.
CITIBANK, N.A., BANK OF AMERICA, N.A.,
JPMORGAN CHASE BANK, N.A., THE ROY AL BANK
OF SCOTLAND PLC, UBS AG, BNP PARIBAS, S.A.,
OVERSEA-CHINESE BANKING CORPORATION LTD.,
BARCLAYS BANK PLC, DEUTSCHE BANK AG,
CREDIT AGRICOLE CORPORATE AND INVESTMENT
BANK, CREDIT SUISSE AG, STANDARD CHARTERED
BANK, DBS BANK LTD., ING BANK, N.V., UNITED
OVERSEAS BANK LIMITED, AUSTRALIA AND NEW
ZEALAND BANKING GROUP, LTD., THE BANK OF
TOKYO-MITSUBISHI UFJ, LTD., THE HONGKONG
AND SHANGHAI BANKING CORPORATION LIMITED,
COMMERZBANK AG, AND JOHN DOES NOS. 1-50,
Defendants .

..pift8f 2 'H•li:]
FINAL JUDGMENT AND ORDER OF DISMISSAL WITH PREJUDICE OF
AUSTRALIA AND NEW ZEALAND BANKING GROUP, LTD., BANK OF AMERICA,
N.A., BARCLAYS BANK PLC, BNP PARIBAS, S.A., COMMERZBANK AG, CREDIT
AGRICOLE CORPORATE AND INVESTMENT BANK, DBS BANK LTD., MUFG
BANK, LTD. (F/K/A THE BANK OF TOKYO-MITSUBISHI UFJ, LTD.), OVERSEACHINESE BANKING CORPORATION LIMITED, THE ROYAL BANK OF
SCOTLAND PLC (NIKIA NATWEST MARKETS PLC), STANDARD CHARTERED
BANK, UBS AG, AND UNITED OVERSEAS BANK LIMITED

This matter came for a duly-noticed hearing on November 29, 2022 (the "Fairness
Hearing"), upon Representative Plaintiffs' 1 Motion for Final Approval of Class Action Settlement
with Australia and New Zealand Banking Group, Ltd. ("ANZ"), Bank of America, N.A. ("BOA"),
Barclays Bank PLC ("Barclays"), BNP Paribas, S.A. ("BNPP"), Commerzbank AG
("Commerzbank"), Credit Agricole Corporate and Investment Bank ("CACIB"), DBS Bank Ltd.
("DBS"), MUFG Bank, Ltd. (f/k/a The Bank of Tokyo-Mitsubishi UFJ, Ltd.) ("MUFG"), OverseaChinese Banking Corporation Limited ("OCBC"), The Royal Bank of Scotland pk (n/k/a NatWest
Markets pk) ("RBS"), Standard Chartered Bank ("SCB"), UBS AG ("UBS"), and United
Overseas Bank Limited ("UOB") (collectively, the "Settling Defendants") in the action captioned
Fund Liquidation Holdings LLC, et al. v. Citibank, NA., et al., No. 16-cv-05263 (AKH)
(S.D.N.Y.) (the "Action"), which was consented to by the Settling Defendants (together with
Representative Plaintiffs, the "Parties"). The Court having considered all papers filed and
proceedings had herein and otherwise being fully informed in the premises and good cause
appearing therefor,
IT IS HEREBY ORDERED, ADJUDGED, AND DECREED:

1.

This Final Judgment hereby incorporates by reference the definitions in the

Stipulation and Agreement of Settlement dated May 2 7, 2022 between Representative Plaintiffs
and Settling Defendants, ECF No. 499-1 (the "Settlement Agreement"), and all terms used herein,
except as otherwise expressly defined herein, shall have the same meanings as set forth in the
Settlement Agreement.

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The "Representative Plaintiffs" are Fund Liquidation Holdings, LLC (as assignee and successor-in-interest
to FrontPoint Asian Event Driven Fund L.P.), Moon Capital Partners Master Fund Ltd., and Moon Capital Master
Fund Ltd. Unless otherwise noted, ECF citations are to the docket in this Action, Docket No . 16-cv-05263 (AKH)
(S.D.N.Y.).

2.

Upon the Effective Date of the Settlement, the Action, including each claim in the

Action, is hereby dismissed with prejudice on the merits as to Settling Defendants (but not any
other Defendant) without fees or costs except as provided by the terms of the Settlement.
3.

Upon the Effective Date of the Settlement, the Action shall be dismissed fully,

finally and in its entirety against Settling Defendants.
4.

Upon the Effective Date of the Settlement, the Releasing Parties 2 shall be deemed

to have, and by operation of this Final Judgment have, finally and forever released and discharged
from and covenanted not to sue the Released Parties 3 for any and all manner of claims, including
unknown claims, causes of action, cross-claims, counter-claims, charges, liabilities, demands,
judgments, suits, obligations, debts, set-offs, rights ofrecovery, or liabilities for any obligations of
any kind whatsoever (however denominated), whether class, derivative, or individual, in law or
equity or arising under constitution, statute, regulation, ordinance, contract, or otherwise in nature,

2
"Releasing Parties" means each and every Representative Plaintiff, FrontPoint Asian Event Driven Fund,
L.P., and Sonterra Capital Master Fund, Ltd., and each and every Settling Class Member on their own behalf and on
behalf of their respective predecessors, successors and assigns, direct and indirect parents, subsidiaries and affiliates,
and on behalf of their current and former officers, directors, employees, agents, principals, members, trustees,
participants, representatives, fiduciaries, beneficiaries or legal representatives in their capacity as such, and the
predecessors, successors, heirs, executors, administrators and assigns of each of the foregoing in their capacity as
such, whether or not they object to the Settlement or make a claim for payment under the Net Settlement Fund.
Notwithstanding that the U.S. Government is excluded from the Settlement Class, with respect to any Settling Class
Member that is a government entity, Releasing Parties include any Settling Class Member as to which the government
entity has the legal right to release such claims. As used in this provision, "affiliates" means entities controlling,
controlled by, or under common control with a Releasing Party. For the avoidance of doubt, the "Releasing Parties"
include all Persons entitled to bring or release claims on behalf of Settling Class Members, relating to their transactions
in SIBOR- and/or SOR-Based Derivatives or any similar financial instruments priced, benchmarked, or settled to
SIBOR and/or SOR held by Representative Plaintiffs, FrontPoint Asian Event Driven Fund, L.P., and Sonterra Capital
Master Fund, Ltd., or Settling Class Members (to the extent such similar financial instruments were entered into by a
U.S. Person, or by a Person from or through a location within the U.S.). See Settlement Agreement§ l(FF).

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"Released Parties" means the Settling Defendants and each of their respective predecessors, successors and
assigns, their past, present, and future direct and indirect parents, subsidiaries, and affiliates, and each of their
respective current and former officers, directors, employees, managers, members, partners, agents (in their capacity
as agents of Settling Defendants), shareholders (in their capacity as shareholders of Settling Defendants), attorneys,
insurers, or legal representatives, and the predecessors, successors, heirs, executors, administrators, and assigns of
each of the foregoing. As used in this provision, "affiliates" means entities controlling, controlled by, or under common
control with a Released Party. See Settlement Agreement§ l(EE).

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for fees, costs, penalties, fines, debts, expenses, attorneys' fees, and damages, whenever incurred,
and liabilities of any nature whatsoever (including joint and several), known or unknown,
suspected or unsuspected, asserted or unasserted, which Settling Class Members or any of them
ever had, now has, or hereafter can, shall or may have, representatively, derivatively or in any
other capacity, against the Released Parties arising from or relating in any way to conduct alleged
in the Action, or which could have been alleged in the Action against the Released Parties
concerning any SIBOR- and/or SOR-Based Derivatives or any similar financial instruments
priced, benchmarked, or settled to SIBOR or SOR purchased, sold, held, traded, and/or transacted
by the Representative Plaintiffs, Class Members, and/or Settling Class Members (to the extent
such similar financial instruments were entered into by a U.S. Person, or by a Person from or
through a location within the U.S.), or in which any of the foregoing otherwise had any interest,
including, but not limited to, any alleged manipulation of SIBOR and/or SOR under any statute,
regulation, or common law, or any purported conspiracy, collusion, racketeering activity, or other
improper conduct relating to SIBOR and/or SOR(including, but not limited to, all claims under
Section 1 of the Sherman Antitrust Act, 15 U.S.C. § 1 et seq., the Racketeer Influenced and Corrupt
Organizations Act, 18 U.S.C. §§ 1961-1968, and any other federal or state statute, regulation, or
common law).
5.

The following claims shall not be released by the Settlement: (i) any claims against

former employees of Settling Defendants arising solely from those former employees' conduct
that occurred while not employed by Settling Defendants; (ii) any claims against the named
Defendants in this Action other than the Released Parties; or (iii) any claims against any Defendant
not affiliated with Settling Defendants who may be subsequently added in this Action. For the
avoidance of doubt, Released Claims does not include claims arising under foreign law based

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solely on transactions executed entirely outside the United States by Settling Class Members
domiciled outside the United States.
6.

Although the foregoing release is not a general release, the foregoing release

constitutes a waiver by the Parties and each Settling Class Member of any and all rights and
provisions under Section 1542 of the California Civil Code (to the extent it applies to the Action),
which provides as follows:
A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE
CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT
TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE
RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE
MATERlALLY AFFECTED HIS OR HER SETTLEMENT WITH THE
DEBTOR OR RELEASED PARTY.
This release also constitutes a waiver of any and all provisions, rights, and benefits of any federal,
state or foreign law, rule, regulation, or principle of law or equity that is similar, comparable,
equivalent to, or which has the effect of, Section 1542 of the California Civil Code. Releasing
Parties and Settling Class Members shall be deemed to acknowledge that they are aware that they
may hereafter discover facts in addition to, or different from, those facts which they know or
believe to be true with respect to the subject matter of the Settlement Agreement, but that it is their
intention to release fully, finally, and forever all of the Released Claims, and in furtherance of such
intention, the release shall be irrevocable and remain in effect notwithstanding the discovery or
existence of any such additional or different facts.

In entering and making this Settlement

Agreement, the Parties assume the risk of any mistake of fact or law and the release shall be
irrevocable and remain in effect notwithstanding any mistake of fact or law.
7.

Upon the Effective Date, each of the Releasing Parties shall forever be enjoined

from prosecuting in any forum any Released Claim against any of the Released Parties and agrees

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and covenants not to sue any of the Released Parties on the basis of any Released Claims or to
assist any third party in prosecuting any Released Claims against any Released Party.
8.

The Court, finding no just reason for delay, directs pursuant to Rule 54(b) of the

Federal Rules of Civil Procedure that the judgment of dismissal as to the Settling Defendants shall
be final and entered forthwith.

IT IS SO O R D E R E D ~
Signed this2lday of _ _ _ _, 2022.
United States District Judge

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